0001213900-23-025399 | 20-F | XBRL Viewer

Document And Entity Information	12 Months Ended
Document And Entity Information	Dec. 31, 2022 shares
Document Information Line Items
Entity Registrant Name	PolyPid Ltd.
Trading Symbol	PYPD
Document Type	20-F
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding	19,851,833
Amendment Flag	false
Entity Central Index Key	0001611842
Entity Current Reporting Status	No
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Registration Statement	false
Document Annual Report	true
Document Transition Report	false
Document Shell Company Report	false
Entity File Number	001-38428
Entity Incorporation, State or Country Code	L3
Entity Address, Address Line One	18 Hasivim Street
Entity Address, City or Town	Petach Tikva
Entity Address, Postal Zip Code	495376
Entity Address, Country	IL
Title of 12(b) Security	Ordinary Shares, no par value
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Document Accounting Standard	U.S. GAAP
Auditor Firm ID	1281
Auditor Name	KOST FORER GABBAY & KASIERER
Auditor Location	Haifa, Israel
Business Contact
Document Information Line Items
Entity Address, Address Line One	372 Franklin Ave.
Entity Address, City or Town	Nutley
Entity Address, Postal Zip Code	07110
Contact Personnel Name	Dikla Czaczkes Akselbrad
Entity Address, Address Line Two	P.O. Box 558
Entity Address, State or Province	NJ
City Area Code	(908)
Local Phone Number	858-5995

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
CURRENT ASSETS:
Cash and cash equivalents	$ 8,552	$ 9,819
Restricted cash	511	397
Short-term deposits	4,042	22,384
Prepaid expenses and other current assets	1,089	2,211
Total current assets	14,194	34,811
LONG-TERM ASSETS:
Property and equipment, net	9,247	8,761
Operating lease right-of-use assets	2,431
Other long-term assets	99	663
Total long-term assets	11,777	9,424
Total assets	25,971	44,235
CURRENT LIABILITIES:
Current maturities of long-term debt	4,024
Accrued expenses and other current liabilities	2,429	3,940
Trade payables	1,141	4,136
Current maturities of operating lease liabilities	959
Total current liabilities	8,553	8,076
LONG-TERM LIABILITIES:
Long-term debt	7,574
Deferred revenues	2,548
Long-term operating lease liabilities	1,173
Other liabilities	294	199
Total long-term liabilities	11,589	199
COMMITMENTS AND CONTINGENT LIABILITIES
SHAREHOLDERS’ EQUITY:
Ordinary shares, no par value - Authorized: 47,800,000 shares at December 31, 2022 and 2021; Issued and outstanding: 19,851,833 and 18,756,570 shares at December 31, 2022 and 2021, respectively
Additional paid-in capital	220,273	210,847
Accumulated deficit	(214,444)	(174,887)
Total shareholders’ equity	5,829	35,960
Total liabilities and shareholders’ equity	$ 25,971	$ 44,235

Consolidated Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Ordinary shares, par value (in Dollars per share)
Ordinary shares, authorized	47,800,000	47,800,000
Ordinary shares, issued	19,851,833	18,756,570
Ordinary shares, outstanding	19,851,833	18,756,570

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating expenses:
Research and development, net	$ 27,990	$ 30,553	$ 16,954
Marketing and business development	2,888	2,983	1,614
General and administrative	8,010	9,609	7,704
Operating loss	38,888	43,145	26,272
Financial (income) expense, net	540	(544)	10,597
Loss before income tax	39,428	42,601	36,869
Income tax expense	129
Net loss	39,557	42,601	36,869
Deemed dividend			2,114
Net loss attributable to Ordinary shares	$ 39,557	$ 42,601	$ 38,983
Basic and diluted net loss per Ordinary share (in Dollars per share)	$ 2.04	$ 2.28	$ 4.48
Weighted average number of Ordinary shares used in computing basic and diluted loss per share (in Shares)	19,426,692	18,721,528	9,582,405

Consolidated Statements of Operations (Parentheticals) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Basic and diluted net loss per Ordinary share	$ 2.04	$ 2.28	$ 4.48
Weighted average number of Ordinary shares	19,426,692	18,721,528	9,582,405

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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+ Details

Consolidated Statements of Changes in Convertible Preferred Shares and Shareholders’ Equity (Deficit) - USD ($)
$ in Thousands

Convertible Preferred Shares

Total

Number of Ordinary shares

Additional paid-in capital

Accumulated deficit

Total

Balance at Dec. 31, 2019

$ 106,313

$ 5,671

$ (93,303)

$ (87,632)

Balance (in Shares) at Dec. 31, 2019

12,520,977

562,748

Share-based compensation

4,577

Issuance of Ordinary shares in connection with the IPO, net

^[1]

62,757

Issuance of Ordinary shares in connection with the IPO, net (in Shares)

^[1]

4,312,500

Conversion of convertible Preferred shares to Ordinary shares

$ (106,313)

(106,313)

106,313

Conversion of convertible Preferred shares to Ordinary shares (in Shares)

(12,520,977)

12,520,977

Deemed dividend related to Series E-1 Preferred shares

2,114

(2,114)

Deemed dividend related to Series E-1 Preferred shares (in Shares)

158,967

Reclassification of warrants into equity

23,614

Exercise of warrants

Exercise of warrants (in Shares)

939,152

Issuance of warrants

Issuance of warrants (in Shares)

Exercise of options

Exercise of options (in Shares)

395

Net loss

(36,869)

Balance at Dec. 31, 2020

205,063

(132,286)

72,777

Balance (in Shares) at Dec. 31, 2020

18,494,739

Share-based compensation

4,750

Exercise of warrants

632

Exercise of warrants (in Shares)

184,473

Exercise of options

402

Exercise of options (in Shares)

77,358

Net loss

(42,601)

Balance at Dec. 31, 2021

210,847

(174,887)

35,960

Balance (in Shares) at Dec. 31, 2021

18,756,570

Share-based compensation

4,307

Issuance of Ordinary shares, net

^[2]

4,423

Issuance of Ordinary shares, net (in Shares)

^[2]

1,065,057

Issuance of warrants

588

Exercise of options

108

Exercise of options (in Shares)

30,206

Net loss

(39,557)

Balance at Dec. 31, 2022

$ 220,273

$ (214,444)

$ 5,829

Balance (in Shares) at Dec. 31, 2022

19,851,833

[1]	Net of issuance costs of $6,243 (see Note 1c).
[2]	Net of issuance costs of $222.

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss	$ (39,557)	$ (42,601)	$ (36,869)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment	1,721	1,118	1,012
Remeasurement of warrants			11,373
Non-cash financial expenses, net	289
Share-based compensation expenses	4,307	4,750	4,577
Changes in assets and liabilities:
Prepaid expenses and other assets	1,185	83	(1,929)
Operating lease liabilities and right-of-use assets, net	(299)
Trade payables	(3,095)	2,221	(607)
Deferred revenues	2,548
Accrued expenses and other liabilities	(1,416)	2,043	847
Net cash used in operating activities	(34,317)	(32,386)	(21,596)
Cash flows from investing activities:
Short-term and long-term deposits, net	18,342	39,893	(39,592)
Pre-payments for equipment		(340)	(395)
Purchase of property and equipment	(1,767)	(2,653)	(781)
Net cash provided by (used in) investing activities	16,575	36,900	(40,768)
Cash flows from financing activities:
Proceeds from exercise of warrants		632	13
Proceeds from exercise of options	108	402	3
Proceeds from issuance of Ordinary shares in connection with the IPO, net			62,757
Proceeds from issuance of Ordinary shares, net	4,423
Proceeds from long-term debt, net	11,711
Repayment of long-term debt	(402)
Proceeds from issuance of warrants	588		1
Net cash provided by financing activities	16,428	1,034	62,774
Increase (decrease) in cash, cash equivalents and restricted cash	(1,314)	5,548	410
Cash, cash equivalents and restricted cash at the beginning of the year	10,456	4,908	4,498
Cash, cash equivalents and restricted cash at the end of the year	9,142	10,456	4,908
Supplemental disclosures of cash flows:
Interest paid	734
Cash paid during the year for income taxes	8
Supplemental disclosures of cash flow information:
Cash and cash equivalents	8,552	9,819	4,319
Restricted cash	511	397	390
Restricted cash included in other long-term assets	79	240	199
Cash, cash equivalents and restricted cash at the end of the year	9,142	10,456	4,908
Supplemental disclosures of non-cash investing and financing information:
Property and equipment acquired by credit	100	941
Property and equipment paid for in prior periods	340	395
Right-of-use asset recognized with corresponding lease liability	3,528
Cash paid for amounts included in measurement of lease liability	$ 1,259

General

12 Months Ended

Dec. 31, 2022

General [Abstract]

GENERAL

NOTE 1:-

GENERAL

PolyPid Ltd. (the “Company”) was incorporated under the laws of Israel and commenced operations on February 28, 2008. The Company is a Phase 3 biopharmaceutical company focused on developing targeted, locally administered, and prolonged-release therapeutics using its proprietary PLEX (Polymer-Lipid Encapsulation matriX) technology. The Company’s product candidates are designed to address unmet medical needs by delivering active pharmaceutical ingredients, or APIs, locally at predetermined release rates and durations over extended periods ranging from days to several months. The Company is initially focused on the development of its lead product candidate, D-PLEX, which incorporates an antibiotic for the prevention of surgical site infection in bone and soft tissue. Through December 31, 2022, the Company has been primarily engaged in research and development.

The Company’s wholly owned subsidiaries include a subsidiary in the United States of America (the “US Subsidiary”) and a subsidiary in Romania. The US Subsidiary’s operation focuses on marketing and business development of the Company’s operation in the United States of America.

On June 21, 2020, the Company’s Board of Directors resolved to consolidate the Company’s share capital by applying a reverse share split at a ratio of 1.046:1 (the “Reverse Split Ratio”) and to cancel the shares’ par value such that every 1.046 Ordinary shares of NIS 0.8 par value, were substituted by 1 Ordinary share with no par value (the “Split”). The Split was applied in the same proportion and manner to all of the Company’s authorized, issued and outstanding securities, including preferred shares, options and warrants (See Note 10.a).

On June 30, 2020, the Company closed its initial public offering (“IPO”) whereby 4,312,500 Ordinary shares were sold by the Company to the public (inclusive of 562,500 Ordinary shares pursuant to the full exercise of an overallotment option granted to the underwriters). The aggregate net proceeds received by the Company from the offering were $62,757, net of underwriting discounts and other offering costs.

The Company’s activities since inception have consisted of performing research and development activities. Successful completion of the Company’s development programs and, ultimately, the attainment of profitable operations is dependent on future events, including, among other things, its ability to secure financing; obtain marketing approval from regulatory authorities; access potential markets; build a sustainable customer base; attract, retain and motivate qualified personnel; and develop strategic alliances. The Company’s operations are funded by its shareholders and research and development grants and the Company intends to seek further private or public financing as well as make applications for further research and development grants for continuing its operations. Although management believes that the Company will be able to successfully fund its operations, there can be no assurance that the Company will be able to do so or that the Company will ever operate profitably.

In September 2022, the Company announced top-line results from the Surgical site Hospital acquired Infection prEvention with Local D-PLEX₁₀₀ (“SHIELD”) I Phase 3 trial. SHIELD I did not achieve its primary endpoint of reduction in Surgical Site Infections (“SSIs”), re-interventions due to SSIs and mortality: in the Intent to Treat (“ITT”) population, the local administration of D-PLEX₁₀₀ and standard of care (“SoC”), (n=485) resulted in a decrease in the primary endpoint of 23 percent compared to SoC alone (n=489) (p=0.1520).

That said, in a pre-specified subgroup ITT analysis requested by the United States (“U.S.”) Food and Drug Administration of a total of 423 subjects with large incisions (>20 centimeters), the local administration of D-PLEX₁₀₀resulted in a significant reduction of 54 percent in the primary endpoint, compared to SoC alone (p=0.0032). Within the first 30 days post-surgery, SSIs decreased from 9.7% in the SoC treatment arm (n=211), as compared to 4.4% in the D-PLEX₁₀₀ treatment arm (n=212).

The Company expects to continue to incur substantial losses over the next several years during its clinical development phase. To fully execute its business plan, the Company will need to complete phase 3 clinical studies and certain development activities as well as manufacture the required clinical and commercial production batches in the pilot manufacturing plant. Further, the Company’s product candidates will require regulatory approval prior to commercialization and the Company will need to establish sales, marketing and logistic infrastructures. These activities may span many years and require substantial expenditures to complete and may ultimately be unsuccessful. Any delays in completing these activities could adversely impact the Company.

As of December 31, 2022, the Company had cash, cash equivalents and short-term deposits in the total amount of $12,594. During the year ended December 31, 2022, the Company incurred a net loss of $39,557 and had negative cash flows from operating activities of $34,317. In addition, the Company had an accumulated deficit of $214,444 at December 31, 2022.

The Company’s future operations are highly dependent on a combination of factors, including (i) completion of all required clinical studies; (ii) the success of its research and development activities; (iii) manufacture of all required clinical and commercial production batches; (iv) marketing approval by the relevant regulatory authorities; and (v) market acceptance of the Company’s product candidates.

There can be no assurance that the Company will succeed in achieving the clinical, scientific and commercial milestones as detailed above.

Based on the abovementioned, as of the approval date of these consolidated financial statements, the Company has not raised the necessary funding in order to continue its activity for a period of at least one year after the date of the filing of this annual report on Form 20-F. Therefore, these factors raise a substantial doubt about the Company’s ability to continue as a going concern.

The consolidated financial statements do not include any adjustments to the carrying amounts and classifications of assets and liabilities that might result should the Company be unable to continue as a going concern.

Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2:-

SIGNIFICANT ACCOUNTING POLICIES

The consolidated financial statements are prepared according to United States generally accepted accounting principles (“U.S. GAAP”).

Use of estimates:

The Company’s management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

Consolidated financial statements in U.S. dollars:

The accompanying consolidated financial statements have been prepared in United States of America dollars (“USD”, “$” or “U.S. dollars”).

A substantial portion of the Company’s expenses are incurred in New Israeli Shekels (“NIS”). However, the Company finances its operations mainly in U.S. dollars, a substantial portion of its expenses are incurred in U.S. dollars and potential revenues from its primary markets are anticipated to be generated in U.S. dollars. As such, the Company’s management believes that the U.S. dollar is the currency of the primary economic environment in which the Company and its subsidiaries operate. Thus, the functional and reporting currency of the Company is the U.S. dollar.

Transactions and balances denominated in U.S. dollars are presented at their original amounts. Monetary accounts maintained in currencies other than the dollar are re-measured into U.S. dollars in accordance with Accounting Standards Codification (“ASC”) No. 830, “Foreign Currency Matters”. All transaction gains and losses of the re-measurement of monetary balance sheet items are reflected in the statements of operations as financial income or expenses, as appropriate.

Principles of consolidation:

The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances have been eliminated upon consolidation.

Cash equivalents:

Cash equivalents are short-term, highly liquid investments that are readily convertible into cash with an original maturity of three months or less, at the date acquired.

Restricted cash:

Restricted cash is primarily invested in a bank deposit and is used as security for the Company’s lease commitments and for its forward and options transactions activities (see Note 2q).

Segment reporting:

The Company identifies operating segments in accordance with ASC No. 280, “Segment Reporting”, as components of an entity for which discrete financial information is available and is regularly reviewed by the chief operating decision maker, or decision-making group, in making decisions regarding resource allocation and evaluating financial performance. The Company’s chief operating decision maker is its chief executive officer. The Company determined it operates in one operating segment.

Short-term deposits:

A short-term bank deposit is a deposit with a maturity of more than three months, but less than one year. Deposits in U.S. dollars bear interest at rates ranging from 4.55%-5.90%, per annum, as of December 31, 2022. Short-term deposits are presented at cost, which approximates market value due to their short maturities.

Property and equipment, net:

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets at the following rates:

		%
Computers and software		33
Laboratory equipment		10 - 15
Furniture and office equipment		15
Leasehold improvements		Over the shorter of the term of the lease or its useful life

Leases:

On January 1, 2022, the Company adopted ASC No. 842, “Leases” (“ASC 842”), using the modified retrospective method by applying the new standard to all leases existing at the date of initial application. Results and disclosure requirements for reporting periods beginning after January 1, 2022, are presented under ASC 842, while prior period amounts have not been adjusted and continue to be reported in accordance with the Company’s historical accounting under ASC No. 840, “Leases”.

The Company has elected the package of practical expedients permitted under the transition guidance, which allows the Company not to reassess: (1) whether any existing contracts as of the adoption date are or contain a lease under ASC 842, (2) lease classification for any existing leases as of the adoption date, and (3) initial direct costs for any existing leases as of the adoption date. Lastly, the Company also elected the practical expedient to not separate lease and non-lease components for its leases.

As a result of the adoption of ASC 842 on January 1, 2022, the Company recorded both operating leases right-of-use (“ROU”) assets and operating lease liabilities of $3,388.

The ROU assets include adjustments for lease prepayments in the amount of $36. The adoption did not impact the Company’s beginning accumulated deficit, or its prior year consolidated statements of operations and statements of cash flows. The adoption did not have a material impact on the Company’s current year consolidated statements of operations.

Leases are classified as either finance leases or operating leases. A lease is classified as a finance lease if any one of the following criteria are met: the lease transfers ownership of the asset by the end of the lease term, the lease contains an option to purchase the asset that is reasonably certain to be exercised, the lease term is for a major part of the remaining useful life of the asset, the present value of the lease payments equals or exceeds substantially all of the fair value of the asset, or the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of lease term. A lease is classified as an operating lease if it does not meet any one of these criteria. Since all of the Company’s lease contracts do not meet any of the criteria above, the Company concluded that all of its lease contracts should be classified as operating leases.

ROU assets and liabilities are recognized on the commencement date based on the present value of remaining lease payments over the lease term. For this purpose, the Company considers only payments that are fixed and determinable at the time of commencement. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on information available on the commencement date in determining the present value of lease payments. All ROU assets are reviewed for impairment. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options.

Impairment of long-lived assets:

The Company’s long-lived assets are reviewed for impairment in accordance with ASC No. 360, “Property, Plant and Equipment”, whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds its fair value. As of December 31, 2022 and 2021, no impairment losses have been identified.

Research and development, net expenses:

Research and development expenses consist of personnel costs (including salaries, benefits and share-based compensation), materials, consulting fees and payments to subcontractors, chemical, manufacturing and control activities, costs associated with obtaining regulatory approvals, executing pre-clinical and clinical studies and maintenance and prosecution of the Company’s intellectual property rights. In addition, research and development expenses include overhead allocations consisting of various administrative and facilities related costs. The Company charges research and development expenses as expenses when incurred and are presented net of government grants (see Note 2.l).

Grants and participations:

Royalty-bearing grants from the Israeli Innovation Authority (“IIA”) of the Ministry of Economy and Industry in Israel for funding of approved research and development projects are recognized at the time the Company is entitled to such grants, on the basis of the costs incurred, and are presented as a deduction from research and development expenses. Non-royalty-bearing grants from the IIA MAGNET program and from European Commission’s Seventh Framework Programme for Research (“FP7”) for funding approved research and development projects are recognized at the time the Company is entitled to such grants, on the basis of the costs incurred, and are presented as a deduction from research and development expenses.

Since the payment of royalties is not probable when the grants are received, the Company does not record a liability for amounts received from IIA until the related revenues are recognized. In the event of failure of a project that was partly financed by IIA, the Company will not be obligated to pay any royalties or repay the amounts received.

The Company recognizes participations in research and development, as a reduction from research and development expenses in the amount of $738 and $542 for the years ended December 31, 2022, and 2021, respectively (no grants were received for the year ended December 31, 2020).

From inception up until December 31, 2022, the Company received a total of $7,193 in grants, out of which royalty-bearing grants in the amount of $4,888 from the IIA, non-royalty bearing grants in the amount of $1,578 from the IIA (out of which $521 were received during the year ended December 31, 2022) and non-royalty bearing grants in the amount of $727 from the FP7.

Accounting for share-based compensation:

Share-based compensation expense related to share-based awards is recognized based on the fair value of the awards granted and recognized as an expense on a straight-line basis over the requisite service period for share options. The fair value of each option award is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of highly subjective assumptions, including the expected term of the award, the expected volatility of the price of the Company’s Ordinary shares, risk-free interest rates, and the expected dividend yield of Ordinary shares. The assumptions used to determine the fair value of the share awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. Forfeitures are accounted for as they occur instead of estimating the number of awards expected to be forfeited.

Basic and diluted net loss per share:

Prior to the Company’s IPO, the Company computed its net loss per share using the two-class method required for participating securities. The two-class method requires income available to Ordinary shareholders for the period to be allocated between Ordinary shares and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The Company considered its convertible preferred shares to be participating securities as the holders of the convertible preferred shares would be entitled to dividends that would be distributed to the holders of Ordinary shares, on a pro-rata basis, on an as-converted basis. These participating securities did not contractually require the holders of such shares to participate in the Company’s losses.

As such, during the periods when the Company is in a loss position, the loss attributable to Ordinary shareholders was not allocated to the convertible preferred shares under the two-class method as these securities did not have a contractual obligation to share in the Company’s losses.

Following the Company’s IPO, the Company’s basic net loss per share is calculated by dividing the net loss attributable to Ordinary shareholders by the weighted-average number of shares of Ordinary shares outstanding for the period, without consideration of potentially dilutive securities. The diluted net loss per share is calculated by giving effect to all potentially dilutive securities outstanding for the period using the treasury share method or the if-converted method based on the nature of such securities. Diluted net loss per share is the same as basic net loss per share in periods when the effects of potentially dilutive shares of Ordinary shares are anti-dilutive.

Convertible preferred shares and convertible preferred shares warrant liability:

The terms of the convertible preferred A, A-1, B, B-1, C-1, C-2, D-1, D-3, E and E-1 shares allowed the holders to redeem shares, under certain circumstances, outside of the Company’s control. Therefore, these shares were classified as mezzanine equity on the balance sheet and not included as a component of shareholders’ deficit before the IPO. The Company did not adjust the preferred shares’ carrying value to the redemption value since redemption was not probable.

Following the Company’s IPO, the convertible preferred shares were converted into Ordinary shares and were reclassified into permanent equity.

Warrants to purchase the Company’s convertible preferred shares were classified as a liability on the balance sheet, and measured at fair value, as the underlying shares are contingently redeemable (upon a deemed liquidation event) and, therefore, may obligate the Company to transfer assets at some point in the future. The warrants were subject to re-measurement to fair value at each balance sheet date and any change in fair value was recognized as a component of financial expenses, net, in the statements of operation.

Following the Company’s IPO, the warrants can only be exercised into the Company’s ordinary equity shares. Consequently, as of the IPO date, the Company reclassified the warrants as equity since the warrants are not an ASC No. 480, “Distinguishing Liabilities from Equity” (“ASC 480”), liability, are indexed to the Company’s own stock and can be classified as equity pursuant to ASC No. 815-40, “Derivatives and Hedging” (“ASC 815”).

Fair value of financial instruments:

The Company applies ASC No. 820, “Fair Value Measurements and Disclosures” (“ASC 820”), pursuant to which fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. ASC 820 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company.

Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

Fair value is an exit price, representing the amount that would be received from selling 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.

A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value:

	Level 1 -	Observable inputs that reflect quoted prices (unadjusted) in active markets for identical assets and liabilities.
	Level 2 -	Include other inputs that are directly or indirectly observable in the marketplace.
	Level 3 -	Unobservable inputs which are supported by little or no market activity

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 carrying amounts of cash and cash equivalents, restricted cash, short-term deposits, long-term deposits, prepaid expenses and other current assets, trade payables, accrued expenses and other current and non-current liabilities approximate their fair value due to the short-term maturity of such instruments.

The fair value measurement of the FCA (as defined in Note 7) is measured using unobservable inputs that require a high level of judgment to determine fair value, and thus is classified as a Level 3 financial instrument. The Company estimates the fair value of the abovementioned instrument using the Monte-Carlo simulation and the Black-Scholes option pricing model.

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instruments. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates.

Derivative financial instruments:

The Company accounts for derivatives based on ASC 815. ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. The Company enters into option and forward contracts in order to limit the exposure to exchange rate fluctuation associated with expenses mainly incurred in NIS. Since the derivative instruments that the Company holds were not designated as hedging instruments under ASC 815, any gain or loss derived from such instruments is recognized immediately as “financial (income) expense, net”.

The Company measured the fair value of the contracts in accordance with ASC 820. Foreign currency derivative contracts are classified within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments. As of December 31, 2022 and 2021, the fair value of the options and forward contracts was ($12) and $28, respectively, which were presented as Accrued expenses and other current liabilities and Prepaid expenses and other current assets, respectively. Financial expense (income) for the years ended December 31, 2022, 2021 and 2020, amounted to $273, ($58) and ($81), respectively.

Income taxes:

The Company accounts for income taxes in accordance with ASC No. 740, “Income Taxes” (“ASC 740”). ASC 740 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce deferred tax assets to their estimated realizable value, if needed.

ASC 740 contains a two-step approach to recognizing and measuring a liability for uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement.

As of December 31, 2022 and 2021, the Company’s uncertain tax position liability was immaterial. The Company’s policy is to accrue interest and penalties related to unrecognized tax benefits in its taxes on income.

Revenue recognition:

The Company recognizes revenue from contracts with customers under ASC No. 606, “Revenue from Contracts with Customers”. Accordingly, the Company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services.

To determine revenue recognition for contracts with customers, the Company performs the following five steps:

(i) identify the contract(s) with a customer;

(ii) identify the performance obligations in the contract;

(iii) determine the transaction price;

(iv) allocate the transaction price to the performance obligations in the contract; and

(v) recognize revenue when (or as) the Company satisfies its performance obligations.

At contract inception, the Company assesses the goods or services agreed upon within each contract and assesses whether each good or service is distinct to determine the performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied.

On August 2, 2022, the Company entered into a license, distribution and supply agreement (the “Agreement”) with Mercury Pharma Group Limited, under the trade name Advanz Pharma Holdings (the “Customer”), with respect to the Company’s product, the D-PLEX₁₀₀ (the “Product”), for the prevention of (i) post abdominal surgery incisional infection; and/or (ii) post cardiac surgery sternal infection.

The term of the Agreement is until the later of December 31, 2035, or 10 years after the first commercial sale of the Product. The Agreement can also be terminated by either party under certain limited circumstances. Pursuant to the Agreement, the Customer was granted an exclusive license to market, commercialize, and distribute the Product in the European Economic Area and in the United Kingdom. Under the Agreement, the Company will carry out all activities required to obtain marketing authorization in each territory, approving the commercial sale of the Product in that territory. Once marketing authorization will be granted in a territory, the Customer will be required to achieve minimum sales requirements for that territory.

Under the terms of the Agreement, the Company received a non-refundable, one-time payment of €2.5 million (approximately $2,548). The Company is also entitled to receive additional development-related milestones payments for a total of up to €23 million. In addition, the Company will be entitled to receive up to additional €87 million upon achievement of certain commercial sale milestones.

The Company has concluded that the Agreement includes a single performance obligation. The Company has concluded that the license and development are not distinct from the manufacturing since the Customer could not use, consume, or sell the license and development services on their own or with resources readily available to the Customer because of the Company’s specialized knowledge and the associated manufacturing know-how and because currently, and in the foreseeable future, there are no other parties that could manufacture the Product. As such, the transaction price was fully allocated to the single performance obligation. Since it is not probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the milestone payments is resolved, the Company estimated the transaction price at €2.5 million (approximately $2,548).

As of December 31, 2022, the Company has yet to satisfy its performance obligation under the Agreement and, therefore, no revenues were recognized. Accordingly, the upfront payment amount was classified as a long-term deferred revenue in the Company’s consolidated balance sheet as of December 31, 2022.

Concentration of credit risks:

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and short-term deposits.

Cash, cash equivalents, restricted cash and short-term deposits are deposited in major banks in Israel and in the United States of America. Such investments may be in excess of insured limits or not insured. Generally, cash and cash equivalents may be redeemed upon demand and, therefore, bear minimal risk.

The Company utilizes option and forward contracts to protect against the risk of overall changes in exchange rates. The derivative instruments hedge a portion of the Company’s non-dollar currency exposure. Counterparties to the Company’s derivative instruments are all major financial institutions.

Severance pay:

All the Company’s employees who are Israeli citizens have subscribed to Section 14 of Israel’s Severance Pay Law, 5723-1963 (“Section 14”). Pursuant to Section 14, employees covered by this section are entitled to monthly deposits at a rate of 8.33% of their monthly salary, made on their behalf by the Company. Payments in accordance with Section 14 release the Company from any future severance liabilities in respect of those employees. Neither severance pay liability nor severance pay fund under Section 14 for such employees is recorded on the Company’s consolidated balance sheets. Severance pay expense for the years ended December 31, 2022, 2021 and 2020, amounted to $537, $547 and $394, respectively.

The US Subsidiary has a Safe Harbor 401(k) plan covering all the US Subsidiary employees. All eligible employees may elect to contribute up to 100% of their payroll compensation (minus mandatory payroll deductions) to the plan, for 2022, up to a maximum of $20,500 per year (for employees over 50 years of age the maximum contribution was $28,000 per year), as determined by the U.S. Internal Revenue Service (“IRS”). The US Subsidiary matches at 100%, on each payroll, up to 5% of the employee compensation to the plan within the IRS limits (which was set at $300 in 2022 for purposes of the plan). During the year ended December 31, 2022, the Company recorded expenses for matching contributions in the amount of $30, as compared to $28 in 2021.

Contingent liabilities:

The Company accounts for its contingent liabilities in accordance with ASC No. 450, “Contingencies”. A provision is recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

With respect to legal matters, provisions are reviewed and adjusted to reflect the impact of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. The Company is occasionally a party to routine claims or litigation incidental to its business. The Company does not believe that it is a party to any pending legal proceeding that is likely to have a material adverse effect on its business, financial condition or results of operations. The Company recorded an accrual in the consolidated statement of operations, which it deems appropriate.

As of December 31, 2022 and 2021, no liability due to legal matters has been accrued.

Recently adopted accounting pronouncements:

As an “Emerging Growth Company”, the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election.

On January 1, 2022, the Company adopted ASC 842. Upon adoption, we recognized total ROU assets and corresponding liabilities of $3,388 on our consolidated balance sheets. The ROU assets include adjustments for prepayments and accrued lease payments. The adoption did not impact the beginning balance of retained earnings, or prior year consolidated statements of operations and statements of cash flows.

For information regarding the impact of ASC 842 adoption, see Note 2.i and Note 5 - Leases.

In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (ASU 2019-12), which simplifies the accounting for income taxes. The guidance is effective for interim and annual periods beginning after December 15, 2021, with early adoption permitted. The Company has adopted ASU 2019-12 as of January 1, 2022. The impact of adoption of this standard on the Company’s consolidated financial statements was immaterial.

In August 2020, the FASB issued ASU No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The Company adopted ASU 2020-06 on January 1, 2022. The adoption of the standard did not result in a material impact to the Company’s consolidated financial statements.

Recently issued accounting pronouncements, not yet adopted:

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company beginning January 1, 2023, and interim periods thereafter. The Company adopted ASU 2016-13 on January 1, 2023. The adoption of the standard did not result in a material impact to the Company’s consolidated financial statements.

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2022

Prepaid Expenses And Other Receivables Abstract

PREPAID EXPENSES AND OTHER CURRENT ASSETS

NOTE 3:-

PREPAID EXPENSES AND OTHER CURRENT ASSETS

	December 31,
	2022		2021

Prepaid expenses	$	552	$	1,453
Government authorities		239		596
Lease deposits		-		44
Other current assets		298		118

	$	1,089	$	2,211

Property and Equipment, Net

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET

NOTE 4:-

PROPERTY AND EQUIPMENT, NET

	December 31,
	2022			2021

Cost:
Computers and software	$	613		$	577
Laboratory equipment		7,933			6,247
Furniture and office equipment		173			167
Leasehold improvements		6,503			6,024

		15,222			13,015
Accumulated depreciation		(5,975	)		(4,254	)

Depreciated cost	$	9,247		$	8,761

Depreciation expenses amounted to $1,721, $1,118 and $1,012 for the years ended December 31, 2022, 2021 and 2020, respectively.

The majority of the Company’s property and equipment is located in Israel.

Leases

12 Months Ended

Dec. 31, 2022

Disclosure Text Block [Abstract]

LEASES

NOTE 5:-

LEASES

The Company’s facilities are leased under operating lease agreements for periods ending no later than 2027. The Company has bank guarantees in connection with the facilities lease agreements in the total amount of $213. Accordingly, cash, in the same amount, was restricted in bank deposits. The Company also leases motor vehicles under various operating leases, the latest of which expires in 2025.

The following table summarizes the Company’s lease-related assets and liabilities recorded on the balance sheets:

	Classification	December 31, 2022

Lease assets:
Operating lease assets	Operating lease ROU assets	$	2,431

Lease liabilities:
Current lease liabilities	Short-term operating lease liabilities	$	959
Long-term lease liabilities	Long-term lease liabilities		1,173

		$	2,132

Weighted Average Remaining lease term			3.37 years
Weighted Average Discount rate			9.95	%

The components of operating lease expense for the year ended December 31, 2022, were $1,344.

Lease liability as of December 31, 2022, is as follows:

2023	$	1,047
2024		439
2025		385
2026		367
2027		186

Total undiscounted lease payments		2,424
Less - imputed interest		(292	)

Present value of lease liabilities	$	2,132

The following table presents supplemental cash flow information related to the lease costs for operating leases as of December 31, 2022:

Cash paid for amounts included in measurement of lease liability:
Operating cash flows for operating leases	$	1,259

Right-of-use asset recognized with corresponding lease liability:
Operating leases	$	3,528

Accrued Expenses and Other Current Liabilities

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

NOTE 6:-

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

	December 31,
	2022		2021

Accrued expenses	$	1,246	$	1,787
Employees and payroll accruals		1,167		1,879
IIA deferred grants		-		269
Other liabilities		16		5

	$	2,429	$	3,940

Line of Credit Arrangement

12 Months Ended

Dec. 31, 2022

Line Of Credit Arrangement Abstract

LINE OF CREDIT ARRANGEMENT

NOTE 7:-

LINE OF CREDIT ARRANGEMENT

On April 5, 2022, the Company entered into a secured line of credit agreement for up to $15,000 (the “Credit Line”) with Kreos Capital VI (Expert Fund) LP (“Kreos”). The Credit Line is comprised of three tranches in the amount of $10,000, $2,500 and $2,500, respectively, in which the first tranche and in the amount of $10,000 (the “First Tranche”) and the second tranche in the amount of $2,500 (the “Second Tranche) were drawn on April 26, 2022 and July 19, 2022, respectively. In addition, in accordance with the Credit Line agreement, the Company will issue to Kreos warrants to purchase the Company’s Ordinary shares equal to 8% of the amount of each tranche, when and if borrowed, with an exercise price of $5.14 per share. The expiration date for each warrant issued will be seven years from the agreement date. Accordingly, as a result of the First Tranche and Second Tranche withdrawal, the Company issued to Kreos a warrant in the total amount of $1,000. The total number of shares issuable upon exercise is equal to the total amount divided by the exercise price.

The Credit Line is denominated in USD and bears interest at an annual rate equal to 9.25%. The interest paid due to the Credit Line for the year ended December 31, 2022 amounted to $734.

On each drawdown date, the Company shall pay to Kreos on the drawdown date the last period payment for such drawdown. For the First Tranche and Second Tranche, the amount the Company paid was $317 and $85, respectively.

The third and final tranche of $2,500 will never be drawn since the third tranche milestone has not been met.

The Company has concluded that the Credit Line includes several legally detachable and separately exercisable freestanding financial instruments: The First Tranche term loan, the warrants, and the right to receive additional loan tranches (the “FCA”).

The Company has concluded that the warrants should be classified as equity since the warrants are not an ASC 480 liability, are indexed to the Company’s own Ordinary stock and meet all the equity classification conditions pursuant to ASC 815-40. The Company has also concluded that the FCA is not indexed to the Company’s own Ordinary stock and should be measured at fair value, with changes in fair value recognized in earnings. In addition, the First Tranche and the Second Tranche term loan were accounted for using the effective interest method.

The Company allocated the proceeds received to the FCA at fair value. The remaining proceeds were allocated between the warrants and the First Tranche term loan using the relative fair value method. The proceeds allocation resulted in $9,532 allocated to the First Tranche and $468 allocated to the warrants, net of issuance costs. The proceeds allocated to the FCA were immaterial.

The Company allocated the proceeds received under the Credit Line between the warrants and the Second Tranche term loan using the relative fair value method. The proceeds allocation resulted in $2,380 allocated to the Second Tranche and $120 allocated to the warrants.

During the year ended December 31, 2022, the Company recognized $1,023 of interest expenses related to the First Tranche and the Second Tranche, which were included as part of financial expenses in the Company’s statements of operation.

Commitments and Contingent Liabilities

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENT LIABILITIES

NOTE 8:-

COMMITMENTS AND CONTINGENT LIABILITIES

In connection with its research and development programs, through December 31, 2022, the Company received participation payments from the IIA in the aggregate amount of $4,888. In return for the IIA’s participation, the Company is committed to pay royalties at a rate of 3% of sales of the developed products, up to 100% of the amount of grants received plus interest at LIBOR rate. Through December 31, 2022, no royalties have been paid or accrued.

On December 22, 2016, the Company received a written demand for a finder’s fee in an amount of $250, in connection with the second financing round that occurred in 2016. In September 2017, a suit was filed against the Company in the Tel-Aviv Magistrates Court in an amount of $250. On April 30, 2020, the Company received the court ruling, which ruled in favor of the Company, discharging the entire claim, and accordingly reversed the related provision.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 9:-

INCOME TAXES

Corporate tax rates:

The corporate tax rate in Israel in 2022, 2021 and 2020 was 23%.

The United States of America federal rate was 21% and the state corporate income tax rates range from 6.5% to 11.5%, for the years ended December 31, 2022, 2021 and 2020. The Company didn’t account for any federal, state and foreign income tax expenses for the years ended December 31, 2022, 2021 and 2020. The Company is subject to United States of America income tax laws. There are no provisions for United States of America federal, state or other taxes for any period.

Loss before taxes is comprised as follows:

	Year Ended December 31,
	2022		2021		2020

Domestic (Israel)	$	38,403	$	41,197	$	35,983
Foreign		1,154		1,404		886

	$	39,557	$	42,601	$	36,869

Net operating losses carryforward:

The Company has accumulated losses for tax purposes as of December 31, 2022, in the amount of approximately $152,107 which may be carried forward and offset against taxable income in the future for an indefinite period.

Tax assessment:

The Company has net operating losses from prior tax periods which may be subjected to examination in future periods. As of December 31, 2022, the Company’s tax years until December 31, 2017, are subject to the statute of limitation in Israel.

The US Subsidiary has yet to receive final tax assessments since its incorporation.

Deferred taxes:

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s deferred tax assets are comprised of operating loss carryforwards and other temporary differences. Significant components of the Company’s deferred tax assets are as follows:

	December 31,
	2022			2021

Deferred tax assets:
Carryforward losses	$	34,984		$	31,289
Research and development expenses		5,376			5,203
Operating lease liabilities		490			-
Reserves and allowances		157			239
Issuance costs		-			479

Deferred tax assets before valuation allowance		41,007			37,210
Valuation allowance		(40,448	)		(37,210	)

Total deferred tax assets		559			-

Deferred tax liabilities:
Operating lease ROU assets		(559	)		-

Total deferred tax liabilities		(559	)		-

Net deferred tax assets, net	$	-		$	-

Management currently believes that since the Company has a history of losses, and there is uncertainty with respect to future taxable income of the Company, it is more likely than not that the deferred tax assets will not be utilized in the foreseeable future. Thus, a full valuation allowance was provided to reduce deferred tax assets to their realizable value.

Deferred taxes: (Cont.)

In 2022 and 2021, the main reconciling items of the Company’s statutory tax rate of 23% and the effective tax rate of (0.3)% and 0%, respectively, is tax carryforward losses and other temporary differences, such as research and development expenses, for which a full valuation allowance was provided.

Income taxes are comprised as follows:

	Year Ended December 31,
	2022		2021		2020

Current	$	129	$	-	$	-
Deferred		-		-		-

	$	129	$	-	$	-

	Year Ended December 31,
	2022		2021		2020

Domestic (Israel)	$	-	$	-	$	-
Foreign		129		-		-

	$	129	$	-	$	-

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Shareholders' Equity

12 Months Ended

Dec. 31, 2022

Stockholders' Equity Note [Abstract]

SHAREHOLDERS’ EQUITY

NOTE 10:-

SHAREHOLDERS’ EQUITY

Reverse Share Split:

On June 21, 2020, the Company’s Board of Directors resolved to consolidate the Company’s share capital by applying an additional reverse share split and cancelling the shares’ par value (See Note 1.b).

Following the reverse share split and the cancellation of the par value, all Ordinary shares, Convertible Preferred shares, options, convertible loans, warrants, exercise prices and per share data have been adjusted retroactively for all periods presented in these consolidated financial statements.

Ordinary share capital is composed as follows:

December 31, 2022

December 31, 2021

Authorized

Issued and
outstanding

Authorized

Issued and
outstanding

Number of shares

Ordinary shares with no par value

47,800,000

19,851,833

47,800,000

18,756,570

Controlled Equity Offering Sales Agreement (the “Sales Agreement”):

In July 2021, the Company entered into a Sales Agreement with Cantor Fitzgerald & Co. (the “Agent”), pursuant to which the Company may offer and sell, from time to time, its Ordinary shares, through the Agent in an at the market offering (“ATM’”), as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, for an aggregate offering price of up to $45,000.

During the year ended December 31, 2022, the Company sold 1,065,057 Ordinary shares under the ATM for a total amount of $4,423, net of issuance cost in the amount of $222.

Ordinary shares rights:

The Ordinary shares confer upon their holders the right to participate in the general meetings of the Company, to vote at such meetings (each share represents one vote), and to participate in any distribution of dividends or any other distribution of the Company’s property, including the distribution of surplus assets upon liquidation.

Share option plan:

The Company has authorized through its 2012 Share Option Plan, the grant of options to officers, directors, advisors, management and other key employees of up to 4,672,094 Ordinary shares. The options granted generally have a four-year vesting period and expire ten years after the date of grant. Options granted under the Company’s option plan that are canceled or forfeited before expiration become available for future grant.

On May 3, 2022, the annual and extraordinary general meeting of shareholders of the Company approved a new grant of 76,120 options to the then current Chief Executive Officer of the Company, Mr. Amir Weisberg. In addition, it was approved to accelerate the vesting of 12,906 options from an outstanding grant; in both cases the vesting of all options will occur on June 30, 2022. As a result, the Company recognized a total share-based compensation expense in the amount of $76.

On May 9, 2022, the Company’s Board of Directors approved to increase the Company’s options pool by an additional one million options from 3,672,094 to 4,672,094.

As of December 31, 2022, 700,965 of the Company’s options were available for future grants.

A summary of the status of options to employees under the Company’s option plan as of December 31, 2022, and changes during the relevant period ended on that date is presented below:

	Number of options			Weighted average exercise price		Aggregate intrinsic value		Weighted average remaining contractual life (years)

Outstanding at beginning of year		2,726,911		$	6.25	$	2,323		6.44
Granted		1,124,520		$	5.51
Exercised		(30,206	)	$	3.60	$	21
Forfeited and expired		(517,879	)	$	6.57

Outstanding at end of year		3,303,346		$	5.97	$	115		6.14

Exercisable options		2,016,737		$	5.81	$	115		4.34

Vested and expected to vest		3,303,346		$	5.97	$	115		6.14

The weighted average grant date fair value of options granted during the year ended December 31, 2022, was $3.46.

The Black-Scholes assumptions used to value the employee share options at the grant dates are presented in the following table by years:

	2022		2021		2020

Dividend yield (%)		0		0		0
Expected volatility (%)		70.45-92.67		72.97-78.69		74.35-84.77
Risk-free interest rate (%)		1.81-4.30		0.62-1.32		0.23-1.38
Expected term (in years)		1.2-6		5-6		5-6

These assumptions and estimates were determined as follows:

Fair Value of Ordinary Shares - Prior to the IPO, the fair value was determined by the Company’s Board of Directors, with input from management and third-party valuation specialists. After the IPO, the fair value of each Ordinary share was based on the closing price of the Company’s publicly traded Ordinary shares as reported on the date of the grant.

	o	Dividend Yield - The Company has never declared or paid any cash dividends and does not presently plan to pay cash dividends in the foreseeable future. As a result, an expected dividend yield of zero percent was used.

	o	Expected Volatility - As the Company has a short trading history for its Ordinary shares, the expected volatility is derived from the average historical share volatilities of several unrelated public companies within the Company’s industry that the Company considers to be comparable to its own business over a period equivalent to the option’s expected term.

Share option plan: (Cont.)

Risk-Free Interest Rate - The risk-free rate for the expected term of the options is based on the Black-Scholes option pricing model on the yields of United States of America Treasury securities with maturities appropriate for the expected term of employee share option awards.

Expected term - The expected term represents the period that options are expected to be outstanding. For option grants that are considered to be “plain vanilla,” the Company determines the expected term using the simplified method. The simplified method deems the term to be the average of the time-to-vesting and the contractual life of the options.

The total share-based compensation expense recognized by the Company’s departments for the three years ended December 31, 2022, 2021 and 2020, was comprised as follows:

	Year Ended December 31,
	2022		2021		2020

Research and development	$	2,081	$	2,203	$	1,806
Marketing and business development		383		317		140
General and administrative		1,843		2,230		2,631

Total share-based compensation expense	$	4,307	$	4,750	$	4,577

As of December 31, 2022, there were unrecognized compensation costs of $6,379, which are expected to be recognized over a weighted average period of approximately 2.5 years.

Options issued to non-employees (including directors and consultants):

Outstanding options granted to non-employees as of December 31, 2022, were as follows:

Grant date	Options outstanding as of December 31, 2022		Average Exercise price per share ($)		Options exercisable as of December 31, 2022		Exercisable through

October 2013		5,719	$	5.06		5,719	October 2023
September 2014		5,719	$	5.06		5,719	September 2024
April 2016		5,975	$	3.10		5,975	April 2026
December 2016		7,170	$	3.93		7,170	December 2026
June 2017		197,722	$	4.10		197,722	June 2027
November 2017		17,925	$	7.70		17,925	November 2027
August 2019		71,700	$	8.18		71,700	August 2029
June 2020		64,530	$	6.62		53,724	June 2030
April 2021		62,741	$	9.57		62,741	April 2031
August 2021		15,000	$	8.13		6,206	August 2031
December 2021		10,000	$	6.80		3,300	December 2031
May 2022		65,625	$	5.00		32,809	May 2032
November 2022		5,000	$	1.05		-	November 2032

		534,826				470,710

No options were exercised by non-employees during the year ended December 31, 2022.

Warrants:

During the year ended December 31, 2020, 2,106,879 D-2 warrants were exercised into 885,377 Ordinary shares on a cashless basis. As of December 31, 2020, 648,519 D-2 warrants were outstanding. In addition, 53,775 A warrants were exercised into 53,775 Ordinary shares for a total consideration of $13. As of December 31, 2022, no A warrants were outstanding.

Further to the discussion in Note 7, as of April 26, 2022 and July 19, 2022, the Company measured the fair value of the warrants to purchase Ordinary shares (a Level 3 valuation) using the Black-Scholes option pricing model.

Warrants: (Cont.)

As of April 26, 2022 and July 19, 2022, the relative fair value of the warrants to purchase Ordinary shares issued to Kreos was $468 and $120, respectively, which was calculated using the following assumptions:

	July 19,		April 26,
	2022		2022

Share price ($)		5.12		4.96
Exercise price ($)		5.14		5.14
Expected volatility (%)		60.57		60.81
Adjustment to risk-free interest rate (%)		3.07		2.84
Dividend yield (%)		-		-
Risk-free interest rate (%)		3.11		2.88
Expected life (in years)		6.72		6.94

During the year ended December 31, 2021, 580,028 D-2 warrants were exercised into 115,982 Ordinary shares on a cashless basis. In addition, 68,491 D-2 warrants were exercised into 68,491 Ordinary shares for a total consideration of $632. As of December 31, 2022, no D-2 warrants are outstanding.

Since the IPO and as of December 31, 2022, all warrants are exercisable into Ordinary shares, in which the outstanding issued warrants to purchase Ordinary shares as of December 31, 2022, were as follows:

Grant date	Warrants outstanding as of December 31, 2022		Average Exercise price per share ($)		Warrants exercisable as of December 31, 2022		Exercisable through

August 2019		200,596	$	15.95		200,596	August 2023
September 2020		17,925	$	16.00		17,925	September 2024
April 2022		155,794	$	5.14		155,794	April 2029
July 2022		38,948	$	5.14		38,948	April 2029

		413,263				413,263

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 14
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
-Paragraph 18
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Paragraph 13
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1
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-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
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-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Financial (Income) Expenses, Net

12 Months Ended

Dec. 31, 2022

Financial (Income) Expenses, Net [Abstract]

FINANCIAL (INCOME) EXPENSES, NET

NOTE 11:-

FINANCIAL (INCOME) EXPENSES, NET

	Year Ended December 31,
	2022			2021			2020

Financial expenses:
Financial expenses from loan	$	1,023		$	-		$	-
Other financial expenses		316			26			17
Remeasurement of warrants		-			-			11,373

Total financial expenses		1,339			26			11,390

Financial income:
Foreign currency transaction gains, net		(532	)		(44	)		(243	)
Interest from bank deposits		(267	)		(468	)		(474	)
Other financial income		-			(58	)		(76	)

Total financial income		(799	)		(570	)		(793	)

Total financial (income) expense, net	$	540		$	(544	)	$	10,597

Basic and Diluted Net Loss Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

BASIC AND DILUTED NET LOSS PER SHARE

NOTE 12:-

BASIC AND DILUTED NET LOSS PER SHARE

The following table sets forth the computation of the Company’s basic and diluted loss per Ordinary share:

	Year Ended December 31,
	2022		2021		2020

Numerator:
Allocation of net loss	$	39,557	$	42,601	$	36,869
Preferred share preference		-		-		3,933
Deemed dividend		-		-		2,114

Allocation of net loss attributable to Ordinary shareholders	$	39,557	$	42,601	$	42,916

Denominator:
Weighted average Ordinary shares outstanding		19,426,692		18,721,528		9,582,405

Basic and diluted net loss per share	$	2.04	$	2.28	$	4.48

The potential ordinary shares that were excluded from the computation of diluted net loss per share attributable to ordinary shareholders for the periods presented because including them would have been anti-dilutive are as follows:

	December 31,
	2022		2021		2020
	Number of Ordinary shares

Ordinary share options		2,487,447		1,995,749		1,583,210
Warrants		413,263		218,521		867,040

		2,900,710		2,214,270		2,450,250

Related Parties

12 Months Ended

Dec. 31, 2022

RELATED PARTIES

NOTE 13:-

RELATED PARTIES

Through February 2016, several management members also provided services to the Company as service providers. As of December 31, 2022 and 2021, the Company has recorded a provision for severance pay liability for such service providers in the amounts of $174 and $199, respectively. These amounts are included in “Other liabilities”.

In July 2019, the Company entered into a master service agreement with a third-party provider (the “Provider”) to conduct a portion of a phase 3 clinical trial in Eastern Europe. One of the Company’s directors serves as a director and shareholder in the Provider.

During the years ended December 31, 2022 and 2021, and following the agreement with the Provider, the Company recognized research and development expenses in the total amount of $1,422 and $3,748, respectively.

In May 2022, the Provider was acquired by a non-related third party. As a result, the Provider no longer exists. Accordingly, the director is no longer an officer nor a shareholder of the third party or has any other connection to the third party.

On December 30, 2021, the Company’s Board of Directors appointed Dikla Czaczkes Akselbrad, the then current Company’s Executive Vice President and Chief Financial Officer, as the Company’s Chief Executive Officer (“CEO”), effective July 1, 2022, replacing Amir Weisberg after 11 years.

Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 14:-

SUBSEQUENT EVENTS

Further to the disclosed in Note 10c, During January 2023, the Company sold 1,949,029 Ordinary shares under the ATM for a total amount of $2,190, net of issuance costs in the amount of $90.

During the first quarter of 2023, the Company decreased the exercise price of 2,021,599 options granted to all employees and a consultant under the 2012 Share Option Plan. As of the modification date, the options can be exercised for $0.77.

The Company's Board of Directors also approved a similar exercise price decrease of 522,507 options previously granted to the Company's CEO and Board members, subject to shareholders approval.

c.
Further to the disclosed in Note 7, on March 29, 2023, the Company entered into an amendment to the Credit Line (the "Amendment"). Pursuant to this Amendment, 70% of the remaining principal and interest repayments will be delayed and repaid on a monthly equal basis from August 2024 to May 2026. The amended secured credit line now bears an interest at the rate of 10%. In addition, the Company will pay to Kreos a restructuring fee consisting of 1% on the closing date of the Amendment and an incremental 3% at the maturity of the Amendment. In return for this additional deferral of repayment, Kreos has the right to receive a potential Claw-Back payment on account of the then outstanding principal amount (the "Claw-Back"). This Claw-Back mechanism will be triggered by additional incoming funds from future collaboration and partnership agreements or additional funding. If triggered, the minimum Claw-Back to be paid will be $1,500, but will not exceed $3,000.

Further to the above and to Note 10g, the outstanding warrants issued to Kreos were repriced and as a result bear an exercise price of $0.42 per share.

d. On March 29, 2023, the Company entered into a concurrent private placement of unregistered pre-funded warrants to purchase up to 10,357,139 Ordinary shares, (the “Private Warrants”), at a price of $0.4199 per Private Warrant with certain of the Company’s existing shareholders. The Private Warrants have an exercise price of $0.0001 per Ordinary share. The gross proceeds from the concurrent private placement, before deducting private placement fees and other estimated offering expenses payable by the Company, are approximately $4,350.

On March 31, 2023, the Company closed a public offering which was comprised of 16,859,000 Ordinary shares, with no par value (inclusive of 2,199,000 Ordinary shares pursuant to the full exercise of an overallotment option granted to the underwriters), at a public offering price of $0.42 per share (the “Public Offering”). The gross proceeds to the Company from the Public Offering, before deducting underwriting commissions and other estimated offering expenses payable by the Company, are approximately $7,081.

Accounting Policies, by Policy (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Use of estimates

Use of estimates:

Consolidated financial statements in U.S. dollars

Consolidated financial statements in U.S. dollars:

The accompanying consolidated financial statements have been prepared in United States of America dollars (“USD”, “$” or “U.S. dollars”).

Principles of consolidation

Principles of consolidation:

The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances have been eliminated upon consolidation.

Cash equivalents

Cash equivalents:

Cash equivalents are short-term, highly liquid investments that are readily convertible into cash with an original maturity of three months or less, at the date acquired.

Restricted cash

Restricted cash:

Restricted cash is primarily invested in a bank deposit and is used as security for the Company’s lease commitments and for its forward and options transactions activities (see Note 2q).

Segment reporting

Segment reporting:

Short-term deposits

Short-term deposits:

Property and equipment, net

Property and equipment, net:

		%
Computers and software		33
Laboratory equipment		10 - 15
Furniture and office equipment		15
Leasehold improvements		Over the shorter of the term of the lease or its useful life

Leases

Leases:

As a result of the adoption of ASC 842 on January 1, 2022, the Company recorded both operating leases right-of-use (“ROU”) assets and operating lease liabilities of $3,388.

Impairment of long-lived assets

Impairment of long-lived assets:

Research and development, net expenses

Research and development, net expenses:

Grants and participations

Grants and participations:

Accounting for share-based compensation

Accounting for share-based compensation:

Basic and diluted net loss per share

Basic and diluted net loss per share:

Convertible preferred shares and convertible preferred shares warrant liability

Convertible preferred shares and convertible preferred shares warrant liability:

Following the Company’s IPO, the convertible preferred shares were converted into Ordinary shares and were reclassified into permanent equity.

Fair value of financial instruments

Fair value of financial instruments:

A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value:

	Level 1 -	Observable inputs that reflect quoted prices (unadjusted) in active markets for identical assets and liabilities.
	Level 2 -	Include other inputs that are directly or indirectly observable in the marketplace.
	Level 3 -	Unobservable inputs which are supported by little or no market activity

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.

Derivative financial instruments

Derivative financial instruments:

Income taxes

Income taxes:

Revenue recognition

Revenue recognition:

To determine revenue recognition for contracts with customers, the Company performs the following five steps:

(i) identify the contract(s) with a customer;

(ii) identify the performance obligations in the contract;

(iii) determine the transaction price;

(iv) allocate the transaction price to the performance obligations in the contract; and

(v) recognize revenue when (or as) the Company satisfies its performance obligations.

Concentration of credit risks

Concentration of credit risks:

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and short-term deposits.

Severance pay

Severance pay:

Contingent liabilities

Contingent liabilities:

As of December 31, 2022 and 2021, no liability due to legal matters has been accrued.

Recently adopted accounting pronouncements

Recently adopted accounting pronouncements:

For information regarding the impact of ASC 842 adoption, see Note 2.i and Note 5 - Leases.

Recently issued accounting pronouncements, not yet adopted

Recently issued accounting pronouncements, not yet adopted:

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of property and equipment useful life

		%
Computers and software		33
Laboratory equipment		10 - 15
Furniture and office equipment		15
Leasehold improvements		Over the shorter of the term of the lease or its useful life

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2022

Prepaid Expenses And Other Receivables Abstract

Schedule of prepaid expenses and other current assets

	December 31,
	2022		2021

Prepaid expenses	$	552	$	1,453
Government authorities		239		596
Lease deposits		-		44
Other current assets		298		118

	$	1,089	$	2,211

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Schedule of property and equipment

	December 31,
	2022			2021

Cost:
Computers and software	$	613		$	577
Laboratory equipment		7,933			6,247
Furniture and office equipment		173			167
Leasehold improvements		6,503			6,024

		15,222			13,015
Accumulated depreciation		(5,975	)		(4,254	)

Depreciated cost	$	9,247		$	8,761

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Disclosure Text Block [Abstract]

Schedule of lease-related assets and liabilities

	Classification	December 31, 2022

Lease assets:
Operating lease assets	Operating lease ROU assets	$	2,431

Lease liabilities:
Current lease liabilities	Short-term operating lease liabilities	$	959
Long-term lease liabilities	Long-term lease liabilities		1,173

		$	2,132

Weighted Average Remaining lease term			3.37 years
Weighted Average Discount rate			9.95	%

Schedule of lease liability

2023	$	1,047
2024		439
2025		385
2026		367
2027		186

Total undiscounted lease payments		2,424
Less - imputed interest		(292	)

Present value of lease liabilities	$	2,132

Schedule of supplemental cash flow information related to the lease costs

Cash paid for amounts included in measurement of lease liability:
Operating cash flows for operating leases	$	1,259

Right-of-use asset recognized with corresponding lease liability:
Operating leases	$	3,528

Accrued Expenses and Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of Accrued Expenses And Other Current Liabilities [Abstract]

Schedule of accrued expenses and other current liabilities

	December 31,
	2022		2021

Accrued expenses	$	1,246	$	1,787
Employees and payroll accruals		1,167		1,879
IIA deferred grants		-		269
Other liabilities		16		5

	$	2,429	$	3,940

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of deferred income taxes reflect the net tax effects

	Year Ended December 31,
	2022		2021		2020

Domestic (Israel)	$	38,403	$	41,197	$	35,983
Foreign		1,154		1,404		886

	$	39,557	$	42,601	$	36,869

Schedule of deferred income taxes reflect the net tax effects

	December 31,
	2022			2021

Deferred tax assets:
Carryforward losses	$	34,984		$	31,289
Research and development expenses		5,376			5,203
Operating lease liabilities		490			-
Reserves and allowances		157			239
Issuance costs		-			479

Deferred tax assets before valuation allowance		41,007			37,210
Valuation allowance		(40,448	)		(37,210	)

Total deferred tax assets		559			-

Deferred tax liabilities:
Operating lease ROU assets		(559	)		-

Total deferred tax liabilities		(559	)		-

Net deferred tax assets, net	$	-		$	-

Schedule of income taxes

	Year Ended December 31,
	2022		2021		2020

Current	$	129	$	-	$	-
Deferred		-		-		-

	$	129	$	-	$	-

	Year Ended December 31,
	2022		2021		2020

Domestic (Israel)	$	-	$	-	$	-
Foreign		129		-		-

	$	129	$	-	$	-

Shareholders' Equity (Tables)

12 Months Ended

Dec. 31, 2022

Stockholders' Equity Note [Abstract]

Schedule of ordinary share capital

December 31, 2022

December 31, 2021

Authorized

Issued and
outstanding

Authorized

Issued and
outstanding

Number of shares

Ordinary shares with no par value

47,800,000

19,851,833

47,800,000

18,756,570

Schedule of status of options to employees

	Number of options			Weighted average exercise price		Aggregate intrinsic value		Weighted average remaining contractual life (years)

Outstanding at beginning of year		2,726,911		$	6.25	$	2,323		6.44
Granted		1,124,520		$	5.51
Exercised		(30,206	)	$	3.60	$	21
Forfeited and expired		(517,879	)	$	6.57

Outstanding at end of year		3,303,346		$	5.97	$	115		6.14

Exercisable options		2,016,737		$	5.81	$	115		4.34

Vested and expected to vest		3,303,346		$	5.97	$	115		6.14

Schedule of relative fair value of the warrants to purchase Ordinary shares issued

	2022		2021		2020

Dividend yield (%)		0		0		0
Expected volatility (%)		70.45-92.67		72.97-78.69		74.35-84.77
Risk-free interest rate (%)		1.81-4.30		0.62-1.32		0.23-1.38
Expected term (in years)		1.2-6		5-6		5-6

Schedule of share-based compensation expense recognized

	Year Ended December 31,
	2022		2021		2020

Research and development	$	2,081	$	2,203	$	1,806
Marketing and business development		383		317		140
General and administrative		1,843		2,230		2,631

Total share-based compensation expense	$	4,307	$	4,750	$	4,577

Schedule of outstanding options granted

Grant date	Options outstanding as of December 31, 2022		Average Exercise price per share ($)		Options exercisable as of December 31, 2022		Exercisable through

October 2013		5,719	$	5.06		5,719	October 2023
September 2014		5,719	$	5.06		5,719	September 2024
April 2016		5,975	$	3.10		5,975	April 2026
December 2016		7,170	$	3.93		7,170	December 2026
June 2017		197,722	$	4.10		197,722	June 2027
November 2017		17,925	$	7.70		17,925	November 2027
August 2019		71,700	$	8.18		71,700	August 2029
June 2020		64,530	$	6.62		53,724	June 2030
April 2021		62,741	$	9.57		62,741	April 2031
August 2021		15,000	$	8.13		6,206	August 2031
December 2021		10,000	$	6.80		3,300	December 2031
May 2022		65,625	$	5.00		32,809	May 2032
November 2022		5,000	$	1.05		-	November 2032

		534,826				470,710

Grant date	Warrants outstanding as of December 31, 2022		Average Exercise price per share ($)		Warrants exercisable as of December 31, 2022		Exercisable through

August 2019		200,596	$	15.95		200,596	August 2023
September 2020		17,925	$	16.00		17,925	September 2024
April 2022		155,794	$	5.14		155,794	April 2029
July 2022		38,948	$	5.14		38,948	April 2029

		413,263				413,263

Schedule of relative fair value of the warrants to purchase Ordinary shares issued

	July 19,		April 26,
	2022		2022

Share price ($)		5.12		4.96
Exercise price ($)		5.14		5.14
Expected volatility (%)		60.57		60.81
Adjustment to risk-free interest rate (%)		3.07		2.84
Dividend yield (%)		-		-
Risk-free interest rate (%)		3.11		2.88
Expected life (in years)		6.72		6.94

Financial (Income) Expenses, Net (Tables)

12 Months Ended

Dec. 31, 2022

Financial (Income) Expenses, Net [Abstract]

Schedule of financial (income) expenses, net

	Year Ended December 31,
	2022			2021			2020

Financial expenses:
Financial expenses from loan	$	1,023		$	-		$	-
Other financial expenses		316			26			17
Remeasurement of warrants		-			-			11,373

Total financial expenses		1,339			26			11,390

Financial income:
Foreign currency transaction gains, net		(532	)		(44	)		(243	)
Interest from bank deposits		(267	)		(468	)		(474	)
Other financial income		-			(58	)		(76	)

Total financial income		(799	)		(570	)		(793	)

Total financial (income) expense, net	$	540		$	(544	)	$	10,597

Basic and Diluted Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of basic and diluted loss per ordinary share

	Year Ended December 31,
	2022		2021		2020

Numerator:
Allocation of net loss	$	39,557	$	42,601	$	36,869
Preferred share preference		-		-		3,933
Deemed dividend		-		-		2,114

Allocation of net loss attributable to Ordinary shareholders	$	39,557	$	42,601	$	42,916

Denominator:
Weighted average Ordinary shares outstanding		19,426,692		18,721,528		9,582,405

Basic and diluted net loss per share	$	2.04	$	2.28	$	4.48

Schedule of diluted loss per share attributable to ordinary shareholders

	December 31,
	2022		2021		2020
	Number of Ordinary shares

Ordinary share options		2,487,447		1,995,749		1,583,210
Warrants		413,263		218,521		867,040

		2,900,710		2,214,270		2,450,250

General (Details) - USD ($) $ in Thousands		1 Months Ended		12 Months Ended
General (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Sep. 30, 2022	Jun. 21, 2020	Dec. 31, 2022
General (Details) [Line Items]
Description of reverse share split			the Company’s Board of Directors resolved to consolidate the Company’s share capital by applying a reverse share split at a ratio of 1.046:1 (the “Reverse Split Ratio”) and to cancel the shares’ par value such that every 1.046 Ordinary shares of NIS 0.8 par value, were substituted by 1 Ordinary share with no par value (the “Split”). The Split was applied in the same proportion and manner to all of the Company’s authorized, issued and outstanding securities, including preferred shares, options and warrants (See Note 10.a).
Aggregate net proceeds	$ 62,757
Description administration		the Company announced top-line results from the Surgical site Hospital acquired Infection prEvention with Local D-PLEX100 (“SHIELD”) I Phase 3 trial. SHIELD I did not achieve its primary endpoint of reduction in Surgical Site Infections (“SSIs”), re-interventions due to SSIs and mortality: in the Intent to Treat (“ITT”) population, the local administration of D-PLEX100 and standard of care (“SoC”), (n=485) resulted in a decrease in the primary endpoint of 23 percent compared to SoC alone (n=489) (p=0.1520).That said, in a pre-specified subgroup ITT analysis requested by the United States (“U.S.”) Food and Drug Administration of a total of 423 subjects with large incisions (>20 centimeters), the local administration of D-PLEX100 resulted in a significant reduction of 54 percent in the primary endpoint, compared to SoC alone (p=0.0032). Within the first 30 days post-surgery, SSIs decreased from 9.7% in the SoC treatment arm (n=211), as compared to 4.4% in the D-PLEX100 treatment arm (n=212).
Cash equivalents and short-term deposits				$ 12,594
Incurred loss				39,557
Cash flows from operating activities				34,317
Accumulated deficit				$ 214,444
Date of filing term				1 year
IPO [Member]
General (Details) [Line Items]
Sale of ordinary shares (in Shares)	4,312,500
Overallotment option [Member]
General (Details) [Line Items]
Sale of ordinary shares (in Shares)	562,500

Significant Accounting Policies (Details) € in Millions		12 Months Ended
Significant Accounting Policies (Details) € in Millions	Jan. 01, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2022 EUR (€)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2022 EUR (€)
Significant Accounting Policies (Details) [Line Items]
Right-to-use assets and lease liabilities	$ 3,388,000
Adjustments for lease repayments	$ 36,000
Research and development expenses		$ 738,000		$ 542,000
Received total amount		7,193,000
Royalty bearing grants amount		4,888,000
Non-royalty bearing grants amount		1,578,000
Out of received amount		521,000
Non-royalty bearing grants amount		727,000
Fair value		(12,000)		28,000
Financial expense (income)		$ 273,000		(58,000)	$ (81,000)
Tax benefit, percentage		50.00%				50.00%
Agreement term		10 years	10 years
Non-refundable amount		$ 2,548,000	€ 2.5
Additional development-related milestones payments (in Euro) \| €			23.0
Additional amount of commercial sale milestones (in Euro) \| €			€ 87.0
Transaction price		$ 2,548,000				€ 2.5
Monthly deposits percentage rate		8.33%				8.33%
Severance pay expense amount		$ 537,000		547,000	$ 394,000
Severance pay, description		All eligible employees may elect to contribute up to 100% of their payroll compensation (minus mandatory payroll deductions) to the plan, for 2022, up to a maximum of $20,500 per year (for employees over 50 years of age the maximum contribution was $28,000 per year), as determined by the U.S. Internal Revenue Service (“IRS”). The US Subsidiary matches at 100%, on each payroll, up to 5% of the employee compensation to the plan within the IRS limits (which was set at $300 in 2022 for purposes of the plan).				All eligible employees may elect to contribute up to 100% of their payroll compensation (minus mandatory payroll deductions) to the plan, for 2022, up to a maximum of $20,500 per year (for employees over 50 years of age the maximum contribution was $28,000 per year), as determined by the U.S. Internal Revenue Service (“IRS”). The US Subsidiary matches at 100%, on each payroll, up to 5% of the employee compensation to the plan within the IRS limits (which was set at $300 in 2022 for purposes of the plan).
Matching in contributions amounts		$ 30,000		$ 28,000
Corresponding liabilities		$ 3,388
Short-Term Deposits [Member] \| Minimum [Member]
Significant Accounting Policies (Details) [Line Items]
Short-term deposit bearing interest percentage rate		4.55%				4.55%
Short-Term Deposits [Member] \| Maximum [Member]
Significant Accounting Policies (Details) [Line Items]
Short-term deposit bearing interest percentage rate		5.90%				5.90%

Significant Accounting Policies (Details) - Schedule of property and equipment useful life	12 Months Ended
	Dec. 31, 2022
Public Utility, Property, Plant and Equipment [Line Items]
Computers and software	33.00%
Furniture and office equipment	15.00%
Leasehold improvements	Over the shorter of the term of the lease or its useful life
Minimum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Laboratory equipment	10.00%
Maximum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Laboratory equipment	15.00%

Prepaid Expenses and Other Current Assets (Details) - Schedule of prepaid expenses and other current assets - Prepaid Expenses and Other Current Assets [Member] - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Prepaid Expenses and Other Current Assets (Details) - Schedule of prepaid expenses and other current assets [Line Items]
Prepaid expenses	$ 552	$ 1,453
Government authorities	239	596
Lease deposits		44
Other current assets	298	118
Total	$ 1,089	$ 2,211

Property and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Abstract]
Depreciation expenses	$ 1,721	$ 1,118	$ 1,012

Property and Equipment, Net (Details) - Schedule of property and equipment - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 15,222	$ 13,015
Accumulated depreciation	(5,975)	(4,254)
Depreciated cost	9,247	8,761
Computers and software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	613	577
Laboratory equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	7,933	6,247
Furniture and office equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	173	167
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 6,503	$ 6,024

Leases (Details) $ in Thousands	12 Months Ended
Leases (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Disclosure Text Block [Abstract]
Bank guarantees lease agreement	$ 213
Operating lease expense	$ 1,344

Leases (Details) - Schedule of lease-related assets and liabilities $ in Thousands	Dec. 31, 2022 USD ($)
Lease assets:
Operating lease assets	$ 2,431
Lease liabilities:
Current lease liabilities	959
Long-term lease liabilities	1,173
Total lease liabilities	$ 2,132
Weighted Average Remaining lease term	3 years 4 months 13 days
Weighted Average Discount rate	9.95%

Leases (Details) - Schedule of lease liability $ in Thousands	Dec. 31, 2022 USD ($)
Schedule Of Lease Liability Abstract
2023	$ 1,047
2024	439
2025	385
2026	367
2027	186
Total undiscounted lease payments	2,424
Less - imputed interest	(292)
Present value of lease liabilities	$ 2,132

Leases (Details) - Schedule of supplemental cash flow information related to the lease costs $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Cash paid for amounts included in measurement of lease liability:
Operating cash flows for operating leases	$ 1,259
Right-of-use asset recognized with corresponding lease liability:
Operating leases	$ 3,528

Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Schedule of Accrued Expenses And Other Current Liabilities [Abstract]
Accrued expenses	$ 1,246	$ 1,787
Employees and payroll accruals	1,167	1,879
IIA deferred grants		269
Other liabilities	16	5
Total	$ 2,429	$ 3,940

Line of Credit Arrangement (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		12 Months Ended
	Jul. 19, 2022	Apr. 26, 2022	Dec. 31, 2022	Apr. 05, 2022
Line of Credit Arrangement (Details) [Line Items]
Line credit agreement				$ 15,000
Line of credit borrowing price	$ 2,500	$ 10,000
Warrants percentage			8.00%
Warrants exercise price (in Dollars per share)			$ 5.14
Warrants total amount			$ 1,000
Bears interest an annual rate			9.25%
Credit line fees			$ 734
Net of issuance costs			$ 468
Line of credit arrangement			The proceeds allocation resulted in $2,380 allocated to the Second Tranche and $120 allocated to the warrants.
Interest expenses			$ 1,023
First tranche [Member]
Line of Credit Arrangement (Details) [Line Items]
First tranche amount			10,000
Line of credit payable			317
Net of issuance costs			9,532
Second Tranche [Member]
Line of Credit Arrangement (Details) [Line Items]
Second tranche amount			2,500
Line of credit payable			85
Third tranches [Member]
Line of Credit Arrangement (Details) [Line Items]
Third tranche amount			2,500
Third tranche not withdrawn			$ 2,500

Commitments and Contingent Liabilities (Details) - USD ($) $ in Thousands			12 Months Ended
	Sep. 30, 2017	Dec. 22, 2016	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Participation payments			$ 4,888
Commitments and Contingent liabilities, description			the Company is committed to pay royalties at a rate of 3% of sales of the developed products, up to 100% of the amount of grants received plus interest at LIBOR rate. Through December 31, 2022, no royalties have been paid or accrued.
Finder's fee		$ 250
Suit filling expense	$ 250

Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Taxes (Details) [Line Items]
Accumulated losses (in Dollars)	$ 152,107
Statutory tax rate	23.00%
Effective tax rate	(0.30%)	0.00%
Israel [Member]
Income Taxes (Details) [Line Items]
State corporate tax rate	23.00%	23.00%	23.00%
UNITED STATES
Income Taxes (Details) [Line Items]
Federal tax	21.00%
UNITED STATES \| Minimum [Member]
Income Taxes (Details) [Line Items]
State corporate tax rate	6.50%	6.50%	6.50%
UNITED STATES \| Maximum [Member]
Income Taxes (Details) [Line Items]
State corporate tax rate	11.50%	11.50%	11.50%

Income Taxes (Details) - Schedule of deferred tax assets - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Taxes (Details) - Schedule of deferred tax assets [Line Items]
Total	$ 39,557	$ 42,601	$ 36,869
Domestic (Israel) [Member]
Income Taxes (Details) - Schedule of deferred tax assets [Line Items]
Total	38,403	41,197	35,983
Foreign [Member]
Income Taxes (Details) - Schedule of deferred tax assets [Line Items]
Total	$ 1,154	$ 1,404	$ 886

Income Taxes (Details) - Schedule of deferred income taxes reflect the net tax effects - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Carryforward losses	$ 34,984	$ 31,289
Research and development expenses	5,376	5,203
Operating lease liabilities	490
Reserves and allowances	157	239
Issuance costs		479
Deferred tax assets before valuation allowance	41,007	37,210
Valuation allowance	(40,448)	(37,210)
Total deferred tax assets	559
Deferred tax liabilities:
Operating lease ROU assets	(559)
Total deferred tax liabilities	(559)
Net deferred tax assets, net

Income Taxes (Details) - Schedule of income taxes - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Schedule Of Income Taxes Abstract
Current	$ 129
Deferred
Income tax expense	129
Domestic (Israel)
Foreign	129
Income tax expense	$ 129

Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended			12 Months Ended
	May 09, 2022	May 03, 2022	Jul. 19, 2022	Apr. 26, 2022	Jul. 31, 2021	Dec. 31, 2022
Shareholders' Equity (Details) [Line Items]
Aggregate offering price (in Dollars)					$ 45,000
Sale of ordinary shares						1,065,057
Total amount (in Dollars)						$ 4,423
Net of issuance cost (in Dollars)						$ 222
Share option plan description		On May 3, 2022, the annual and extraordinary general meeting of shareholders of the Company approved a new grant of 76,120 options to the then current Chief Executive Officer of the Company, Mr. Amir Weisberg. In addition, it was approved to accelerate the vesting of 12,906 options from an outstanding grant; in both cases the vesting of all options will occur on June 30, 2022. As a result, the Company recognized a total share-based compensation expense in the amount of $76.
Number of options	1,000,000
Weighted average grant date fair value of options granted (in Dollars per share)						$ 3.46
Expected dividend yield						0.00%
Unrecognized compensation costs (in Dollars)						$ 6,379
Recognized over weighted average period						2 years 6 months
Warrants, description						During the year ended December 31, 2021, 580,028 D-2 warrants were exercised into 115,982 Ordinary shares on a cashless basis. In addition, 68,491 D-2 warrants were exercised into 68,491 Ordinary shares for a total consideration of $632. As of December 31, 2022, no D-2 warrants are outstanding.
Warrants outstanding
Warrant to purchase ordinary shares (in Dollars)			$ 120	$ 468
Warrant [Member]
Shareholders' Equity (Details) [Line Items]
Warrants, description						During the year ended December 31, 2020, 2,106,879 D-2 warrants were exercised into 885,377 Ordinary shares on a cashless basis. As of December 31, 2020, 648,519 D-2 warrants were outstanding. In addition, 53,775 A warrants were exercised into 53,775 Ordinary shares for a total consideration of $13.
2012 Share Option Plan [Member]
Shareholders' Equity (Details) [Line Items]
Stock option vesting period						The options granted generally have a four-year vesting period and expire ten years after the date of grant.
Stock options available for future grants						700,965
Minimum [Member]
Shareholders' Equity (Details) [Line Items]
Stock option shares	3,672,094
Maximum [Member]
Shareholders' Equity (Details) [Line Items]
Stock option shares	4,672,094
Officers [Member] \| 2012 Share Option Plan [Member]
Shareholders' Equity (Details) [Line Items]
Share option plan grant						4,672,094

Shareholders' Equity (Details) - Schedule of ordinary share capital - shares	Dec. 31, 2022	Dec. 31, 2021
Schedule of ordinary share capital [Abstract]
Ordinary shares Authorized	47,800,000	47,800,000
Ordinary shares Issued	19,851,833	18,756,570
Ordinary shares outstanding	19,851,833	18,756,570

Shareholders' Equity (Details) - Schedule of status of options to employees - Share Option Plan [Member] $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) $ / shares shares
Shareholders' Equity (Details) - Schedule of status of options to employees [Line Items]
Number of Options, Beginning balance (in Shares) \| shares	2,726,911
Weighted average exercise price, Beginning balance	$ 6.25
Aggregate intrinsic value, Beginning balance (in Dollars) \| $	$ 2,323
Weighted average remaining contractual life (years), Beginning Outstanding	6 years 5 months 8 days
Number of Options, Granted (in Shares) \| shares	1,124,520
Weighted average exercise price, Granted	$ 5.51
Number of Options, Exercised (in Shares) \| shares	(30,206)
Weighted average exercise price, Exercised	$ 3.6
Aggregate intrinsic value, Exercised	$ 21
Number of Options, Forfeited and cancelled (in Shares) \| shares	(517,879)
Weighted average exercise price, Forfeited and cancelled	$ 6.57
Number of Options, Ending balance (in Shares) \| shares	3,303,346
Weighted average exercise price, Ending balance	$ 5.97
Aggregate intrinsic value, Ending balance (in Dollars) \| $	$ 115
Weighted average remaining contractual life (years), Ending Outstanding	6 years 1 month 20 days
Number of Options, Exercisable options (in Shares) \| shares	2,016,737
Weighted average exercise price, Exercisable options	$ 5.81
Aggregate intrinsic value, Exercisable options (in Dollars) \| $	$ 115
Weighted average remaining contractual life (years), Exercisable options	4 years 4 months 2 days
Number of Options, Vested and expected to vest (in Shares) \| shares	3,303,346
Weighted average exercise price, Vested and expected to vest	$ 5.97
Aggregate intrinsic value, Vested and expected to vest (in Dollars) \| $	$ 115
Weighted average remaining contractual life (years), Vested and expected to vest	6 years 1 month 20 days

Shareholders' Equity (Details) - Schedule of share options at the grant date	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Shareholders' Equity (Details) - Schedule of share options at the grant date [Line Items]
Dividend yield (%)	0.00%	0.00%	0.00%
Minimum [Member]
Shareholders' Equity (Details) - Schedule of share options at the grant date [Line Items]
Expected volatility (%)	70.45%	72.97%	74.35%
Risk-free interest rate (%)	1.81%	0.62%	0.23%
Expected term (in years)	1 year 2 months 12 days	5 years	5 years
Maximum [Member]
Shareholders' Equity (Details) - Schedule of share options at the grant date [Line Items]
Expected volatility (%)	92.67%	78.69%	84.77%
Risk-free interest rate (%)	4.30%	1.32%	1.38%
Expected term (in years)	6 years	6 years	6 years

Shareholders' Equity (Details) - Schedule of share-based compensation expense recognized - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Shareholders' Equity (Details) - Schedule of share-based compensation expense recognized [Line Items]
Total share-based compensation expense	$ 4,307	$ 4,750	$ 4,577
Research and development [Member]
Shareholders' Equity (Details) - Schedule of share-based compensation expense recognized [Line Items]
Total share-based compensation expense	2,081	2,203	1,806
Marketing and business development [Member]
Shareholders' Equity (Details) - Schedule of share-based compensation expense recognized [Line Items]
Total share-based compensation expense	383	317	140
General and administrative [Member]
Shareholders' Equity (Details) - Schedule of share-based compensation expense recognized [Line Items]
Total share-based compensation expense	$ 1,843	$ 2,230	$ 2,631

Shareholders' Equity (Details) - Schedule of outstanding options granted	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Option [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	534,826
Options exercisable	470,710
Option [Member] \| October 2013 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	5,719
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 5.06
Options exercisable	5,719
Exercisable	October 2023
Option [Member] \| September 2014 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	5,719
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 5.06
Options exercisable	5,719
Exercisable	September 2024
Option [Member] \| April 2016 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	5,975
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 3.1
Options exercisable	5,975
Exercisable	April 2026
Option [Member] \| December 2016 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	7,170
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 3.93
Options exercisable	7,170
Exercisable	December 2026
Option [Member] \| June 2017 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	197,722
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 4.1
Options exercisable	197,722
Exercisable	June 2027
Option [Member] \| November 2017 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	17,925
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 7.7
Options exercisable	17,925
Exercisable	November 2027
Option [Member] \| August 2019 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	71,700
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 8.18
Options exercisable	71,700
Exercisable	August 2029
Option [Member] \| June 2020 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	64,530
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 6.62
Options exercisable	53,724
Exercisable	June 2030
Option [Member] \| April 2021 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	62,741
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 9.57
Options exercisable	62,741
Exercisable	April 2031
Option [Member] \| August 2021 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	15,000
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 8.13
Options exercisable	6,206
Exercisable	August 2031
Option [Member] \| December 2021 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	10,000
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 6.8
Options exercisable	3,300
Exercisable	December 2031
Option [Member] \| May 2022 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	65,625
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 5
Options exercisable	32,809
Exercisable	May 2032
Option [Member] \| November 2022 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	5,000
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 1.05
Exercisable	November 2032
Warrant [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	413,263
Options exercisable	413,263
Warrant [Member] \| August 2019 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	200,596
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 15.95
Options exercisable	200,596
Exercisable	August 2023
Warrant [Member] \| September 2020 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	17,925
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 16
Options exercisable	17,925
Exercisable	September 2024
Warrant [Member] \| April 2022 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	155,794
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 5.14
Options exercisable	155,794
Exercisable	April 2029
Warrant [Member] \| July 2022 [Member]
Shareholders' Equity (Details) - Schedule of outstanding options granted [Line Items]
Options outstanding	38,948
Average Exercise price per share (in Dollars per share) \| $ / shares	$ 5.14
Options exercisable	38,948
Exercisable	April 2029

Shareholders' Equity (Details) - Schedule of relative fair value of the warrants to purchase Ordinary shares issued - Warrant [Member] - $ / shares	1 Months Ended
	Jul. 19, 2022	Apr. 26, 2022
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price ($) (in Dollars per share)	$ 5.12	$ 4.96
Exercise price ($) (in Dollars per share)	$ 5.14	$ 5.14
Expected volatility (%)	60.57%	60.81%
Adjustment to risk-free interest rate (%)	3.07%	2.84%
Dividend yield (%)
Risk-free interest rate (%)	3.11%	2.88%
Expected life (in years)	6 years 8 months 19 days	6 years 11 months 8 days

Financial (Income) Expenses, Net (Details) - Schedule of financial (income) expenses, net - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Financial expenses:
Financial expenses from loan	$ 1,023
Other financial expenses	316	26	17
Remeasurement of warrants			11,373
Total financial expenses	1,339	26	11,390
Financial income:
Foreign currency transaction gains, net	(532)	(44)	(243)
Interest from bank deposits	(267)	(468)	(474)
Other financial income		(58)	(76)
Total financial income	(799)	(570)	(793)
Total financial (income) expense, net	$ 540	$ (544)	$ 10,597

Basic and Diluted Net Loss Per Share (Details) - Schedule of basic and diluted loss per ordinary share - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Numerator:
Allocation of net loss	$ 39,557	$ 42,601	$ 36,869
Preferred share preference			3,933
Deemed dividend			2,114
Allocation of net loss attributable to Ordinary shareholders	$ 39,557	$ 42,601	$ 42,916
Denominator:
Weighted average Ordinary shares outstanding (in Shares)	19,426,692	18,721,528	9,582,405
Basic and diluted net loss per share (in Dollars per share)	$ 2.04	$ 2.28	$ 4.48

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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+ Details

Basic and Diluted Net Loss Per Share (Details) - Schedule of basic and diluted loss per ordinary share (Parentheticals) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Schedule Of Basic And Diluted Loss Per Ordinary Share Abstract
Diluted net loss per share (in Dollars per share)	$ 2.04	$ 2.28	$ 4.48

- Definition

+ References

+ Details

Basic and Diluted Net Loss Per Share (Details) - Schedule of diluted loss per share attributable to ordinary shareholders - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Number of Ordinary Shares [Abstract]
Ordinary share options	2,487,447	1,995,749	1,583,210
Warrants	413,263	218,521	867,040
Total	2,900,710	2,214,270	2,450,250

Related Parties (Details) - USD ($) $ in Thousands	12 Months Ended
Related Parties (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Jul. 01, 2022
Related Parties (Details) [Line Items]
Service providers in amount	$ 174	$ 199
Research and development expenses	$ 1,422	$ 3,748
Chief Executive Officer [Member]
Related Parties (Details) [Line Items]
Amir weisberg term			11 years

Subsequent Events (Details) - USD ($)				1 Months Ended	3 Months Ended
Subsequent Events (Details) - USD ($)	Dec. 31, 2023	Mar. 30, 2023	Mar. 29, 2023	Jan. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Subsequent Events (Details) [Line Items]
Exercise price decreased					2,021,599
Exercised options					$ 0.77
Minimum paid amount	$ 1,500
Exceed amount	$ 3,000
Pre funded warrants			10,357,139
Offering expenses payable			$ 7,081
Price per share						$ 5.14
Over-Allotment Option [Member]
Subsequent Events (Details) [Line Items]
Price per share					0.42
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Sale of ordinary shares				$ 1,949,029
Total amount				2,190
Net issuance cost				$ 90
Exercise price					$ 2,199,000
Forecast [Member]
Subsequent Events (Details) [Line Items]
Interest repayments		70.00%
Interest rate		10.00%
Restructuring percent		1.00%
Percentage incremental		3.00%
Exercise price per share		$ 0.42
Private Warrants			$ 0.4199
Exercise price			$ 0.0001
Offering expenses payable			$ 4,350
Board of Directors [Member]
Subsequent Events (Details) [Line Items]
Exercise price decreased					522,507
Consultant and Directors [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Exercise price					$ 16,859,000