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STOCK CAPITAL
12 Months Ended
Dec. 31, 2021
Stockholders' Equity Note [Abstract]  
STOCK CAPITAL

NOTE 7 - STOCK CAPITAL

 

A. Stockholders Rights:

 

Shares of common stock confer upon their holders the right to receive notice to participate and vote in general meetings of shareholders of the Company, the right to receive dividends, if declared, and the right to receive a distribution of any surplus of assets upon liquidation of the Company.

 

The Series A Convertible Preferred shares confer upon their holders the right to receive dividends when paid to holders of common stock of the Company on an as-converted basis, and the right to receive a distribution of any surplus of assets upon liquidation of the Company before any distribution or payment shall be made to the holders of any common stock.

 

The Series C Convertible Preferred shares confer upon their holders the right to receive dividends when paid to holders of common stock of the Company on an as-converted basis. The shares of Series C Convertible Preferred Stock have the right to receive a distribution of any surplus of assets upon liquidation of the Company before any distribution or payment shall be made to the holders of any other securities

 

B. Issuance of Shares:

 

On August 19, 2016 and prior to consummation of the merger, Artemis issued 524 shares of common stock (221,307 shares as adjusted to reflect the reverse recapitalization and reverse stock split) for an aggregate purchase price of $127, which was received in October 2016.

 

In August 2016, immediately upon consummation of the Merger, the Company issued 68,321 shares of the Company’s common stock, as well as 453 shares of the Company’s newly designated Series A Convertible Preferred Stock convertible into 658,498 shares of common stock, to an investor for an aggregate purchase price of $481,000 (net of issuance expenses).

 

In October 2017, the Company issued 300,000 shares of the Company’s common stock, warrants to purchase 275,000 shares of common stock, as well as 250 shares newly designated Series C Convertible Preferred Stock to investors for an aggregate purchase price of $550,000 less issuance expenses. Each share of Series C Convertible Preferred Stock is convertible into 1,000 shares of common stock, subject to adjustments in the event of future financing at a price of less than the conversion price. Preferred shares confer upon their holders the right to receive dividends when paid to holders of common stock of the Company on an as-converted basis. The holders of shares of Series C Convertible Preferred Stock have the right to receive a distribution of any surplus of assets upon liquidation of the Company before any distribution or payment shall be made to the holders of any other securities.

 

The warrants to purchase 275,000 shares of the Company’s common stock contain a full ratchet anti-dilution price protection so that, in most situations upon the issuance of any common stock or securities convertible into common stock at a price below the then-existing exercise price of the outstanding warrants, the warrant exercise price will be reset to the lower common stock sales price.
 
As such anti-dilution price protection did not meet the specific conditions for equity classification as of the date of issuance of the warrants, the Company classified the fair value of these warrants as a liability, with changes in fair value to be recorded as income (loss) due to change in fair value of warrant liability. The estimated fair value of such derivative warrant liability at issuance date, was approximately $319. As further described in Note 2J, upon adoption of ASU 2017-11, such warrants were retrospectively classified as equity.

 

 
A summary of the Company's option activity and related information is as follows:
 
   
For the Twelve months ended
December 31, 2021
 
   
 
Number of stock
options
   
Weighted
average
exercise
price
   
 
Aggregate
intrinsic value
 
                   
Outstanding at beginning of period
   
141,528
     
0.47
     
35,513
 
Granted
   
-
                 
Exercised
   
-
                 
Cancelled
                       
                         
Outstanding at end of period
   
141,528
     
0.46
     
86,036
 
Options exercisable at period end
   
140,486
     
0.47
     
86,036
 
 
The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the fair market value of the Company’s common stock on December 31, 2021, and the exercise price, multiplied by the number of in-the-money stock options on those dates) that would have been received by the stock option holders had all stock option holders exercised their stock options on those dates.
 
The stock options outstanding as of December 31, 2021 and 2020, have been separated into exercise price, as follows:
 
Exercise price
   
Stock options outstanding as of
December 31,
   
Weighted average remaining
contractual life – years as of
December 31,
   
Stock options exercisable as of
December 31,
 
$    
2 0 2 1
   
 
2 0 2 0
   
2 0 2 1
   
 
2 0 2 0
   
2 0 2 1
   
2 0 2 0
 
0.01
     
91,528
     
91,528
     
4.64
     
5.64
     
91,528
     
91,528
 
1.30
     
-
     
-
             
-
             
-
 
1.30
     
50,000
     
50,000
     
6.21
     
7.21
     
48,958
     
36,458
 
        141,528       141,528       5.17       6.17      
140,486
     
127,986
 
 
(*) Less than 1