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Shareholders' equity
3 Months Ended
Mar. 31, 2020
Shareholders' equity.  
Shareholders' equity

Note 13:—Shareholders' equity

a.

The Company’s board of directors and the Company’s shareholders approved a 1-for 6.69 reverse share split of the Company’s Ordinary shares and Protected ordinary shares during the second quarter of 2019. As a result of the reverse share split, (i) every 6.69 authorized, issued and outstanding Ordinary share or Protected ordinary share was decreased to one share of authorized, issued and outstanding Ordinary share or Protected ordinary share, (ii) the number of Ordinary shares into which each outstanding warrant or option to purchase an ordinary share is exercisable was proportionally decreased on a 1-for 6.69 basis, and (iii) all share prices and exercise prices were proportionally increased. All Ordinary shares and Protected ordinary shares, options, warrants, exercise prices, per share data and loss per share amounts have been adjusted retroactively for all periods presented in these financial statements to reflect the 1-for 6.69 reverse share split.

b.

The number of authorized shares was 75,000,000 (unaudited), 75,000,000 and 31,390,135 as of March 31, 2020, December 31, 2019 and 2018, respectively.

c.

Ordinary shares and Protected ordinary shares:

Immediately prior to the closing of the IPO 18,654,270 Protected ordinary shares were exchanged for Ordinary shares upon the adoption of the Company’s amended and restated articles of association.

Ordinary shares and Protected ordinary shares issued and outstanding consisted of the following as of:

 

 

 

 

 

 

 

 

 

 

March 31, 

 

December 31, 

 

    

2020

    

2019

    

2018

 

 

(unaudited)

 

 

 

 

A1 protected ordinary shares

 

 —

 

 —

 

8,492,054

A2 protected ordinary shares

 

 —

 

 —

 

4,302,386

A3 protected ordinary shares

 

 —

 

 —

 

3,350,038

A4 protected ordinary shares

 

 —

 

 —

 

2,317,434

Ordinary shares

 

32,217,937

 

31,937,772

 

7,063,458

 

 

32,217,937

 

31,937,772

 

25,525,370

 

Holders of Ordinary shares and Protected ordinary shares are entitled to one vote per share and dividends whenever funds are legally available and when, as, and if declared by the Company’s board of directors.

In November 2018, the Company issued 2,317,434 A4 Protected ordinary shares for an aggregate net amount of $52,995 from a new investor and certain existing investors at a share price of $22.88.

In February 2019, the Company issued 182,752 A4 Protected ordinary shares for an aggregate amount of $4,125, net of $60 issuance cost, to an existing investor at a share price of $22.88. This transaction was an extension of the November 2018 issuance of A4 Protected ordinary shares. Since all of the Protected ordinary shares purchased were issued to an existing investor, the incremental value between the share price and the fair value of the A4 Protected ordinary shares was accounted for as a deemed dividend in the amount of $632, which was recorded in the consolidated statements of changes in shareholders’ equity as an increase in share capital and additional paid-in capital with a corresponding increase in the accumulated deficit

d.   Share based compensation:

In 2011, the board of directors adopted the 2011 share option plan for employees, officers, directors and consultants (the “2011 Plan”). Each option granted under the 2011 Plan expires no later than ten years from the date of grant. The vesting period of the options is generally four years. As of December 31, 2019, the Company did not grant any awards under the 2011 Plan.

In 2019, the board of directors adopted the 2019 share incentive plan (the "2019 Plan") for employees, officers, directors and consultants of the Company The 2019 Plan provides for the grant of stock options (including incentive stock options and non-qualified stock options), Ordinary shares, restricted shares, restricted share units and other share-based awards. Ordinary shares subject to the 2011 Plan that expire or become exercisable without having been exercised in full, would become available again for future grant under the 2019 Plan.

Each option granted under the 2019 Plan expires no later than seven years from the date of grant. The vesting period of the options is generally four years.

As of March 31, 2020 and December 31, 2019, the number of Ordinary shares reserved and available for grant and issuance pursuant to the 2011 Plan and 2019 Plan were 6,422,377 and 4,862,550, respectively. In accordance with the 2019 Plan, on January 1,2020, the number of Ordinary shares available for grant increased in the amount of 1,840,016  (unaudited).

The total of ordinary shares available for future grants was 1,684,822 (unaudited) and 284,008 as of March 31, 2020 and December 31, 2019, respectively.

Status of options

The following table summarizes the status of the options as of and for:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average

 

 

 

 

 

 

remaining

 

 

 

 

Weighted-average

 

contractual

 

 

Number of

 

exercise

 

term

 

    

options

    

price

    

(in years)

Outstanding at December 31, 2018

 

2,974,891

 

5.86

 

8.32

Granted

 

1,829,455

 

16.87

 

  

Exercised

 

(161,398)

 

5.37

 

  

Forfeited

 

(182,659)

 

11.07

 

  

Outstanding at December 31, 2019

 

4,460,289

 

9.93

 

8.07

Exercisable at December 31, 2019

 

1,662,729

 

5.70

 

6.85

Granted (unaudited)

 

199,775

 

25.90

 

  

Exercised (unaudited)

 

(276,778)

 

7.18

 

  

Forfeited (unaudited)

 

(83,558)

 

11.46

 

  

Outstanding at March 31, 2020 (unaudited)

 

4,299,728

 

10.82

 

7.79

Exercisable at March 31, 2020 (unaudited)

 

1,876,598

 

7.31

 

7.05

 

The weighted-average grant-date fair value of options granted was $11.78 (unaudited) and $1.85 (unaudited) for the three months ended March 31, 2020 and 2019, respectively. The weighted-average grant-date fair value of options granted was $11.99, $1.27 and $0.40 per share for the years ended December 31, 2019, 2018 and 2017, respectively.

The fair value of these options was estimated on the grant date based on the following weighted average assumptions for:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months

 

 

 

 

 

 

 

 

ended

 

 

 

 

 

 

 

 

March 31, 

 

Year ended

 

 

2020

 

2019

 

December 31, 

 

    

(unaudited)

    

(unaudited)

    

2019

    

2018

    

2017

Volatility

 

46%

 

50%

 

50%

 

45% – 50%

 

51% – 56%

Expected term in years

 

4.42 – 5.56

 

5.56 – 6.11

 

5.0 – 6.11

 

5.25 – 6.25

 

6.25

Risk-free interest rate

 

1.40%

 

2.59%

 

1.52% – 2.59%

 

2.0% – 3.07%

 

2.0% – 2.4%

Estimated fair value of underlying ordinary shares

 

27.9

 

20.0 – 23.08

 

12.8 – 22.64

 

8.69 – 18.47

 

4.75 – 5.56

Dividend yield

 

0%

 

0%

 

0%

 

0%

 

0%

 

The options outstanding under the 2011 Plan and 2019 Plan as of March 31, 2020 (unaudited) have been separated into exercise price groups as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding

    

Exercisable

 

 

 

 

 

Weighted average

 

 

 

 

Weighted average

 

 

 

 

remaining

 

 

 

remaining

 

 

Number of

 

contractual

 

Number of

 

contractual

Exercise price

    

options

    

life (in years)

    

options

    

life (years)

$0.00 - $0.33 

 

 

156,152

 

8.45

 

 

53,385

 

7.90

$1.61-  $2.01

 

 

407,225

 

4.38

 

 

407,225

 

4.38

$4.48 - $5.55

 

 

1,310,243

 

7.54

 

 

796,711

 

7.38

$8.70 - $10.84

 

 

252,945

 

6.73

 

 

117,441

 

5.98

$12.78 - $18.46

 

 

1,428,806

 

8.74

 

 

376,172

 

8.74

$21.81 - $24.79

 

 

544,582

 

9.13

 

 

125,248

 

9.15

$25.82 - $27.90

 

 

199,775

 

6.88

 

 

416

 

6.88

 

 

 

4,299,728

 

7.79

 

 

1,876,598

 

7.05

Aggregate intrinsic value

 

$

61,692

 

  

 

$

33,522

 

 

 

The options outstanding under the 2011 Plan and 2019 Plan as of December 31, 2019 have been separated into exercise price groups as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding

    

Exercisable

 

 

 

 

 

Weighted average

 

 

 

 

Weighted average

 

 

 

 

 

remaining

 

 

 

remaining

 

 

Number of

 

contractual

 

Number of

 

contractual

Exercise price

    

options

    

life (in years)

    

options

    

life (years)

$0.00 - $0.33 

 

 

157,655

 

8.64

 

 

45,546

 

7.78

$1.61 - $2.01

 

 

449,173

 

4.58

 

 

449,173

 

4.58

$4.48 - $5.55

 

 

1,482,296

 

7.63

 

 

880,095

 

7.38

$8.70 - $10.84

 

 

324,749

 

8.22

 

 

111,809

 

7.77

$12.78 - $18.46

 

 

1,475,433

 

8.97

 

 

93,148

 

8.86

$21.81 - $24.79

 

 

570,983

 

9.41

 

 

82,958

 

9.47

 

 

 

4,460,289

 

8.07

 

 

1,662,729

 

6.85

Aggregate intrinsic value

 

$

60,513

 

  

 

$

29,601

 

 

 

Intrinsic value represents the potential amount receivable by the option holders had all option holders exercised their options as of such date.

The aggregate intrinsic value of the exercised options $6,260 (unaudited) and $234 (unaudited) for the three months ended March 31, 2020 and 2019, respectively, and $2,715,  $5,716 and $593 for the years ended December 31, 2019, 2018 and 2017, respectively.

The grant-date fair value of vested options was $5,182 (unaudited) and $1,618 (unaudited) for the three months ended March 31, 2020 and 2019, respectively, and was $5,768,  $972 and $501 for the years ended December 31, 2019, 2018 and 2017, respectively.

The total unrecognized compensation cost as of March 31, 2020 was $34,158 (unaudited), which will be recognized over a weighted-average period of 3.06 years (unaudited). The total unrecognized compensation cost as of December 31, 2019 was $26,227 which will be recognized over a weighted-average period of 2.91 years.

Status of RSU

 

 

 

 

 

 

 

 

 

Weighted-average

 

 

Number of

 

grant date

 

    

RSU

    

fair value

Outstanding at December 31, 2018

 

 —

 

 —

Granted

 

124,727

 

22.95

Exercised

 

(849)

 

23.14

Forfeited

 

(5,625)

 

23.03

Outstanding at December 31, 2019

 

118,253

 

22.95

Granted (unaudited)

 

326,686

 

27.90

Exercised (unaudited)

 

(3,387)

 

24.31

Forfeited (unaudited)

 

(3,725)

 

23.09

Outstanding at March 31, 2020 (unaudited)

 

437,827

 

26.63

 

Stock-based compensation costs which include options and RSU included in the consolidated statements of operations were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended

 

 

 

 

 

 

 

 

 

 

 

March 31, 

 

Year ended December 31, 

 

    

2020

    

2019

    

2019

    

2018

    

2017

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$

70

 

$

22

 

$

142

 

$

12

 

$

20

Research and development

 

 

1,042

 

 

635

 

 

3,197

 

 

731

 

 

286

Sales and marketing

 

 

527

 

 

256

 

 

1,853

 

 

1,480

 

 

836

General and administrative

 

 

1,123

 

 

833

 

 

3,707

 

 

9,425

 

 

261

 

 

$

2,762

 

$

1,746

 

$

8,899

 

$

11,648

 

$

1,403

 

d.   Secondary market transactions:

During 2018, certain ordinary shareholders (including employees or former employees and certain directors of the Company) sold the Company’s Ordinary shares in secondary market transactions to an existing investor of the Company. They sold an aggregate amount of 679,762 Ordinary shares for an aggregate consideration of $15,000 at an average price of $21.41‑$22.41 per share. The incremental value between the sale price and the fair value of the Ordinary shares at each date of sale resulted in aggregate stock-based compensation cost of $9,187 for the year ended December 31, 2018, recorded under operating expenses.