Stockholders Equity (Tables)
|
12 Months Ended |
Dec. 31, 2024 |
|---|
| Stockholders Equity [Abstract] |
|
| Schedule of Outstanding Warrants to Purchase Common Stock Issued to Stockholders |
As of December 31, 2024, the Company had the following outstanding
warrants to purchase Common Stock issued to stockholders:
| Warrant |
| Issuance Date |
| Expiration
Date |
| Exercise
Price
Per Share |
|
| Number of
Shares of
Common Stock
Underlying
Warrants |
|
| 2021 Registered Direct Offering Warrants |
| SPA (July 28, 2021) |
| January 28, 2027 |
| |
50.00 |
|
| |
281,251 |
|
| Merger Warrants |
| March 15, 2024 |
| January 28, 2027 |
| |
50.00 |
|
| |
216,650 |
|
| Private Placement Warrants* |
| March 15, 2024 |
| July 9, 2026 |
| |
2.31 |
|
| |
10,820,850 |
|
| Agents Warrants |
| March 15, 2024 |
| July 9, 2026 |
| |
2.31 |
|
| |
952,381 |
|
| |
| |
| |
| |
|
|
| |
12,271,132 |
|
| * | On February 25, 2025, the Private Placement Warrants were repriced to an exercise price of $0.93 per share in connection with a Securities Purchase Agreement the Company entered into. See Note 19 for further information. |
|
| Schedule of Fair Value of the Agents Warrants Using the Black-Scholes Model |
The Company determined the fair value
of the Agents Warrants using the Black-Scholes model as of March 5, 2024. The main assumptions used are as follows:
| Underlying value of Common Stock ($) |
|
|
2.31 |
|
| Exercise price ($) |
|
|
2.31 |
|
| Expected volatility (%) |
|
|
100.6 |
|
| Expected terms (years) |
|
|
2.32 |
|
| Risk-free interest rate (%) |
|
|
4.4 |
|
|
| Schedule of Date of Grant or Reporting Period Using the Black-Scholes Option-Pricing Model |
The fair value of each option was estimated as of the date
of grant or reporting period using the Black-Scholes option-pricing model using the following assumptions:
| |
| 2024 |
|
| 2023 |
|
| |
| |
|
| |
|
| Underlying value of Common Stock ($) |
| |
3.63 |
|
| |
2.8-4.0 |
|
| Exercise price ($) |
| |
3.63 |
|
| |
2.8-4.0 |
|
| Expected volatility (%) |
| |
112.6 |
|
| |
90.0-96.6 |
|
| Expected terms of the option (years) |
| |
6.11 |
|
| |
6.11 |
|
| Risk-free interest rate (%) |
| |
4.14 |
|
| |
4.21-4.98 |
|
|
| Schedule of Stock Option Plans |
A summary of options granted to purchase the Company’s Common Stock under the Company’s stock option plans are as follows:
| |
| For year ended
December 31, 2024 |
|
| |
| Number of Options |
|
| Weighted average exercise price |
|
| Aggregate intrinsic value |
|
| |
| |
|
| |
|
| |
|
| Outstanding at the beginning of period |
| |
528,112 |
|
| $ |
5.41 |
|
| $ |
72 |
|
| Granted |
| |
1,567,795 |
|
| |
3.63 |
|
| |
|
|
| Forfeited |
| |
(85,588 |
) |
| |
3.75 |
|
| |
|
|
| Expired |
| |
(7,954 |
) |
| |
4.38 |
|
| |
|
|
| Exercised |
| |
- |
|
| $ |
- |
|
| |
|
|
| Outstanding at the end of period |
| |
2,002,365 |
|
| |
4.09 |
|
| $ |
15 |
|
| Exercisable at end of period |
| |
369,662 |
|
| |
5.80 |
|
| |
|
|
| Weighted average remaining contractual life – years as of December 31, 2024 |
| |
8.52 |
|
| |
|
|
| |
|
|
|
| Schedule of Outstanding Compensation Related Warrants to Purchase Common Stock |
As of December 31, 2024, and 2023, the Company had
the following outstanding compensation related warrants to purchase Common Stock as follows:
| Warrant |
| Issuance
Date |
| Expiration
Date |
|
| Exercise
Price
Per
Share |
|
| Number
of
Shares of
Common
Stock
Underlying
Warrants |
|
| Private Warrants issued to scientific founders* |
| November 27, 2017 |
| |
- |
|
| |
- |
|
| |
298 |
|
| Landlord Warrants** |
| March 15, 2024 |
| |
January 28, 2027 |
|
| |
50.00 |
|
| |
25,000 |
|
| |
| |
| |
|
|
| |
|
|
| |
25,298 |
|
| * | In November 2017, BiomX Israel issued 298 warrants to its founders. The warrants were fully vested at their grant date and will expire immediately prior to a consummation of an M&A transaction. The warrants did not expire as a result of the Recapitalization Transaction and have no exercise price. The Merger Agreement as described in note 1D does not apply for such M&A transaction as defined in the grant agreement. |
| ** | See Note 5 |
|
| Schedule of Stock-Based Payment Expenses |
The following table sets forth the total stock-based payment expenses resulting from options, RSUs and warrants granted, included in the consolidated statements of operations:
| |
|
Year ended
December 31, |
|
| |
|
2024 |
|
|
2023 |
|
| |
|
|
|
|
|
|
| Research and development expenses, net |
|
|
600 |
|
|
|
369 |
|
| General and administrative |
|
|
1,248 |
|
|
|
690 |
|
| |
|
|
1,848 |
|
|
|
1,059 |
|
|