0001213900-22-022912 | 20-F | XBRL Viewer

Additional consideration with respect to an assets purchase agreement, see note 9a

16,245

(10,276)

Net loss for the year

(22,563)

Balance at Dec. 31, 2019

$ 75

31,748

(40,601)

(8,778)

Balance (in Shares) at Dec. 31, 2019

27,150,080

Issuance of ordinary shares and warrants, net of issuance costs

$ 14

70,999

71,013

Issuance of ordinary shares and warrants, net of issuance costs (in Shares)

4,624,500

Initial public offering of ordinary shares, net of offering costs

$ 31

169,136

169,167

Initial public offering of ordinary shares, net of offering costs (in Shares)

10,555,556

Issuance of ordinary shares to employees and non-employees upon exercise of warrants

$ 3

497

500

Issuance of ordinary shares to employees and non-employees upon exercise of warrants (in Shares)

997,863

Issuance of ordinary shares to investors upon exercise of warrants

$ 5

125

130

Issuance of ordinary shares to investors upon exercise of warrants (in Shares)

1,662,929

Conversion of related party liability to shareholders’ equity, see note 9a

24,781

$ 3

17,745

17,748

Conversion of related party liability to shareholders’ equity, see note 9a (in Shares)

1,109,245

Net loss for the year

(43,815)

Balance at Dec. 31, 2020

$ 131

315,031

(84,416)

230,746

Balance (in Shares) at Dec. 31, 2020

46,100,173

Issuance of ordinary shares upon exercise of warrants

$ 2

265

267

Issuance of ordinary shares upon exercise of warrants (in Shares)

780,920

Issuance of ordinary shares to employees and non-employees upon exercise of options

$ 3

3,330

3,333

Issuance of ordinary shares to employees and non-employees upon exercise of options (in Shares)

1,099,946

Issuance of ordinary shares due to business combination and assets acquisition (refer to Note 3)

$ 13

101,497

101,510

Issuance of ordinary shares due to business combination and assets acquisition (refer to Note 3) (in Shares)

3,810,402

Unrealized loss from available- for-sale securities

18,697

(607)

Net loss for the year

(61,798)

Balance at Dec. 31, 2021

$ 149

$ 438,820

$ (607)

$ (146,214)

$ 292,148

Balance (in Shares) at Dec. 31, 2021

51,791,441

[1]	Less than 1 thousand US dollars.

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss for the year	$ (61,798)	$ (43,815)	$ (22,563)
Adjustments required to reconcile net loss to net cash used in operating activities:
Share-based compensation	18,806	24,781	16,245
Amortization of intangible assets	1,768
Depreciation	524	208	53
Impairment of property and equipment	214
Deferred income taxes	(116)
Amortization of premium on marketable securities	(216)
Changes in operating assets and liabilities, net of effects of businesses acquired:
Accounts receivable	(40)
Prepaid expenses and other current assets	1,724	(4,478)	(1,564)
Related party prepaid expenses			1,081
Other non-current assets	(374)	(522)	(139)
Accounts payable	1,721	(103)	393
Operating lease assets and liabilities	23	83
Accrued expenses and other liabilities	(719)	2,359	970
Deferred revenue	179
Other long-term liabilities	233
Net cash used in operating activities	(38,071)	(21,487)	(5,524)
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for business combinations, net of cash and restricted cash acquired	(2,859)
Investment in marketable securities	(90,303)
Purchase of property and equipment	(23,158)	(13,937)	(125)
Net cash used in investing activities	(116,320)	(13,937)	(125)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long term loan	3,796
Proceeds from issuance of ordinary shares and warrants, net of issuance costs		71,013	14,038
Proceeds from initial public offering of ordinary shares, net of issuance costs		169,348
Proceeds from issuance of ordinary shares upon exercise of warrants	267	630	162
Issuance of ordinary shares to employees and non-employees upon exercise of options	3,316
Deferred offering costs			(339)
Net cash provided by financing activities	7,379	240,991	13,861
NET CHANGE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH	(147,012)	205,567	8,212
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF THE YEAR	213,784	8,217	5
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF THE YEAR	66,772	213,784	8,217
SUPPLEMENTARY INFORMATION ON ACTIVITIES NOT INVOLVING CASH FLOWS:
Unpaid offering costs			858
issuance of ordinary shares to investor upon exercise of warrants		200
Fair value of ordinary shares issued as consideration for purchase of assets	1,500
Fair value of ordinary shares issued as consideration for business combinations	100,010
Fair value of contingent consideration assumed in business combinations	47,194
Fair value of contingent consideration assumed in purchase of assets	1,091
Right-of-use assets obtained in exchange for new operating lease liabilities	194	1,085	548
Additional consideration with respect to an assets purchase agreement			10,276
Conversion of related party liability to shareholders’ equity		$ 17,748

General

12 Months Ended

Dec. 31, 2021

General [Abstract]

GENERAL

NOTE 1 - GENERAL:

Nano-X Imaging Ltd, an Israeli Company (hereinafter “the Company” or “Nanox IL”), was incorporated on December 20, 2018 and commenced its operations on September 3, 2019.

On September 19, 2019, Nanox IL established Nanox Imaging Inc. (hereinafter “Nanox Japan”), a wholly owned subsidiary in Japan.

On September 25, 2020, Nanox IL established Nano-X Korea Inc. (hereinafter “Nanox Korea”), a wholly owned subsidiary in Korea.

On September 30, 2021, Nanox IL established Nanox Imaging Inc. (hereinafter “Nanox U.S.”), a wholly owned subsidiary in the United States. On the same date, Nanox U.S. established Nanox MDW Inc. (hereinafter “Nanox MDW”).

On November 2, 2021, Nanox U.S. completed the acquisition of 100% of the shares of USARAD Holdings, Inc. (refer to Note 3).

On November 4, 2021, the Company, completed the merger with Zebra Medical Vision Ltd (refer to Note 3).

The Company together with its subsidiaries, develops a commercial-grade tomographic imaging device with a digital X-ray source, provides teleradiology services and develops artificial intelligence applications designed to be used in real-world medical imaging applications. The Company’s solution, referred to as the Nanox Multi Source System, has two integrated components – “Nanox.ARC” and “Nanox. CLOUD”. Nanox.ARC is a medical tomographic imaging system incorporating the Company’s novel digital X-ray source. Nanox. CLOUD is a platform which employs a matching engine to match medical images to radiologists, provides image repository, connectivity to diagnostic assistive AI systems, billing and reporting. On April 1, 2021, the Company received clearance from the FDA to market the Company’s Nanox Cart X-Ray System. In addition, the Company is in the process to receive clearance from the FDA to market the Company’s Nanox Multi Source System.

The Company has experienced net losses and negative cash flows from operations since its inception. The Company anticipates such losses will continue until its product candidates reach commercial profitability. In August 2020, the Company completed an IPO on Nasdaq with net proceeds received from the IPO of approximately $169 million. Based on the Company’s financing activities during the year ended December 31, 2021, the Company has sufficient funds for its plans for the next twelve months from the issuance of these financial statements.

Current Impact of COVID-19

Following the December 2019 outbreak of Coronavirus (COVID-19) in China, it has spread into most countries across the world, including Israel, Japan and all 50 states within the U.S. The COVID-19 pandemic is evolving, and to date has led to the implementation of various responses, including government-imposed quarantines, travel restrictions and other public health safety measures. The COVID-19 pandemic has adversely impacted the Company’s operations in various ways. For example, the Company’s engineers are unable to make work-related trips to Korea or Israel to test and optimize the Nanox.ARC. The potential business partners are unable to make on-site visits to the Company’s facilities or attend industry conferences and meetings to experience the Nanox.ARC, which has negatively impacted the Company’s business development and deployment activities. The external labs the Company works with have also been affected by COVID-19, resulting in delays in the Company’s timelines for obtaining regulatory approval. COVID-19 has also caused shutdowns or disruptions of business for our manufactures and suppliers. The continued spread of COVID-19 globally could adversely impact the Company’s development, manufacture, or deployment of the Nanox Systems, which could adversely affect the Company’s ability to obtain regulatory approval for and to commercialize the Nanox Systems, increase the operating expenses and have a material adverse effect on the Company’s financial results.

Current Impact of geopolitical tensions and the start of the military conflict between Russia and Ukraine

U.S. and global markets are experiencing volatility and disruption following the escalation of geopolitical tensions and the start of the military conflict between Russia and Ukraine. On February 24, 2022, a full-scale military invasion of Ukraine by Russian troops was reported. Although the length and impact of the ongoing military conflict is highly unpredictable, the ongoing conflict in Ukraine could lead to market disruptions, including significant volatility in commodity prices, credit and capital markets. As a result, sanctions and penalties have been levied by the United States, European Union and other countries against Russia. Russian military actions and the resulting sanctions could have a negative impact on supply chains, the Company’s MSaaS agreements relating to Russia and Belarus or the region and adversely affect the global economy and financial markets. Any of the abovementioned factors could affect the Company’s business, prospects, financial condition, and operating results. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict, but could be substantial.

Significant Accounting Policies

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:

Our consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States (hereinafter -“U.S GAAP”). The preparation of our consolidated financial statements and related disclosures requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, costs and expenses and the disclosure of contingent assets and liabilities in our financial statements. We base our estimates on historical experience, known trends and events and various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. We evaluate our estimates and assumptions on an ongoing basis. Our actual results may differ from these estimates under different assumptions or conditions.

In particular, a number of estimates have been and will continue to be affected by the ongoing COVID-19 pandemic. The severity, magnitude and duration, as well as the economic consequences, of the COVID-19 pandemic, are uncertain, rapidly changing and difficult to predict. As a result, the accounting estimates and assumptions may change over time in response to COVID-19. Such changes could have an additional impact on the Company’s long-lived asset and intangible asset valuation; inventory valuation; and the allowance for expected credit losses.

Use of estimates in the preparation of financial statements

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates and such differences may have a material impact on the Company’s consolidated financial statements. As applicable to these consolidated financial statements, the most significant estimates relate to assets acquired and liabilities assumed through business combination, goodwill impairment, useful lives of intangible assets, deferred taxes and share-based payments.

Functional currency

The U.S. dollar is the currency of the primary economic environment in which the operations of the Company and its subsidiaries is conducted. A substantial portion of the operational costs are denominated in U.S. dollars. Accordingly, the functional currency of the Company is the U.S. dollar (“primary currency”). Foreign currency assets and liabilities are translated into the primary currency using the exchange rates in effect on the consolidated balance sheet date. Equity accounts are translated at historical rates, except for the change in accumulated deficit during the year, which is the result of the income statement translation process. Revenue and expense accounts are translated using the weighted average exchange rate during the period. Currency transaction gains and losses are presented in financial income and expenses, net.

Business Combinations

The Company allocates the fair value of consideration transferred in a business combination to the assets acquired, liabilities assumed, and non-controlling interests in the acquired business based on their fair values at the acquisition date. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred. The excess of the fair value of the consideration transferred plus the fair value of any non-controlling interest in the acquiree over the fair value of the assets acquired, liabilities assumed in the acquired business is recorded as goodwill. The fair value of the consideration transferred may include a combination of cash, equity securities, earn out payments and deferred payments. The allocation of the consideration transferred in certain cases may be subject to revision based on the final determination of fair values during the measurement period, which may be up to one year from the acquisition date. The cumulative impact of revisions during the measurement period is recognized in the reporting period in which the revisions are identified. The Company includes the results of operations of the businesses that it has acquired in its consolidated results prospectively from the respective dates of acquisition.

The Company records obligations in connection with its business combinations at fair value on the acquisition date. Each reporting period thereafter, the Company revalues earn-out liabilities and records the changes in their fair value in the consolidated statements of operations and comprehensive loss.

Changes in the fair value of earn-out liabilities can result from adjustments to the discount rates, the Company’s shares price, sales and profitability targets. This fair value measurement represent Level 3 measurements, as they are based on significant inputs not observable in the market. Significant judgment is required in determining the assumptions utilized as of the acquisition date and for each subsequent period. Accordingly, changes in the assumptions described above could have a material impact on the Company’s consolidated results of operations.

Cash and cash equivalents

The Company considers as cash equivalents all short-term, highly liquid investments, which include short-term bank deposits with original maturities of three months or less from the date of purchase that are not restricted as to withdrawal or use and are readily convertible to known amounts of cash.

Marketable Securities

All highly liquid investments are classified as marketable securities and have been classified and accounted for as available-for-sale. Investment in securities consists of debt securities classified as available-for-sale and recorded at fair value. The Company classifies its marketable securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. Unrealized gains and losses on marketable debt securities classified as available-for-sale are reported net of the related tax effect in other comprehensive income/(loss).

Accounts receivables

Accounts receivable are presented net of the allowance for expected credit loss and consists of short term receivables that arise in the normal course of business. The Company performs ongoing credit evaluations of its customer’s financial condition and typically requires no collateral from its customers.

The Company adopted the Current Expected Credit Losses (“CECL”) guidance effective January 1, 2020. The Company maintains the allowance for estimated losses resulting from the inability of the Company’s customers to make required payments. The allowance represents the current estimate of lifetime expected credit losses over the remaining duration of existing accounts receivable considering current market conditions and supportable forecasts when appropriate. The estimate is a result of the Company’s ongoing evaluation of collectability, customer creditworthiness, historical levels of credit losses, and future expectations.

Changes in the allowance for credit losses are recognized in, general and administrative expenses. Accounts receivables are written-off against the allowance for credit losses when management deems the accounts are no longer collectible.

Property and equipment, net

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated on a straight-line basis over the following estimated useful lives:

	%
Computers and electronic equipment		15-33
Office furniture and lab equipment		6-20
Vehicles		33
Equipment and machinery		10-20
Leasehold Improvement		10
Land		N/A

The depreciable life of leasehold improvements is limited by the expected lease term, unless there is a transfer of title or a purchase option for the leased asset reasonably certain of exercise.

Intangible Assets, net

Goodwill

Goodwill reflects the excess of the consideration transferred plus the fair value of any non-controlling interest in the acquiree at the business combination date over the fair values of the identifiable net assets acquired. Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The Company allocates goodwill to its reporting units based on the reporting unit expected to benefit from the business combination. The primary items that generate goodwill include the value of the synergies between the acquired companies and the Company and the acquired assembled workforce, neither of which qualifies for recognition as an intangible asset. ASC 350, “Intangibles - Goodwill and other” (“ASC 350”) requires goodwill to be tested for impairment at the reporting unit level at least annually or between annual tests in certain circumstances and written down when impaired. ASC 350 allows an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. If the qualitative assessment does not result in a more likely than not indication of impairment, no further impairment testing is required. If it does result in a more likely than not indication of impairment, the quantitative goodwill impairment test two-step impairment test is performed. Alternatively, ASC 350 permits an entity to bypass the qualitative assessment for any reporting unit and proceed directly to performing the quantitative first step of the goodwill impairment test.

The provisions of the accounting standard for goodwill allow the Company to first assess qualitative factors to determine whether it is necessary to perform the next goodwill impairment quantitative test. Examples of events or circumstances that may be indicative of impairment include but are not limited to: macroeconomic and industry conditions, overall financial performance and adverse changes in legal, regulatory, market share and other relevant entity specific events. The carrying value of each reporting unit is determined by assigning the assets and liabilities, including the existing goodwill, to those reporting units. When necessary, the Company records charges for impairments of goodwill for the amount by which the carrying amount exceeds the fair value of these assets. No goodwill impairment charge was recorded in 2021.

other Intangible Assets, net

Definite life intangible assets are amortized using the straight-line method over their estimated period of useful life. Amortization of acquired developed technology, image big data, market platform, trade names, customer relationships and radiologist relationships are recorded under cost of revenues and selling and marketing expenses. In addition, the remaining amortization period for the impaired asset would be reassessed and, if necessary, revised.

Impairment of long-lived assets

The Company tests long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. Recoverability of long-lived assets is measured by comparing the carrying amount of the long-lived asset to the estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the sum of the expected undiscounted cash flow is less than the carrying amount of the asset, the Company recognizes an impairment loss, which is the excess of the carrying amount over the fair value of the asset, using the expected future discounted cash flows.

j. Severance pay

Israeli labor law generally requires severance pay be granted upon dismissal of an employee or upon termination of employment under certain other circumstances. Pursuant to Section 14 of the Severance Compensation Act, 1963 (“Section 14”), all of the Company’s employees in Israel are entitled to monthly deposits, at a rate of 8.33% of their monthly salary, made in their name with insurance companies. Payments under Section 14 relieve the Company from any future severance payment obligation with respect to those employees and, as such, the Company may only utilize the insurance policies for the purpose of disbursement of severance pay. As a result, the Company does not recognize an asset nor liability for these employees.

In 2021 and 2020, all of the employees of the Company and its subsidiary in Israel are subject to Section 14 of the Severance Law.

Legal and other contingencies

Certain conditions, such as legal proceedings, may exist as of the date the consolidated financial statements are issued that may result in a loss to the Company, but that will only be resolved when one or more future events occur or fail to occur. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s management evaluates with its legal advisors the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought. Such assessment inherently involves an exercise of judgment. Legal fees are expensed as incurred.

Management applies the guidance in ASC 450-20-25 when assessing losses resulting from contingencies. If the assessment of a contingency indicates that it is probable that a material loss would be incurred and the amount of the liability can be estimated, then the Company records an accrued expense in the Company’s consolidated financial statements based on its best estimate. Loss contingencies considered to be remote by management are generally not disclosed unless material. For additional information see note 11.

Revenue Recognition

The majority of the Company’s revenues are derived from radiology services fees received from various payors based on established billing rates. Revenues are derived directly from hospitals and healthcare providers. The Company recognizes revenue in the period in which the performance obligation is satisfied. The Company records the amount of revenue that reflects the consideration that it expects to receive in exchange for those services. The Company applies the following five-step model in order to determine this amount: (i) identification of the contract with a customer; (ii) identification of the promised services in the contract and determination of whether they represent performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

The Company records deferred revenue for any upfront payments received in advance of the Company’s performance obligations being satisfied. These contract liabilities consist principally of unearned radiology service fee.

Research and development expenses

Research and development expenses are charged to the statement of operations as incurred and consist primarily of personnel, materials and supplies for research and development activities.

Income tax

The Company accounts for income taxes in accordance with ASC 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, if necessary, to reduce deferred tax assets to their estimated realizable value if it is more likely than not that a portion or all of the deferred tax assets will not be realized, based on the weight of available positive and negative evidence. Deferred tax liabilities and assets are classified as non-current in accordance with ASU 2015-17.

Taxes that would apply in the event of disposal of investments in foreign subsidiaries have not been taken into account in computing the deferred income taxes, as it is the Company’s intent and ability to hold these investments.

The Company accounts for uncertain tax positions in accordance with ASC 740-10. ASC 740-10 contains a two-step approach to recognizing and measuring 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% (cumulative probability) likely to be realized upon ultimate settlement. The Company accrues interest and penalties related to unrecognized tax benefits under taxes on income (tax benefit).

Valuation allowances are provided unless it is more likely than not that the deferred tax asset will be realized. In the determination of the appropriate valuation allowances, the Company considers future reversals of existing taxable temporary differences, the most recent projections of future business results, prior earnings history, carryback and carry forward and prudent tax strategies that may enhance the likelihood of realization of a deferred tax asset. Assessments for the realization of deferred tax assets made at a given balance sheet date are subject to change in the future, particularly if earnings of a subsidiary are significantly higher or lower than expected, or if the Company takes operational or tax positions that could impact the future taxable earnings of a subsidiary.

Share-based compensation

The Company accounts for share-based compensation under ASC 718, “Compensation - Stock Compensation,” which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based payment awards made to non-employees, employees, officers and directors. ASC 718 requires companies to estimate the fair value of equity-based payment awards on the date of grant. The Company uses the Black-Scholes-Merton option-pricing model as part of such estimation.

Prior to the adoption of ASU 2018-07, warrants issued to consultants and other non-employees, as compensation for services provided to the Company, were accounted for based upon the fair value of the warrants. The fair value of the warrants granted was measured on a final basis at the end of the related service period and was recognized over the related service period using the straight-line method. After the adoption of ASU 2018-07, the measurement date for non-employee awards is the date of the grant. The compensation expense for non-employees is recognized without changes in the fair value of the award, over the requisite service period, which is the vesting period of the respective award using the straight line. The Company adopted ASU 2018-07 as of January 1, 2019 with no impact on its consolidated financial statements as all of the Company’s awards were fully vested at the adoption date.

The Company recognizes compensation expenses for its stock-based option awards and RSUs on a straight-line basis over the requisite service period (primarily a four-year period). The Company accounts for forfeitures as they occur.

Loss per share

Basic earnings per share is computed by dividing net income (loss) attributable to holders of ordinary shares of the Company by the weighted average number of ordinary shares outstanding for each reporting period.

In computing the Company’s diluted earnings per share, the denominator for diluted earnings per share is a computation of the weighted-average number of ordinary shares and the potential dilutive ordinary shares outstanding during the period. Potential dilutive ordinary shares outstanding include the dilutive effect of in-the-money options using the treasury stock method.

The Company did not take into account any dilutive instruments, such as investor warrants , share-based payments and earn-out liability - contingently issuable ordinary shares , since their effect, on a fully diluted basis, is anti-dilutive.

Fair value measurement

Fair value is based on the price that would be received from the sale of an asset or that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, the guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described as follows:

	Level 1:	Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.

	Level 2:	Observable prices that are based on inputs not quoted on active markets, but corroborated by market data.

	Level 3:	Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible and considers counterparty credit risk in its assessment of fair value.

The Company’s financial instruments consist mainly of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued expenses and other liabilities. The fair value of these financial instruments approximates their carrying values.

	Balance as of December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets:
Money market funds (*)		-		29,697				29,697
Marketable securities		-		89,911		-		89,911

Total assets		-		119,608		-		119,608

Liabilities:
Long term loan (**)		-		-		3,796		3,796
Contingent short term earnout liability		-		-		42,471		42,471
Contingent long-term earnout liability		-		-		5,814		5,814
Total liabilities		-		-		52,081		52,081

The Company classifies AFS securities within Level 2 because it uses alternative pricing sources and models utilizing market observable inputs to determine their fair value

(*)	As of December 31, 2021, approximately $29,697 thousand of debt securities were classified under “Cash and Cash equivalents” in the consolidated balance sheets as such securities met all applicable classification criteria.

(**) Since the loan was originated in September 2021, the fair value of the long term loan approximates its carrying value.

Concentration of Credit Risks

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, marketable securities and accounts receivable.

The Company’s cash and cash equivalents and restricted cash are invested with major banks in Israel, United States, Korea and Japan. Generally, these investments may be redeemed upon demand and the Company believes that the financial institutions that hold the Company’s cash balances are financially sound and, accordingly, bear minimal risk.

Offering Costs

Deferred offering costs directly relating to the Company’s private and initial public offering, were capitalized and offset against proceeds upon the consummation of the private and IPO transactions in shareholders’ equity.

Leases

On January 1, 2019 the Company adopted ASU No. 2016-02, Leases (“Topic 842”), The Company determines if an arrangement is a lease at inception. Balances related to operating leases are included in operating lease right-of-use (“ROU”) assets, current maturities of operating leases liabilities and Non-current operating leases liabilities in the consolidated balance sheets.

The Company also elected not separating lease components from non-lease components and to keep leases with an initial term of 12 months or less off the balance sheet and recognize the associated lease payments in the consolidated statements of operations on a straight-line basis over the lease term.

ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized as of the commencement date based on the present value of lease payments over the lease term. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The discount rate for the lease is the rate implicit in the lease unless that rate cannot be readily determined. As the Company’s leases do not provide an implicit rate, the Company’s uses its estimated incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term (see also note 7).

The Company presents unrecognized tax benefits as a reduction to deferred tax asset where a net operating loss, a similar tax loss, or a tax credit carryforward that are available, under the tax law of the applicable jurisdiction, to offset any additional income taxes that would result from the settlement of a tax position.

Segment reporting

ASC 280, “Segment Reporting,” establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is the Company’s Chief Executive Officer (the “CODM”), who makes resource allocation decisions and assesses performance based on financial information prepared on a consolidated basis, accompanied by disaggregated information about revenues, gross profit and operating loss by the three identified reportable segments. The Company’s business includes three operating segments based on the services that the Company provides. The three segments are composed from the Nanox.Arc segment, AI solutions and the Radiology services division segment.

Newly issued and recently adopted accounting pronouncements:

Accounting Pronouncements Adopted in Current year

. In December 2019, the FASB issued ASU 2019-12, Income Taxes (“Topic 740”): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles and simplification of areas such as franchise taxes, step-up in tax basis goodwill, separate entity financial statements and interim recognition of enactment of tax laws or rate changes. The guidance was effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company adopted this guidance since January 1, 2021, with no material impact on its consolidated financial statements.

In October 2021, the FASB issued ASU 2021-08 “Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”, which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers. The guidance will result in the acquirer recognizing contract assets and contract liabilities at the same amounts recorded by the acquire. The guidance should be applied prospectively to acquisitions occurring on or after the effective date. The guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted, including in interim periods, for any financial statements that have not yet been issued. The Company early adopted ASU 2021-08 since January 1, 2021, with no material impact on its consolidated financial statements.

Recently issued accounting pronouncements, not yet adopted

In August 2020, the FASB issued ASU 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).” This guidance simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The amendments to this guidance are effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. The Company will adopt this guidance effective January 1, 2022, with no material impact on its consolidated financial statements.

Business Combination and Other Transaction

12 Months Ended

Dec. 31, 2021

Business Combination and Other Transaction [Abstract]

BUSINESS COMBINATION AND OTHER TRANSACTION

NOTE 3 – BUSINESS COMBINATION AND OTHER TRANSACTION

The acquisition of Nanox AI Ltd (formerly Zebra Medical Vision Ltd.).

On November 4, 2021(“the merger date”), the Company, completed the merger (“the Nanox AI transaction”) pursuant to the terms of the Agreement and Plan of Merger, dated August 9, 2021 (with certain amendments), among the Company, Zebra Medical Vision Ltd. (“Zebra”) and Perryllion Ltd., as representative of Zebra’s equity holders. At November 4, 2021 the Company issued 3,249,142 ordinary shares of the Company and committed to issue 70,211 employee options and restricted stock units to the equity holders of Zebra with an estimated fair value at the closing date of $88,510 thousand, representing $26.57 per share in consideration for the fully outstanding shares on a fully diluted basis of Zebra. Out of which $315 thousand was allocated to the purchase consideration and $970 thousand was allocated to future services and continued employment and shall be expensed over remaining service periods of up to 4 years. The fair value of ordinary shares issued by the Company was determined using the Company’s closing trading price on the merger date. The consideration represented (a) the basic purchase price minus (b) certain transaction costs; plus (c) contingent consideration as a result of Zebra entering into a designated commercial agreement prior to closing; plus (d) additional contingent consideration as a result of Zebra achieving a designated milestone of obtaining a new FDA clearance for its population health product and additional consideration as a result of Zebra achieving designated milestones as further described below. In addition, if Zebra enters into any of the two additional designated commercial agreements within 6 months of the agreement execution date (August 9, 2021), then the Company will pay a deferred closing consideration in the amount of $3,333 thousand in shares for each agreement. The deferred closing consideration would be paid in the Company’s shares in the amount of the relevant instalment payment divided by the average closing price of the 30 trading days ending on the applicable agreement signing date. Further, if Zebra achieves the agreed milestones related to obtaining certain FDA clearances and security certifications, completing certain technology integration, or achieving certain revenue and employee retention targets over the next three years, the Company will pay additional consideration in the amount of up to $77,700 thousand. Each of these milestone instalments would be paid in the Company’s shares in the amount of the relevant instalment payment divided by the average closing price of the 30 trading days ending on the applicable milestone’s achievement date. Zebra changed its name to Nanox AI ltd. and Zebra Medical Vision Inc. (a fully owned subsidiary of Zebra, which is incorporated under the laws if the State of Delaware) changed its name to Nanox AI Inc.

The Nanox AI transaction was accounted in accordance with ASC 805, “Business Combinations”, using the acquisition method of accounting with the Company as the acquirer.

The following table summarizes the fair value of the consideration transferred to Nanox AI shareholders for the Nanox AI transaction:

	U.S.$ in thousand
Cash payments	$	-
Issuance of ordinary shares, options and RSUs		88,510
Contingent short term earnout liability		38,129
Contingent long term earnout liability		2,660
Total consideration	$	129,299

In accordance with ASC 805, the estimated contingent consideration as of the Nanox AI transaction date was included in the purchase price. The total contingent payments could reach to a maximum aggregate amount of up to $77,700 thousand, all shall be settled through the issuance of ordinary shares. The Company determined the fair value of the liabilities for the contingent consideration based on a probability-weighted discounted cash flow analysis. This fair value measurement is based on significant unobservable inputs in the market and thus represents a Level 3 measurement within the fair value hierarchy. The fair value of the contingent consideration is based on several factors, such as: the cash flows projected from the success of achievements of several achievement and payment of milestone events; the time and resources needed to achieve those milestones and the risk adjusted discount rate for fair value measurement. A probability of success factor was used in the fair value calculation to reflect inherent regulatory and commercial risk of the contingent payments. The weighted average discount rate, applied on the relative fair value of the contingent consideration liabilities, was 19%. The contingent consideration is evaluated quarterly, or more frequently, if circumstances dictate. Changes in the fair value of contingent consideration are recorded in consolidated statements of income. Significant changes in unobservable inputs, mainly the probability of success and cash flows projected, could result in material changes to the contingent consideration liabilities.

The allocation of the purchase price to assets acquired and liabilities assumed, including measurement period adjustments (, is as follows:

	Allocation of Purchase Price
	(U.S. $ in thousands)
Cash, cash equivalents and Restricted Cash	$	6,956
Accounts Receivables		99
Other current assets		430
Intangible assets		79,816
Goodwill		51,243
Other assets		1,693
Total assets acquired		140,237

Net deferred tax liabilities		3,413
Contingent short term earnout liability		38,129
Contingent long-term earnout liability		2,660
Convertible note (*)		3,000
Other labilities		4,525
Total liabilities assumed		51,727

Net assets acquired	$	88,510

(*)

A 3 years Convertible Loan Agreement, dated August 9, 2021 between the Company and Nanox AI in the amount of $3 million, which bears an annual interest of 6% and shall be automatically converted into the Nanox AI’s Preferred C Shares, at a price per share of $23.42. This loan is eliminated in the Consolidated financial statements.

The allocation of the purchase price to net assets acquired and liability assumed resulted in the recognition of intangible asset related to technology of $27,316 thousand which will be expensed over remaining service periods of 10 years, Image Big Data of $52,500 thousand which will be expensed over remaining service periods of 10 years, and goodwill of $51,243 thousand, which is primarily attributed to the expected synergies from combining the operations of Zebra’s AI solutions with the Company tomographic imaging systems. As such, the goodwill will be assigned to the operational segment of AI solutions. The goodwill amount is not deductible for tax purposes. The fair value estimate of the developed technology is determined using a variation of the income approach known as the “Multi-Period Excess Earnings Approach”. This valuation technique estimates the fair value of an asset based on market participants’ expectations of the cash flows an asset would generate over its remaining useful life. The net cash flows were discounted to present value. Due to the timing of the transaction closing date, the fair values assigned to assets acquired and liabilities assumed are preliminary, based on management’s estimates and assumptions and may be subject to change as additional information is received. We expect to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. Refer to notes 2c and 2h.

The amount of the acquisition-related costs was approximately $310 which was recognized as an expense in the general and administration expenses.

The results of operations of Nanox AI have been included in the consolidated financial statements since the date of the acquisition. The amounts of revenues and net loss related to Nanox AI that are included in the Company’s consolidated statements of operations for the period starting from the merger date to December 31, 2021, are $270 thousand and $4,157 thousand, respectively.

The following unaudited pro forma information presents the combined results of operations of the Company and Nanox AI as if the acquisition of Nanox AI had been completed on January 1, 2020.

The unaudited pro forma results include adjustments primarily related to amortization of the acquired intangible assets and share-based compensation associated with option grants as referenced above, as of January 1,2020. The unaudited pro forma results do not reflect any cost saving synergies from operating efficiencies, or the effect of the incremental costs incurred from integrating Nanox AI. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the acquisition of Nanox AI had occurred at the beginning of 2020.

	For the Year Ended December 31, 2021			For the Year Ended December 31, 2020
	US$ in thousand
Revenue	$	2,363		$	1,550
Net loss	$	(87,045	)	$	(69,875	)

The acquisition of USARAD Holding Inc. (the “USARAD transaction”)

On November 2, 2021 (the “USARAD closing date”), the Company completed the acquisition of 100% of the shares of USARAD Holdings, Inc., a Delaware corporation (“USARAD”), pursuant to the terms of the Stock Purchase Agreement, dated October 25, 2021, among the Company, USARAD, Dr. Michael Yuz, other holders of capital stock of USARAD, and holders of USARAD options. At the USARAD closing date, Nanox U.S. purchased 100% of the shares of USARAD on a fully diluted basis for $7,147 thousand in cash and 496,545 of the Company’s ordinary shares with an estimated fair value of $11,500 thousand. The number of ordinary shares issued by the Company was determined using the average closing trading price during the 30 trading days preceding to the closing date. The total consideration was approximately $18,647 thousand. In addition, upon the successful achievement of certain milestones related to profitability, EBITDA and other operational performance-based earnouts over 2 years, the Company will pay additional cash consideration in the amount of up to $2,000 thousand and stock consideration in the amount of up to $6,500 thousand at a per share value determined by the average of i) the volume weighted average closing share price of the 30 trading days prior to the relevant milestone completion, and (ii) the volume weighted average closing share price of the 30 trading days ending on August 6, 2021.. Revenue in the amount of $1,034 and net loss in the amount of $358 thousand of the acquiree included in the Company’s consolidated statements of operations for the year ended at December 31,2021.

The USARAD transaction was accounted in accordance with ASC 805, “Business Combinations”, using the acquisition method of accounting with the Company as the acquirer.

The following table summarizes the fair value of the consideration transferred to USARAD shareholders for the USARAD transaction:

	U.S. $ in thousands
Cash payments	$	7,147
Issuance of ordinary shares		11,500
Contingent consideration at estimated fair value		6,405
Total consideration	$	25,052

In accordance with ASC 805, the estimated contingent consideration as of the USARAD transaction date was included in the purchase price. The total contingent payments could reach to a maximum aggregate amount of up to $8,500 thousand. Approximately 23.52% of the payments shall be settled in cash, and 76.47% shall be settled through the issuance of ordinary shares. The estimated fair value of the contingent consideration is based on management’s assessment of whether, and at what level, the financial metrics will be achieved, and the present value factors associated with the timing of the payments. This fair value measurement is based on significant unobservable inputs in the market and thus represents a Level 3 measurement within the fair value hierarchy. Changes in the fair value of contingent consideration will be recorded in operating expenses. Additional payment of $144 thousand may be paid to USARAD’s shareholders if an approval of the PPP loan by the Federal Government will occur.

The allocation of the purchase price to assets acquired and liabilities assumed is as follows:

	Allocation of Purchase Price
	(U.S. $ in thousands)
Cash and cash equivalents	$	332
Accounts Receivables		912
Intangible assets		21,187
Goodwill		7,055
Other assets		33
Total assets acquired		29,519

Loan from a government agency		144
Other labilities		557
Net deferred tax liabilities		3,766
Contingent short term earnout liability		3,453
Contingent long term earnout liability		2,952
Total liabilities assumed		10,872

Net assets acquired	$	18,647

The allocation of the purchase price to net assets acquired and liability assumed resulted in the recognition of intangible asset related to retained radiologists of $17,770 thousand, customers’ relationship of $1,322 thousand, trademark of $2,095 thousand and goodwill of $7,055 thousand. As such, the goodwill will be assigned to the operational segment of radiology services. The intangible asset relates to retained radiologists has a useful-life of 11.17 years, the intangible asset relates to customers’ relationship has a useful-life of 6.17 years and the intangible asset relates to the trademark has a useful-life of 12.17 years. This fair value measurement is based on significant unobservable inputs in the market and thus represents a Level 3 measurement within the fair value hierarchy. The fair value of the contingent consideration is based on several factors, such as: the cash flows projected from the success of achievements of several achievement and payment of milestone events; the time and resources needed to achieve those milestones and the risk adjusted discount rate for fair value measurement. A probability of success factor was used in the fair value calculation to reflect inherent regulatory and commercial risk of the contingent payments. The weighted average discount rate, calculated based on the relative fair value of the contingent consideration liabilities, was 21.9%. The contingent consideration is evaluated quarterly, or more frequently, if circumstances dictate. Changes in the fair value of contingent consideration are recorded in consolidated statements of income. Significant changes in unobservable inputs, mainly the probability of success and cash flows projected, could result in material changes to the contingent consideration liabilities. Due to the timing of the transaction closing date, the fair values assigned to assets acquired and liabilities assumed are preliminary, based on management’s estimates and assumptions and may be subject to change as additional information is received. We expect to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. Refer to notes 2c and 2h.

During 2021, USARAD executed the standard loan documents required for securing a loan from the SBA under its Paycheck Protection Program Loan (“PPP”) assistance program in light of the impact of the COVID-19 pandemic on the Company’s business. Pursuant to that certain Loan Authorization and Agreement, the principal amount of the PPP Loan is $144, with proceeds to be used for working capital purposes. Interest accrues at the rate of 1.00 % per annum and the term of the loan is five years. After the completion of the acquisition USARAD applied for forgiveness of the loan. Per to the terms of the Stock Purchase Agreement, the Company will pay the forgiven amounts to the former shareholders of USARAD.

The amount of the acquisition-related costs was approximately $198 which was recognized as an expense in the general and administration expenses.

Pro forma results of operations related to the USARAD acquisition have not been prepared because they are not material to the Company’s consolidated financial statements.

The Assets acquisition of MDWEB LLC.

On November 3, 2021, the Company completed the acquisition of the market platform and other assets of MDWEB, LLC (“MDWEB”), pursuant to the terms of the Asset Purchase Agreement, dated October 21, 2021, between the Company and MDWEB. At the same date, the Company issued 64,715 of its ordinary shares to MDWEB with an estimated fair value of $1,500 thousand. In addition, upon the successful achievement of certain milestones related to technical integration of MDW platform with Nanox Cloud and achieving certain other operational targets, the Company will pay additional stock consideration in the amount of up to $1,500 thousand at a per share value determined by the average closing price of the 30 trading days ending on the applicable milestone’s achievement date. In addition, upon the successful achievement of certain milestones and other operational performance-based earnouts over 2 years, the Company will pay stock consideration in the amount of up to $1,500 thousand at a per share value determined by the average closing price of : (i) closing price of the 30 trading days ending on the applicable milestone’s achievement date: and (ii) the volume weighted average closing share price of the 30 trading days prior to the closing date. .

The Company will amortize the intangible assets on a straight-line basis over their expected useful life of 48 months. Refer to note 2h.

Goodwill & Intangible Assets, Net

12 Months Ended

Dec. 31, 2021

Goodwill & Intangible Assets, Net [Abstract]

GOODWILL & INTANGIBLE ASSETS, NET

NOTE 4 — GOODWILL & INTANGIBLE ASSETS, NET:

Goodwill

The following table presents the changes in the carrying amount of goodwill and the intangible assets as of December 31, 2021 (U.S. dollars in thousands):

Balance as of December 31, 2020	$	-
Goodwill from acquisition of Zebra		51,243
Goodwill from acquisition of USARAD		7,055
Balance as of December 31, 2021	$	58,298

Intangible assets

The acquired intangible assets has an estimated fair value as of December 31, 2021 of $101,826 thousand. The Identifiable intangible assets were recorded as follows (U.S. dollars in thousands):

	Weighted Average
	Useful Life (in Years)		Amount as of the merger/ acquisition date		Amortization expense for the period		Amount as of December 31, 2021

Developed technology		10	$	27,316	$	455	$	26,861
Image big data		10	$	52,500	$	875	$	51,625
Market platform		4	$	2,591	$	108	$	2,483
Radiologist relationships		11.17	$	17,770	$	265	$	17,505
Trade name		12.17	$	2,095	$	29	$	2,066
Customer relationships		6.17	$	1,322	$	36	$	1,286
Total			$	103,594	$	1,768	$	101,826

Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed periodically for impairment. Amortization expenses were $1,768 and $0 and $0 for the years ended December 31, 2021 and December 31, 2020 and December 31, 2019, respectively.

Amortization of intangible assets for each of the next five years and thereafter is expected to be as follows:

Year ended December 31,
2022	$	10,607
2023		10,607
2024		10,607
2025		10,499
2026 and thenafter		59,506
Total	$	101,826

Property and Equipment, Net

12 Months Ended

Dec. 31, 2021

Property and Equipment, Net [Abstract]

PROPERTY AND EQUIPMENT, NET

NOTE 5 - PROPERTY AND EQUIPMENT, NET:

Composition of property and equipment grouped by major classifications is as follows:

	%
Computers and electronic equipment		10-33
Office furniture and lab equipment		6-20
Vehicles		33
Machines		10-20
Leasehold Improvement		10
Land		N/A

	December 31,
	2021			2020
	(U.S. Dollars in thousands)

Office furniture and lab equipment		648			820
Computers and electronic equipment		1,109			151
Equipment and machinery		2,766			1762
Leasehold improvement		544			16
Vehicles		132			-
Land – See b below		6,314			6,297
Production line in construction – See b below		26,790			5,318
		38,303			14,364
Less: accumulated depreciation		(868	)		(344	)
Total property and equipment, net		37,435			14,020

	a.	Total depreciation in respect of property and equipment were approximately $524 thousand, $208 thousand and $53 thousand for the years ended December 31, 2021, 2020 and 2019, respectively.

	b.	In December 2020, Nanox Korea purchased a land for approximately $6.3 million upon which it intends to build a fabrication facility. In 2021, Nanox Korea completed the construction of the permanent fabrication plant.

Cash, Cash Equivalents and Restricted Cash

12 Months Ended

Dec. 31, 2021

Cash Equivalents and Restricted Cash [Abstract]

CASH, CASH EQUIVALENTS AND RESTRICTED CASH

NOTE 6 - CASH, CASH EQUIVALENTS AND RESTRICTED CASH:

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported on the consolidated balance sheet that sum to the same total amount as shown in the consolidated statement of cash flows.

	December 31,
	2021		2020
	(U.S. Dollars in thousands)
Cash and cash equivalents		66,645		213,468
Restricted bank deposit (1)		127		316
Total cash, cash equivalents and restricted cash shown in the statement of cash flows		66,772		213,784

(1)

As of December 31, 2021, the Company’s restricted cash consisted of a bank deposit that was denominated in New Israeli Shekel. Restricted deposit is presented at cost including accrued interest. This bank deposit is used as security for credit card use and collateralizing the Company’s lease contracts

Leases

12 Months Ended

Dec. 31, 2021

Leases [Abstract]

LEASES

NOTE 7 - LEASES:

As of December 31, 2021, the Company has several operating lease agreements for its car and facilities, as follows:

During the fourth quarter of 2019, the Company entered into an office lease agreement. This agreement was through December 31, 2021 with an option by the Company to extend the period for an additional 24 months. The Company exercised the option.

The monthly rent payment is approximately $13 thousand. During June 2020, the Company entered into an additional office lease agreement, expanded the space leased in 2019, through June 30, 2023. The monthly rent payment for this agreement is approximately $15 thousand. During November 2020the Company signed an additional lease agreement, for leasing another office complex through June 30, 2023. The monthly rent payment for this agreement is approximately $12 thousand. On December 31,2021, the Company exercised its option to extend the lease for additional period of 24 months.

The Company leases vehicles to some of its employees. The lease agreement is effective through June 30, 2023 and the monthly payment for this agreement is approximately $12 thousand.

Nanox Korea leases 3 vehicles to some employees. These lease agreements are effective through November 2023 to February 2024 and the monthly payment for these agreements is approximately $ 5 thousand.

In 2021 Nanox Korea leased approximately 390 square meters of space for a temporary fabrication facility and approximately 200 square meters of space for a research and development center in Korea. During 2021 this lease ended due to the transfer of the temporary fabrication facility to the Company’s permanent fabrication facility in Yongin, Geonggi province.

Nanox AI leases its offices in Israel under operating lease agreement which expires in November 22 2024. Nanox AI has an option to extend the period for an additional 24 months through November 2026. Nanox AI concluded that it is not reasonably certain that it will exercise the renewal option. Accordingly, such renewal option was not included in determining the lease term.

The monthly rent payment for this agreement is approximately $12 thousand and the management fee is $4.

The table below presents the effects on the amounts relating to the Company’s total lease costs:

	Year ended December 31,		Year ended December 31,
	2021		2020
	(U.S. Dollars in thousands)		(U.S. Dollars In thousands)
Operating lease cost:
Fixed payments		653		276
Short-term lease cost		48		65
Total operating lease cost		701		341

The table below presents supplemental cash flow information related to operating leases:

	Year ended December 31,		Year ended December 31,
	2021		2020
	(U.S. Dollars in thousands)		(U.S. Dollars in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases		507		169

Right-of-use assets obtained in exchange for lease obligations (non-cash):
Operating leases		194		1,085

The table below presents supplemental balance sheet information related to operating leases:

	December 31,		December 31,
	2021		2020
	(U.S. Dollars in thousands)		(U.S. Dollars in thousands)
Operating leases:
Operating lease right-of-use assets		1,725		1,359

Current maturities of operating leases		881		519
Non-current operating leases		950		923
Total operating lease liabilities		1,831		1,442

	December 31,			December 31,
	2021			2020
Weighted average remaining lease term
Operating leases		2.14			2.67

Weighted average discount rate
Operating leases		5.70	%		5.83	%

The table below presents maturities of operating lease liabilities:

	December 31,
	2021
	(U.S. Dollars in thousands)

2022		961
2023		745
2024		245
2025 and thereafter		-
Total operating lease payments		1,951
Less: imputed interest		120
Present value of lease liabilities		1,831

Deferred Revenue

12 Months Ended

Dec. 31, 2021

Deferred Revenue [Abstract]

DEFERRED REVENUE

NOTE 8 – DEFERRED REVENUE

The following table represents the changes in deferred revenue for the year ended December 31, 2021:

	Deferred Revenue
Balance at December 31, 2020	$	-

Increase due to the business combinations		483
Change in deferred revenue		179

Balance at December 31, 2021 (*)	$	662

●

Includes $415 thousand under long term deferred revenue in the Company’s consolidated balance sheets as of December 31, 2021.

Related Parties

12 Months Ended

Dec. 31, 2021

Related Party Liability [Abstract]

RELATED PARTIES:

NOTE 9 - RELATED PARTIES:

As of December 31, 2019, the Company recorded a Related Party Liability in an amount of $17.8 million, which represents the fair value of the shares that have been issued to Nanox PLC, based on the last financing round of the Company.

During January 2020, subject to entering into a share purchase agreement in the aggregate amount of at least $6 million, and a pre-money valuation of more than $100 million, the Company’s Board approved the issuance and allotment of 1,109,245 ordinary shares to Nanox PLC with the purchase price of $12.00 per share, which reflects a discount of 25% from the price of the last financing round of the Company. As a result, on January 30, 2020 the related party liability was settled into equity.

Related party balances at December 31, 2021 and December 31, 2020 consisted of the following:

	December 31, 2021		December 31, 2020
	(Dollars in thousands)
(a) Due from Illumigyn	$	3	$	27
(b) Due from Wellsense Technologies Ltd.		11		14
(c) Due from Six-Eye Interactive		1		(5	)
(c) Due from Six AI ltd.		3		-
Total from related parties	$	18	$	36

Related parties transactions:

	Year ended December 31,
	2021			2020			2019
	(U.S. Dollars in thousands)
Research and development – see d below		80			355			154
General and administrative – See c, e and f below		(191	)		(167	)		5,824

Six-Eye Interactive agreements for services

On June 1 2015, Nanox PLC entered into a consulting agreement with Six-Eye, a company owned by Ran Poliakine, the Company’s former Chief Executive Officer and one of major shareholders, pursuant to which Ran Poliakine agreed to provide services as Chief Strategy Officer and a member of the Executive Committee to Nanox PLC. On May 1, 2017, Nanox PLC entered into a services agreement with Six-Eye for the supply of ongoing services, which include research and development services, general and financial management (including accountancy), office management services and operational and supply services. According to the agreement between the parties, Nanox PLC reimburses Six-Eye for its actual direct expenses plus a 12% surplus charge. The agreements were terminated in September 2019. During the year ended December 31 2019 the total expenses to Six-Eye were $679 thousand. In addition to the services provided by Six-Eye during 2019, Six-Eye also paid directly to third-party consultants and suppliers on behalf of the Company in the amount of approximately $1,015 thousand prior to the completion of the Company’s equity financing.

d. Six AI Ltd Service agreement

On April 16, 2020, the Company entered into an agreement with SixAI Ltd. (hereinafter-“SixAI”) a company controlled by Ran Poliakine, the Company’s former Chief Executive Officer for certain software development and mechanical engineering services. The service agreement was effective as of March 1, 2020 and has been extended by mutual agreement of the parties several times, until terminated at December 31, 2021. During the years ended December 31, 2021 and 2020, the Company recorded an expense of $80 and $355 thousand, respectively. Mr. Poliakine currently serves as a member of the board of directors of SixAI and Mr. Poliakine is a significant shareholder of SixAI.

Illumigyn Ltd.

Illumigyn Ltd (hereinafter – “Illumigyn”) is a company in which Ran Poliakine, the Company’s former Chief Executive Officer, is a significant shareholder primarily through indirect holdings. Since November 1 2019, Illumigyn sub-leased in transaction approximately 1,800 square feet of private office space, including access to shared public spaces, from the office spaces which the Company leases in Neve Ilan, Israel. Illumigyn pays approximately $12 thousand per month. During the years ended December 31, 2021 and 2020, the Company received approximately $125 and $163 thousand, respectively in relation to the sub lease.

Wellsense Technologies Ltd.

Wellsense Technologies Ltd.(hereinafter – “Wellsense”) is a company in which Ran Poliakine, the Company’s former Chief Executive Officer, and Richard Stone, a member of the Company’s board of directors, are shareholders. Since February 2020, Wellsense has sub-leased private office space, including access to shared public spaces, from the Company in Neve Ilan, Israel. Wellsense pays approximately $7.0 thousand per month. During the years ended December 31, 2021 and 2020, the Company received $66 and $59 thousand, respectively in relation to the sub lease.

Employment Agreements

The Company has entered into an employment agreement with Ran Poliakine, the Company’s founder, Chairman of the Board of Directors, and former Chief Executive Officer. Pursuant to the agreement, if the Company terminates Ran Poliakine’s employment and waives his obligation to perform services during the notice period of 180 days, Ran Poliakine will be entitled to receive payments of his base salary and social benefits in lieu of notice for the waived period, up to the full notice period for an immediate termination. The agreement provides Ran Poliakine with a gross monthly base salary equal to $40 which was increased to $60 upon the consummation of the Company’s initial public offering.

On September 27, 2021, the Company and Erez Meltzer entered into an employment agreement, pursuant to which Mr. Meltzer agreed to serve as the Company’s new Chief Executive Officer (“The Meltzer Employment Agreement”). The Meltzer Employment Agreement commenced and became effective as of January 1, 2022 and shall continue for an indefinite period until it is terminated by either party. Pursuant to the terms of the Meltzer Employment Agreement, Mr. Meltzer will receive an annual base salary of nine hundred thousand dollars ($900) per year, and will be eligible for an annual incentive payment of up to one hundred percent (100%) of his base salary, which of them $450 will be guaranteed for the 2022 fiscal year if his employment is continued through the entire fiscal year, with the possibility to withdraw an advance payment on account of the 2022 annual bonus, subject to full recourse (clawback) if the bonus is not earned; Mr. Meltzer will be entitled to customary social benefits under Israeli law and practice pursuant to which the Company shall insure the CEO with a manager’s insurance policy or a pension fund, or a combination of both (whereby each will apply partially), all according to his election; Mr. Meltzer will be granted options to purchase 300,000 Ordinary Shares (the “Options”) which will vested equally over a period of 48 months as long as Mr. Melter will be employed by the Company. The Options shall be subject to the Company’s 2019 Equity Incentive plan and, to the extent possible, be granted pursuant to Section 102 of the Israeli Income Tax Ordinance, 5721-1961. The exercise price of the Options shall be $23.84 per share, a share price equals to the 30-day average of the Company’s share price on NASDAQ, prior to the date of approval of the CEO’s employment agreement by the Board on September 27, 2021. Such amount may be paid by the CEO by way of a cashless exercise mechanism; The agreement calls for a 6 months’ mutual notice of termination and 270 days if the Company provides notice during the first year of employment (except for “Cause” as defined in the employment agreement, in which case no prior notice will be required);

Service Agreement

In February 2021, the shareholders of the Company approved the entry into an agreement with Floyd Katske, effective as of October 1, 2020, whereby Floyd Katske will assist the Chief Executive Officer and the Company with various tasks given his medical knowledge, expertise and experience, as may be requested from time-to-time by the Company’s Chief Executive Officer. These tasks are in addition and unrelated to his role as a member of the board of directors of the Company. Floyd Katske will be paid with respect to such services $200 per hour, against an invoice. The services will be limited to 100 hours in any calendar month, according to hours approved by the Chairman. In addition, Floyd Katske will be paid cash compensation consisting of RSUs granted in each calendar quarter, in the amount calculated by dividing (i) two times the cash compensation paid during such quarter as aforesaid by (ii) the fair market value of our ordinary shares on the last trading day of such quarter. All tax consequences will be borne by Floyd Katske. The agreement may be terminated by 14 days’ written notice by either party. During the year ended December 31, 2021, the Company recorded an expense of $168 with regards to the cash payment and $473 thousand with regards to the RSUs portion of Floyds’ fees.

Long Term Loan

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

LONG TERM LOAN

NOTE 10 – LONG TERM LOAN

During September 2021, Nanox Korea entered into a 3 years Loan agreement with a Korean Bank, according to which the Bank granted the Company a loan in the amount of $3.8 million. The loan bears an annual interest at a rate of 3 months KORIBOR and 1.149 % , whereas interest payments are due on a monthly basis and the principal is due in the end of the loan term. The bank received a floating charge on the Company’s asset.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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Commitments and Contingencies [Abstract]

Commitments and Contingencies

12 Months Ended

Dec. 31, 2021

COMMITMENTS AND CONTINGENCIES

NOTE 11 - COMMITMENTS AND CONTINGENCIES:

From time to time, The Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

in September 2020, two securities class action complaints were filed in the United States District Court for the Eastern District of New York against the Company and certain current officers and a director, which were subsequently consolidated and captioned as White v. Nano-X Imaging Ltd. et al, Case No. 1:20-cv-04355, alleging violations of securities laws on behalf of all persons and entities that purchased or otherwise acquired the Company’s publicly traded securities between August 21, 2020 and September 15, 2020, and seeking unspecified damages. On December 7, 2020, proposed lead plaintiffs submissions were fully briefed and remain outstanding. As of December 31, 2021, the Company has not accrued any losses other than legal fees with connection to the above referenced complaints. The Company’s position is that the complaint has no merit and it will defend its position vigorously.

On October 5, 2021, a class action complaint was filed in the United States District Court for the Eastern District of New York against the Company and certain of its officers, captioned McLaughlin v. Nano-X Imaging Ltd. et al, Case No. 1:21-cv-05517. The plaintiff asserts claims on behalf of persons and entities that purchased or otherwise acquired the Company’s securities between June 17, 2021 and August 18, 2021, seeking unspecified damages. The plaintiff alleges that the defendants made materially false and misleading statements concerning the Company’s business, operations and compliance policies beginning on June 17, 2021, based on the Company’s U.S. Food and Drug Administration submissions. As of December 31, 2021, the Company has not accrued any losses other than legal fees with connection to the above referenced complaint. The Company’s position that the complaint has no merit and will defend its position vigorously.

On October 28, 2021, a complaint was filed in the United States District Court for the Central District of California against the Company, the Company’s recently-formed Delaware subsidiary and Nanox Gibraltar PLC (“Gibraltar”) from which the Company received certain assets, as well as Mr. Ran Poliakine and certain other unidentified parties, alleging several causes of action including breach of a consulting agreement between plaintiff and Gibraltar that was entered into in 2014. The plaintiff’s demand is for a payment of unpaid consulting fees from Gibraltar in the amount of approximately $1 million and approximately $29.5 million from the Company relating to his claimed entitlement to warrants in Gibraltar. The Company’s position is that the complaint against the Company has no merit, among other reasons, as it was not a party to the agreement with the plaintiff and it is not Gibraltar’s legal successor for any liabilities that Gibraltar may owe to the plaintiff, and it intends to defend its position vigorously.

The Division of Enforcement of the U.S. Securities & Exchange Commission (the “SEC”) has notified the Company that it is conducting an investigation to determine whether there had been any violations of the federal securities laws. The Company has been providing documents and information and has now received a subpoena from the SEC requesting that the Company provide documents and other information relating to the development cost of the Company’s Nanox.ARC prototypes, as well as the Company’s estimate for the cost of assembling the final Nanox.ARC product at scale. The Company is cooperating with the SEC in responding to its requests. The duration and outcome of this matter cannot be predicted at this time.

Shareholders' Equity

12 Months Ended

Dec. 31, 2021

Stockholders' Equity Note [Abstract]

SHAREHOLDERS’ EQUITY

NOTE 12 - SHAREHOLDERS’ EQUITY:

Share capital

Each holder of the Company’s ordinary shares is entitled to one vote. The holders of ordinary shares are also entitled to receive dividends whenever funds are legally available and declared by the Company’s Board of Directors (the “Board”). Since inception, the Company has not declared any dividends.

The following table presents the number of authorized and issued and outstanding shares as of each reporting date for each class of shares:

	December 31, 2021				December 31, 2020
	Authorized		Issued and Outstanding		Authorized		Issued and Outstanding
Ordinary shares		100,000,000		51,791,441		100,000,000		46,100,173
Total		100,000,000		51,791,441		100,000,000		46,100,173

Share based compensation

Share based compensation

On September 3, 2019, the Company’s Board resolved to adopt an equity incentive plan (the “Plan”). Based on such Plan, each option will be exercisable for one ordinary share of the Company and will become exercisable at such terms and during such periods, as the Board shall determine. Pursuant to the Plan (and further increase of option pool approved by the Board), 8,041,936 ordinary shares of NIS 0.01 par value of the Company are reserved for issuance upon the exercise of the same amount of awards to be granted to some of the Company’s employees, directors and consultants.

As of December 31, 2021, 1,841,838 ordinary shares reserved for the equity incentive plan. The Board also approved the Plan for the purpose of selecting the capital gains tax track, under Section 102 of the Israeli Income Tax Ordinance, for options granted to the Company’s Israeli employees.

Share-based compensation to non-employees

The following table summarizes share-based awards to non-employees for the period ended December 31, 2021 and December 31, 2020:

	Year ended December 31,					Year ended December 31,
	2021					2020
	Number of			Weighted		Number of			Weighted
	share-based			average		share-based			average
	payment			exercise		payment			exercise
	awards			price		awards			price
Outstanding at beginning of year		3,372,626		$	5.27		3,410,406		$	1.89
Changes during the year:
Granted		180,319			40.12		1,327,957		$	13.70
Exercised		(1,043,142	)		7.66		*(1,267,012	)	$	8.94
Forfeited		(118,954	)		10.18		-			-
Expired		(66,606	)		16.37		-			-
Cancelled		-			-		(98,725	)		1.92
Outstanding at end of year		2,324,243			6.17		3,372,626		$	5.27
Exercisable at end of year		1,618,777			3.35		2,191,042		$	5.67

Out of which 404,704 and 1,027,151 awards were exercised on a cashless basis in 2021 and 2020, respectively.

The fair value of each granted award is estimated at the date of grant using the Black- Scholes option-pricing model. The assumptions used for the year ended December 31, 2021 and year ended at December 31, 2020 are as follows:

	Year ended December 31, 2021	Year ended December 31, 2020
Dividend yield	0	0
Expected volatility	50.27% - 52.71%	57.34%-44.40%
Risk-free interest rate	0.66% - 1.61%	0.27%-1.61%
Contractual term (years)	0–10	5–10

The expected volatility is based on the historical volatility of comparable companies. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected term of the awards granted in dollar terms. The Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. Accordingly, as to ordinary course options granted, the expected term was determined using the simplified method, which takes into consideration the option’s contractual life and the vesting periods (for non-employees, the expected term is equal to the option’s contractual life.

The following table summarizes information concerning outstanding and exercisable awards as of December 31, 2021 and 2020:

December 31, 2021
Awards outstanding						Awards exercisable
		Number of		Weighted		Number of		Weighted
		awards		average		award		average
		outstanding		remaining		exercisable		remaining
Exercise		at end of		contractual		at end of		contractual
price		year		life (years)		year		life (years)
$	1.92		192,927		0.04		192,927		0.04
$	2.21		1,769,513		7.89		1,288,236		7.89
$	16.00		161,484		5.43		114,477		4.22
$	23.19		21,000		9.78		-		-
$	23.84		30,000		9.88		-		-
$	30.93		20,000		8.81		20,000		8.81
$	30.66		12,000		9.53		-		-
$	40.21		17,319		9.19		3,137		9.19
$	49.68		100,000		9.05		-		-

December 31, 2020
Awards outstanding						Awards exercisable
		Number of		Weighted		Number of		Weighted
		awards		average		award		average
		outstanding		remaining		exercisable		remaining
Exercise		at end of		contractual		at end of		contractual
price		year		life (years)		year		life (years)
$	0.01		186,815		0.33		186,815		0.33
$	1.92		269,714		1.18		269,714		1.18
$	2.21		2,191,349		6.22		1,188,914		6.22
$	16.00		444,748		8.89		283,933		8.89
$	18.00		260,000		3.86		260,000		3.86
$	30.93		20,000		9.81		1,666		9.81

Share-based compensation to employees, officers and directors

During 2021, the Company granted to certain employees, officers and directors awards to purchase 1,418,665 of the Company’s ordinary shares for an average exercise price of $27.57. Most of the awards agreement term is 10 years unless the agreement is terminated, 4 years vesting period with a one-year cliff.

	Year ended					Year ended
	December 31, 2021					December 31, 2020
	Number of			Weighted		Number of			Weighted
	share-based			average		share-based			average
	payment awards			exercise price		payment awards			exercise price
Outstanding at beginning of year		2,381,125		$	4.14		1,667,267		$	2.21
Changes during the year:
Granted		1,418,665		$	27.57		730,734			13.53
Issued due to business combination		117,536			0.00		-			-
Exercised		(837,724	)		3.11		-			-
Forfeited		(318,672	)		19.69		-			-
Expired		-			-		-			-
Cancelled		-			-		(16,876	)		2.21
Outstanding at end of year		2,760,930		$	15.85		2,381,125			4.14
Exercisable at end of year		845,356		$	3.58		1,061,778			2.80

The fair value of each granted award is estimated at the date of grant using the Black- Scholes option-pricing model. The assumptions used as of December 31, 2021 and 2020 are as follows:

	2021		2020
Dividend yield		0		0
Expected volatility		50.27%-51.84%		45.11%-55.97%
Risk-free interest rate		0.66%-1.61%		0.23%-1.61%
Contractual term (years)		10		10

The expected volatility is based on the historical volatility of comparable companies. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected term of the awards granted in dollar terms. The Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. Accordingly, as to ordinary course options granted, the expected term was determined using the simplified method, which takes into consideration the option’s contractual life and the vesting periods. The following table summarizes information concerning outstanding and exercisable awards as of December 31, 2021 and 2020:

December 31, 2021
Awards outstanding						Awards exercisable
		Number of		Weighted		Number of		Weighted
		awards		average		awards		average
		outstanding		remaining		exercisable		remaining
Exercise		at end of		contractual		at end of		contractual
price		year		life (years)		year		life (years)
	$0.00-0.01		120,757*)		-		73,679		-
	$2.21		1,130,143		7.95		716,448		7.95
	$16.00		88,500		7.48		35,791		6.09
	$17.63-$64.61		1,421,530		9.68		19,438		8.98

Including 47,793 RSUs that were granted to the employees of Nanox AI at the completion of the merger and 3,221 RSUs that were issued in consideration for services.

December 31, 2020

Awards outstanding

Awards exercisable

Number of

Weighted

Number of

Weighted

awards

average

awards

average

outstanding

remaining

exercisable

remaining

Exercise

at end of

contractual

at end of

contractual

price

year

life (years)

year

life (years)

$2.21

1,995,625

9.05

1,019,695

9.05

$16.00

205,000

9.62

37,917

9.62

$26.56-$59.20

180,500

9.93

4,167

9.93

Share-based compensation expenses

	Year Ended December 31,
	2021		2020		2019
	(U.S. dollars in thousands)
Cost of revenue		51		-		-
Research and development		3,248		3,384		661
Sales and Marketing (*)		2,442		9,252		617
General and administrative		13,065		12,145		14,967

		18,806		24,781		16,245

(*)

On October 26, 2020, the Company entered into an amendment to a business development agreement (“the Agreement”) dated February 4, 2020 with two service providers pursuant to which the Company paid an aggregate one-time payment of $400 thousand plus VAT and issued to them warrants to purchase an aggregate of 650,000 ordinary shares at an exercise price of $18 per share with a graded vesting ending 10 weeks following the grant date (subject to a standard cashless exercise provision). As a result, the Company recorded an expense of $6.1 million for the warrants granted. The service providers waived any and all past, present and future compensation to which they are or may be entitled pursuant to the Agreement and all activities undertaking on behalf of the Company, including the right to a percentage from future revenues from any of the Company’s systems and the issuance of warrants.

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.

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Income Tax

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

INCOME TAX

NOTE 13 - INCOME TAX:

Basis of taxation

Current tax is calculated with reference to the profit of the Company and its subsidiaries in their respective countries of operation. Set out below are details in respect of the significant jurisdictions where the Company and its subsidiaries operate and the factors that influenced the current and deferred taxation in those jurisdictions:

Israel

The Company and Nanox AI Ltd are taxed under the laws of the State of Israel at a corporate tax rate of 23%.

In 2021, 2020 and 2019, the Company is at a loss position and therefore has no corporate tax liability. As of December 31, 2021, 2020 and 2019, the Company has a carry forward loss of approximately $56.3 million, $32.3 million and $2.3 million, respectively. Such carry forward loss has no expiration date.

In 2021, 2020 and 2019, Nanox AI Ltd. is at a loss position and therefore has no corporate tax liability. As of December 31, 2021, 2020 and 2019, Nanox AI Ltd. has a carry forward loss of approximately $61.9 million, $45.3 million and $17.6 million, respectively. Such carry forward loss has no expiration date.

United States

The principal federal tax rate applicable to the U.S. subsidiaries is 21%.

Korea

Nanox Korea is subject to a Corporate income tax with accordance with the Korean tax law. The tax rate ranges between 10% to 25%, depending on the companies’ taxable income. In Addition, Nanox Korea is subject to a Local income tax of 10%. In 2021, Nanox Korea was at a loss position and therefore had no corporate tax liability. As of December 31, 2021 and 2020, Nanox Korea has a carry forward loss of approximately $7.1 million and $0.2 million, respectively. Such carry forward loss has 15 years expiration date.

Japan

Nanox Inc. is subject to national corporate income tax, and enterprise tax, which, in the aggregate resulted in effective tax rate of approximately 33.59%.

Income (loss) Before Income Taxes:

Income (loss) before income taxes consisted of the following for the periods indicated:

	Year Ended December 31
	2021			2020			2019
	U.S. dollars in thousands
Domestic (Israel)		(56,609	)		(43,449	)		(22,588	)
Foreign		(5,237	)		(366	)		25
Loss before income taxes		(61,846	)		(43,815	)		(22,563	)

Income tax expenses consisted of the following for the periods indicated:

	Year Ended December 31
	2021			2020		2019
	U.S. dollars in thousands
Domestic (Israel)		(57	)		-		-
Foreign		9			-		-

Income tax expenses		(48	)		-		-

Taxes on Income:

Taxes on income for the years ended December 31, 2021, 2020 and 2019 were comprised of the following:

	December 31
	2021			2020		2019

	U.S. dollars in thousands
Current:
Domestic		-			—		—
Foreign		68			-		-

Total		68			-		-

Deferred:
Domestic		(57	)		—		—
Foreign		(59	)		—		—

Total		(116	)		—		—

Provision for income taxes		(48	)		-		-

A reconciliation our theoretical income tax expense to actual income tax expense is as follows:

	December 31
	2021			2020			2019
	U.S. dollars in thousands
Loss before taxes on income		(61,846	)		(43,815	)		(22,563	)
Statutory tax rate in Israel		23	%		23	%		23	%
Theoretical tax benefit		(14,225	)		(10,077	)		(5,189	)

Increase (decrease) in taxes resulting from:
Effect of different tax rates applicable in foreign jurisdictions		(110	)		-			-
Operating losses and other temporary differences for which valuation allowance was provided		6,174			7,235			701
Permanent differences		8,113			2,842			4,480
Actual tax benefit		(48	)		-			-

Deferred tax assets

Nanox IL’s deferred tax asset as of December 31, 2021 and December 31, 2020 was related to tax losses accumulated and carryforward. The reconciling item between the statutory tax rate of the Company and the effective tax rate is the change in valuation allowance in respect of tax benefits from carried forward tax losses due to uncertainty of the realization of such tax benefits.

The components of the Company’s deferred tax assets and liabilities as of December 31, 2021 and 2020 were as follows:

	December 31
	2021			2020
	U.S. dollars in thousands
Deferred tax assets:
Tax loss carryforwards		30,234			7,480
Research and development		4,010			1,213
Employee and payroll accrued expenses		304			96
Other		109			-
Total deferred tax assets		34,657			8,789
Less deferred tax liabilities		(21,775	)		-
Deferred tax assets, net		12,882			8,789
Less valuation allowance for deferred tax assets		(12,882	)		(8,789	)

Deferred tax assets					—

Significant judgment is required in determining any valuation allowance recorded against deferred tax assets. In assessing the need for a valuation allowance, the Company considered all available evidence, including past operating results, the most recent projections for taxable income, and prudent and feasible tax planning strategies. The Company reassess its valuation allowance periodically and if future evidence allows for a partial or full release of the valuation allowance, a tax benefit will be recorded accordingly.

As of December 31, 2021, and 2020, the Company has recorded a full valuation allowance of $12,882 and $8,789 thousand with regard to its deferred taxes (which is mainly tax loss carryforwards temporary differences due to unallowed research and development expenses) generated in Israel, respectively.

	U.S. dollars in thousands
Valuation allowance, December 31, 2020	$	8,789
Increase due to business combination		2,530
Increase		1,563
Valuation allowance, December 31, 2021	$	12,882

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.

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Use of estimates in the preparation of financial statements

Segments of Operations

12 Months Ended

Dec. 31, 2021

Segments Of Operations [Abstract]

SEGMENTS OF OPERATIONS

NOTE 14 - SEGMENTS OF OPERATIONS

The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable operating segments. The Company manages its business primarily on a service basis. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments. The Company’s reportable segments consist of the Nanox ARC, Radiology services division and AI solutions divisions. Each one is managed separately to better align with the Company’s customers and distribution partners and the unique market dynamics of each segment. Operating income for each segment includes net sales to third parties, related cost of sales and operating expenses directly attributable to the segment. Operating loss for each segment excludes other income and expense and certain expenses managed outside the reportable segments. Costs excluded from segment operating income include various corporate expenses such as income taxes. The Company does not include intercompany transfers between segments for management reporting

The accounting policies of the various segments are the same as those described in Note 2, “Summary of Significant Accounting Policies.” The Company evaluates the performance of its reportable operating segments based on net sales and operating loss.

	Year ended December 31, 2021
	Nanox. ARC			Radiology Services			AI Solutions			Total

Revenues	$	-		$	1,034		$	270		$	1,304
Segment operating loss		(56,875	)		(530	)		(4,153	)		(61,558	)
Financial income											288
Loss before taxes on income											(61,846	)

Depreciation and amortization expenses		458			441			1,393			2,292
Stock based compensation	$	18,433		$	37		$	336		$	18,806

	Year ended December 31, 2020
	Nanox. ARC			Radiology Services		AI Solutions		Total

Segment operating loss		(43,923	)		-		-		(43,923	)
Financial expense									108
Loss before taxes on income									(43,815	)

Depreciation		208			-		-		208
Stock based compensation	$	24,781		$	-	$	-	$	24,781

	Year ended December 31, 2019
	Nanox. ARC			Radiology Services		AI Solutions		Total

Segment operating loss		(22,571	)		-		-		(22,571	)
Financial income									8
Loss before taxes on income									(22,563	)

Depreciation		53			-		-		53
Stock based compensation	$	16,245		$	-	$	-	$	16,245

For the year ended December 31, 2021, the Company’s revenues in the United States of America constitutes approximately 98% of the Company’s total revenue. For the year ended December 31, 2021 no individual customer exceeded 10% of our total revenue or total accounts receivables.

Property and Equipment by Geography

	Year Ended December 31
	2021		2020
Israel		3,381		2,065
South Korea		33,836		11,675
Unites States		22		-
Japan		196		280
		37,435		14,020

Loss Per Share

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

LOSS PER SHARE

NOTE 15 - LOSS PER SHARE:

Basic

Basic loss per share is calculated by dividing the loss attributable to the Company’s owners by the weighted average number of ordinary shares in issue.

	Year ended December 31,
	2021			2020			2019
Net loss attributable to Company’s owners	$	(61,798	)	$	(43,815	)		(22,563	)

The weighted average of the number of ordinary shares (in thousands)		48,216			35,654			25,181
Basic and diluted loss per share	$	(1.28	)	$	(1.23	)		(0.90	)

For the calculation of loss per share, the Company used the net loss attributable to Company’s owners divided by the weighted average number of the Company’s ordinary shares for the years ended December 31, 2021, 2020 and 2019.

Diluted

As of December 31, 2021, and 2020 the Company had 2,505,370 and 3,173,186 warrants, respectively and 4,842,342 and 4,673,104 options, respectively. As of December 31, 2019, the Company had 5,548,649 warrants and 3,654,464 options. These warrants and awards were not considered when calculating diluted loss per share since their effect is anti-dilutive. In addition, contingently issuable ordinary shares that are issuable based on certain conditions (see Note 3) are not included in the potential dilutive shares in calculating the diluted loss per share.

Subsequent Events

12 Months Ended

Dec. 31, 2021

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 16 - SUBSEQUENT EVENTS:

On January 19, 2022, the Company issued 89,286 additional shares to the former shareholders of Nanox AI due to partial achievement of a milestone that occurred post-closing. The fair value of the shares at the issuance date was $952.

In March 2022, the Company leased and addition space of 105 square meters in Neve Ilan for a period of 3 years.

On March 28, 2022, the Board of Directors of the Company nominated Mr. Erez Alroy as a member of the Board of the Company. Mr. Alroy replaces Mr. Fenig who retires from his membership at the Board of the Company.

On January 25, 2022, Magistrate Judge Peggy Kuo appointed Davian Holdings Limited as Lead Plaintiff in the McLaughlin v. Nano-X Imaging Ltd. et al, Case No. 1:21-cv-05517. On April 12, 2022 and in the same case, the Lead Plaintiff filed an amended complaint, which alleges that defendants violated the federal securities laws in connection with certain disclosures concerning the cost of the Nanox.Arc system as well as the comparison of the Nanox.Arc to CT scanners. Lead Plaintiff seeks to represent a class of investors who purchased the Company’s publicly-traded securities between August 21, 2020 and November 17, 2021. The Company has not yet responded to the amended complaint and intends to defend these actions vigorously.

Accounting Policies, by Policy (Policies)

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Use of estimates in the preparation of financial statements

Functional currency

Functional currency

Business Combinations

Business Combinations

Cash and cash equivalents

Cash and cash equivalents

Marketable Securities

Marketable Securities

Accounts receivables

Accounts receivables

Property and equipment, net

Property and equipment, net

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated on a straight-line basis over the following estimated useful lives:

	%
Computers and electronic equipment		15-33
Office furniture and lab equipment		6-20
Vehicles		33
Equipment and machinery		10-20
Leasehold Improvement		10
Land		N/A

The depreciable life of leasehold improvements is limited by the expected lease term, unless there is a transfer of title or a purchase option for the leased asset reasonably certain of exercise.

Intangible Assets, net

Intangible Assets, net

Goodwill

other Intangible Assets, net

Impairment of long-lived assets

Impairment of long-lived assets

Severance pay

Severance pay

In 2021 and 2020, all of the employees of the Company and its subsidiary in Israel are subject to Section 14 of the Severance Law.

Legal and other contingencies

Legal and other contingencies

Revenue Recognition

Revenue Recognition

Research and development expenses

Research and development expenses

Research and development expenses are charged to the statement of operations as incurred and consist primarily of personnel, materials and supplies for research and development activities.

Income tax

Income tax

Concentration of Credit Risks

Share-based compensation

Loss per share

Loss per share

Fair value measurement

Fair value measurement

	Level 1:	Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.

	Level 2:	Observable prices that are based on inputs not quoted on active markets, but corroborated by market data.

	Level 3:	Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.

	Balance as of December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets:
Money market funds (*)		-		29,697				29,697
Marketable securities		-		89,911		-		89,911

Total assets		-		119,608		-		119,608

Liabilities:
Long term loan (**)		-		-		3,796		3,796
Contingent short term earnout liability		-		-		42,471		42,471
Contingent long-term earnout liability		-		-		5,814		5,814
Total liabilities		-		-		52,081		52,081

The Company classifies AFS securities within Level 2 because it uses alternative pricing sources and models utilizing market observable inputs to determine their fair value

(*)	As of December 31, 2021, approximately $29,697 thousand of debt securities were classified under “Cash and Cash equivalents” in the consolidated balance sheets as such securities met all applicable classification criteria.

(**) Since the loan was originated in September 2021, the fair value of the long term loan approximates its carrying value.

Concentration of Credit Risks

Offering Costs

Offering Costs

Leases

Leases

Segment reporting

Segment reporting

Newly issued and recently adopted accounting pronouncements

Newly issued and recently adopted accounting pronouncements:

Accounting Pronouncements Adopted in Current year

Recently issued accounting pronouncements, not yet adopted

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Schedule of property and equipment

	%
Computers and electronic equipment		15-33
Office furniture and lab equipment		6-20
Vehicles		33
Equipment and machinery		10-20
Leasehold Improvement		10
Land		N/A

Schedule of financial assets and liabilities measured fair value

	Balance as of December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets:
Money market funds (*)		-		29,697				29,697
Marketable securities		-		89,911		-		89,911

Total assets		-		119,608		-		119,608

Liabilities:
Long term loan (**)		-		-		3,796		3,796
Contingent short term earnout liability		-		-		42,471		42,471
Contingent long-term earnout liability		-		-		5,814		5,814
Total liabilities		-		-		52,081		52,081

(*)	As of December 31, 2021, approximately $29,697 thousand of debt securities were classified under “Cash and Cash equivalents” in the consolidated balance sheets as such securities met all applicable classification criteria.

(**) Since the loan was originated in September 2021, the fair value of the long term loan approximates its carrying value.

Business Combination and Other Transaction (Tables)

12 Months Ended

Dec. 31, 2021

Business Combination and Other Transaction [Abstract]

Schedule of fair value consideration transferred

	U.S.$ in thousand
Cash payments	$	-
Issuance of ordinary shares, options and RSUs		88,510
Contingent short term earnout liability		38,129
Contingent long term earnout liability		2,660
Total consideration	$	129,299

	U.S. $ in thousands
Cash payments	$	7,147
Issuance of ordinary shares		11,500
Contingent consideration at estimated fair value		6,405
Total consideration	$	25,052

Schedule of the purchase price to assets acquired and liabilities assumed

	Allocation of Purchase Price
	(U.S. $ in thousands)
Cash, cash equivalents and Restricted Cash	$	6,956
Accounts Receivables		99
Other current assets		430
Intangible assets		79,816
Goodwill		51,243
Other assets		1,693
Total assets acquired		140,237

Net deferred tax liabilities		3,413
Contingent short term earnout liability		38,129
Contingent long-term earnout liability		2,660
Convertible note (*)		3,000
Other labilities		4,525
Total liabilities assumed		51,727

Net assets acquired	$	88,510

	Allocation of Purchase Price
	(U.S. $ in thousands)
Cash and cash equivalents	$	332
Accounts Receivables		912
Intangible assets		21,187
Goodwill		7,055
Other assets		33
Total assets acquired		29,519

Loan from a government agency		144
Other labilities		557
Net deferred tax liabilities		3,766
Contingent short term earnout liability		3,453
Contingent long term earnout liability		2,952
Total liabilities assumed		10,872

Net assets acquired	$	18,647

Schedule of acquisition of Nanox AI

	For the Year Ended December 31, 2021			For the Year Ended December 31, 2020
	US$ in thousand
Revenue	$	2,363		$	1,550
Net loss	$	(87,045	)	$	(69,875	)

Goodwill & Intangible Assets, Net (Tables)

12 Months Ended

Dec. 31, 2021

Goodwill & Intangible Assets, Net [Abstract]

Schedule of goodwill and the intangible assets

Balance as of December 31, 2020	$	-
Goodwill from acquisition of Zebra		51,243
Goodwill from acquisition of USARAD		7,055
Balance as of December 31, 2021	$	58,298

Schedule of intangible assets

	Weighted Average
	Useful Life (in Years)		Amount as of the merger/ acquisition date		Amortization expense for the period		Amount as of December 31, 2021

Developed technology		10	$	27,316	$	455	$	26,861
Image big data		10	$	52,500	$	875	$	51,625
Market platform		4	$	2,591	$	108	$	2,483
Radiologist relationships		11.17	$	17,770	$	265	$	17,505
Trade name		12.17	$	2,095	$	29	$	2,066
Customer relationships		6.17	$	1,322	$	36	$	1,286
Total			$	103,594	$	1,768	$	101,826

Schedule of Amortization of intangible assets for each of the next five years and thereafter

Year ended December 31,
2022	$	10,607
2023		10,607
2024		10,607
2025		10,499
2026 and thenafter		59,506
Total	$	101,826

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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Property and Equipment, Net [Abstract]

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2021

Schedule of property and equipment

	%
Computers and electronic equipment		10-33
Office furniture and lab equipment		6-20
Vehicles		33
Machines		10-20
Leasehold Improvement		10
Land		N/A

Schedule of property and equipment

	December 31,
	2021			2020
	(U.S. Dollars in thousands)

Office furniture and lab equipment		648			820
Computers and electronic equipment		1,109			151
Equipment and machinery		2,766			1762
Leasehold improvement		544			16
Vehicles		132			-
Land – See b below		6,314			6,297
Production line in construction – See b below		26,790			5,318
		38,303			14,364
Less: accumulated depreciation		(868	)		(344	)
Total property and equipment, net		37,435			14,020

Cash, Cash Equivalents and Restricted Cash (Tables)

12 Months Ended

Dec. 31, 2021

Cash Equivalents and Restricted Cash Table[Abstract]

Schedule of reconciliation of cash, cash equivalents and restricted cash

	December 31,
	2021		2020
	(U.S. Dollars in thousands)
Cash and cash equivalents		66,645		213,468
Restricted bank deposit (1)		127		316
Total cash, cash equivalents and restricted cash shown in the statement of cash flows		66,772		213,784

(1)

Leases (Tables)

12 Months Ended

Dec. 31, 2021

Leases [Abstract]

Schedule of the compnay's total lease costs

	Year ended December 31,		Year ended December 31,
	2021		2020
	(U.S. Dollars in thousands)		(U.S. Dollars In thousands)
Operating lease cost:
Fixed payments		653		276
Short-term lease cost		48		65
Total operating lease cost		701		341

Schedule of supplemental cash flow information related to operating leases

	Year ended December 31,		Year ended December 31,
	2021		2020
	(U.S. Dollars in thousands)		(U.S. Dollars in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases		507		169

Right-of-use assets obtained in exchange for lease obligations (non-cash):
Operating leases		194		1,085

Schedule of supplemental balance sheet information

	December 31,		December 31,
	2021		2020
	(U.S. Dollars in thousands)		(U.S. Dollars in thousands)
Operating leases:
Operating lease right-of-use assets		1,725		1,359

Current maturities of operating leases		881		519
Non-current operating leases		950		923
Total operating lease liabilities		1,831		1,442

	December 31,			December 31,
	2021			2020
Weighted average remaining lease term
Operating leases		2.14			2.67

Weighted average discount rate
Operating leases		5.70	%		5.83	%

Schedule of maturities of operating lease liabilities

	December 31,
	2021
	(U.S. Dollars in thousands)

2022		961
2023		745
2024		245
2025 and thereafter		-
Total operating lease payments		1,951
Less: imputed interest		120
Present value of lease liabilities		1,831

Deferred Revenue (Tables)

12 Months Ended

Dec. 31, 2021

Deferred Revenue [Abstract]

Schedule of Deferred Revenue

	Deferred Revenue
Balance at December 31, 2020	$	-

Increase due to the business combinations		483
Change in deferred revenue		179

Balance at December 31, 2021 (*)	$	662

Related Parties (Tables)

12 Months Ended

Dec. 31, 2021

Related Party Liability [Abstract]

Schedule of related party

	December 31, 2021		December 31, 2020
	(Dollars in thousands)
(a) Due from Illumigyn	$	3	$	27
(b) Due from Wellsense Technologies Ltd.		11		14
(c) Due from Six-Eye Interactive		1		(5	)
(c) Due from Six AI ltd.		3		-
Total from related parties	$	18	$	36

	Year ended December 31,
	2021			2020			2019
	(U.S. Dollars in thousands)
Research and development – see d below		80			355			154
General and administrative – See c, e and f below		(191	)		(167	)		5,824

Shareholders' Equity (Tables)

12 Months Ended

Dec. 31, 2021

Shareholders' Equity (Tables) [Line Items]

Schedule of issued and outstanding

	December 31, 2021				December 31, 2020
	Authorized		Issued and Outstanding		Authorized		Issued and Outstanding
Ordinary shares		100,000,000		51,791,441		100,000,000		46,100,173
Total		100,000,000		51,791,441		100,000,000		46,100,173

Schedule of share-based awards to employees, officers and directors

	Year ended December 31,					Year ended December 31,
	2021					2020
	Number of			Weighted		Number of			Weighted
	share-based			average		share-based			average
	payment			exercise		payment			exercise
	awards			price		awards			price
Outstanding at beginning of year		3,372,626		$	5.27		3,410,406		$	1.89
Changes during the year:
Granted		180,319			40.12		1,327,957		$	13.70
Exercised		(1,043,142	)		7.66		*(1,267,012	)	$	8.94
Forfeited		(118,954	)		10.18		-			-
Expired		(66,606	)		16.37		-			-
Cancelled		-			-		(98,725	)		1.92
Outstanding at end of year		2,324,243			6.17		3,372,626		$	5.27
Exercisable at end of year		1,618,777			3.35		2,191,042		$	5.67

Schedule of Black-Scholes option-pricing model

	Year ended December 31, 2021	Year ended December 31, 2020
Dividend yield	0	0
Expected volatility	50.27% - 52.71%	57.34%-44.40%
Risk-free interest rate	0.66% - 1.61%	0.27%-1.61%
Contractual term (years)	0–10	5–10

	2021		2020
Dividend yield		0		0
Expected volatility		50.27%-51.84%		45.11%-55.97%
Risk-free interest rate		0.66%-1.61%		0.23%-1.61%
Contractual term (years)		10		10

Schedule of information concerning outstanding and exercisable awards

December 31, 2021
Awards outstanding						Awards exercisable
		Number of		Weighted		Number of		Weighted
		awards		average		award		average
		outstanding		remaining		exercisable		remaining
Exercise		at end of		contractual		at end of		contractual
price		year		life (years)		year		life (years)
$	1.92		192,927		0.04		192,927		0.04
$	2.21		1,769,513		7.89		1,288,236		7.89
$	16.00		161,484		5.43		114,477		4.22
$	23.19		21,000		9.78		-		-
$	23.84		30,000		9.88		-		-
$	30.93		20,000		8.81		20,000		8.81
$	30.66		12,000		9.53		-		-
$	40.21		17,319		9.19		3,137		9.19
$	49.68		100,000		9.05		-		-

December 31, 2020
Awards outstanding						Awards exercisable
		Number of		Weighted		Number of		Weighted
		awards		average		award		average
		outstanding		remaining		exercisable		remaining
Exercise		at end of		contractual		at end of		contractual
price		year		life (years)		year		life (years)
$	0.01		186,815		0.33		186,815		0.33
$	1.92		269,714		1.18		269,714		1.18
$	2.21		2,191,349		6.22		1,188,914		6.22
$	16.00		444,748		8.89		283,933		8.89
$	18.00		260,000		3.86		260,000		3.86
$	30.93		20,000		9.81		1,666		9.81

December 31, 2021
Awards outstanding						Awards exercisable
		Number of		Weighted		Number of		Weighted
		awards		average		awards		average
		outstanding		remaining		exercisable		remaining
Exercise		at end of		contractual		at end of		contractual
price		year		life (years)		year		life (years)
	$0.00-0.01		120,757*)		-		73,679		-
	$2.21		1,130,143		7.95		716,448		7.95
	$16.00		88,500		7.48		35,791		6.09
	$17.63-$64.61		1,421,530		9.68		19,438		8.98

December 31, 2020

Awards outstanding

Awards exercisable

Number of

Weighted

Number of

Weighted

awards

average

awards

average

outstanding

remaining

exercisable

remaining

Exercise

at end of

contractual

at end of

contractual

price

year

life (years)

year

life (years)

$2.21

1,995,625

9.05

1,019,695

9.05

$16.00

205,000

9.62

37,917

9.62

$26.56-$59.20

180,500

9.93

4,167

9.93

Schedule of share-based compensation expenses

	Year Ended December 31,
	2021		2020		2019
	(U.S. dollars in thousands)
Cost of revenue		51		-		-
Research and development		3,248		3,384		661
Sales and Marketing (*)		2,442		9,252		617
General and administrative		13,065		12,145		14,967

		18,806		24,781		16,245

Employees, Officers and Directors [Member]

Shareholders' Equity (Tables) [Line Items]

Schedule of issued and outstanding

	Year ended					Year ended
	December 31, 2021					December 31, 2020
	Number of			Weighted		Number of			Weighted
	share-based			average		share-based			average
	payment awards			exercise price		payment awards			exercise price
Outstanding at beginning of year		2,381,125		$	4.14		1,667,267		$	2.21
Changes during the year:
Granted		1,418,665		$	27.57		730,734			13.53
Issued due to business combination		117,536			0.00		-			-
Exercised		(837,724	)		3.11		-			-
Forfeited		(318,672	)		19.69		-			-
Expired		-			-		-			-
Cancelled		-			-		(16,876	)		2.21
Outstanding at end of year		2,760,930		$	15.85		2,381,125			4.14
Exercisable at end of year		845,356		$	3.58		1,061,778			2.80

Income Tax (Tables)

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Schedule of income (loss) before income taxes consisted

	Year Ended December 31
	2021			2020			2019
	U.S. dollars in thousands
Domestic (Israel)		(56,609	)		(43,449	)		(22,588	)
Foreign		(5,237	)		(366	)		25
Loss before income taxes		(61,846	)		(43,815	)		(22,563	)

	Year Ended December 31
	2021			2020		2019
	U.S. dollars in thousands
Domestic (Israel)		(57	)		-		-
Foreign		9			-		-

Income tax expenses		(48	)		-		-

	December 31
	2021			2020		2019

	U.S. dollars in thousands
Current:
Domestic		-			—		—
Foreign		68			-		-

Total		68			-		-

Deferred:
Domestic		(57	)		—		—
Foreign		(59	)		—		—

Total		(116	)		—		—

Provision for income taxes		(48	)		-		-

Schedule of reconciliation our theoretical income tax expense to actual income tax expense

	December 31
	2021			2020			2019
	U.S. dollars in thousands
Loss before taxes on income		(61,846	)		(43,815	)		(22,563	)
Statutory tax rate in Israel		23	%		23	%		23	%
Theoretical tax benefit		(14,225	)		(10,077	)		(5,189	)

Increase (decrease) in taxes resulting from:
Effect of different tax rates applicable in foreign jurisdictions		(110	)		-			-
Operating losses and other temporary differences for which valuation allowance was provided		6,174			7,235			701
Permanent differences		8,113			2,842			4,480
Actual tax benefit		(48	)		-			-

Schedule of deferred tax assets and liabilities

	December 31
	2021			2020
	U.S. dollars in thousands
Deferred tax assets:
Tax loss carryforwards		30,234			7,480
Research and development		4,010			1,213
Employee and payroll accrued expenses		304			96
Other		109			-
Total deferred tax assets		34,657			8,789
Less deferred tax liabilities		(21,775	)		-
Deferred tax assets, net		12,882			8,789
Less valuation allowance for deferred tax assets		(12,882	)		(8,789	)

Deferred tax assets					—

Schedule of valuation allowance provided portion deferred

	U.S. dollars in thousands
Valuation allowance, December 31, 2020	$	8,789
Increase due to business combination		2,530
Increase		1,563
Valuation allowance, December 31, 2021	$	12,882

Segments of Operations (Tables)

12 Months Ended

Dec. 31, 2021

Segments Of Operations [Abstract]

Schedule of reportable operating segments based on net sales and operating loss

	Year ended December 31, 2021
	Nanox. ARC			Radiology Services			AI Solutions			Total

Revenues	$	-		$	1,034		$	270		$	1,304
Segment operating loss		(56,875	)		(530	)		(4,153	)		(61,558	)
Financial income											288
Loss before taxes on income											(61,846	)

Depreciation and amortization expenses		458			441			1,393			2,292
Stock based compensation	$	18,433		$	37		$	336		$	18,806

	Year ended December 31, 2020
	Nanox. ARC			Radiology Services		AI Solutions		Total

Segment operating loss		(43,923	)		-		-		(43,923	)
Financial expense									108
Loss before taxes on income									(43,815	)

Depreciation		208			-		-		208
Stock based compensation	$	24,781		$	-	$	-	$	24,781

	Year ended December 31, 2019
	Nanox. ARC			Radiology Services		AI Solutions		Total

Segment operating loss		(22,571	)		-		-		(22,571	)
Financial income									8
Loss before taxes on income									(22,563	)

Depreciation		53			-		-		53
Stock based compensation	$	16,245		$	-	$	-	$	16,245

Schedule of property and equipment by geography

	Year Ended December 31
	2021		2020
Israel		3,381		2,065
South Korea		33,836		11,675
Unites States		22		-
Japan		196		280
		37,435		14,020

Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

Schedule of basic loss per share is calculated by dividing the loss attributable to the company’s owners

	Year ended December 31,
	2021			2020			2019
Net loss attributable to Company’s owners	$	(61,798	)	$	(43,815	)		(22,563	)

The weighted average of the number of ordinary shares (in thousands)		48,216			35,654			25,181
Basic and diluted loss per share	$	(1.28	)	$	(1.23	)		(0.90	)

General (Details) - USD ($) $ in Millions	1 Months Ended
General (Details) - USD ($) $ in Millions	Aug. 31, 2020	Nov. 02, 2021
Nasdaq [Member] \| IPO [Member]
General (Details) [Line Items]
Proceeds received from the IPO	$ 169
Bisiness Acquisition [Member]
General (Details) [Line Items]
Percentage of acquisition shares		100.00%

Significant Accounting Policies (Details) $ in Thousands	12 Months Ended
Significant Accounting Policies (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Accounting Policies [Abstract]
Tax benefit percentage	50.00%
Debt securities	$ 29,697

Significant Accounting Policies (Details) - Schedule of property and equipment	12 Months Ended
	Dec. 31, 2021
Computers and electronic equipment [Member] \| Minimum [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	15
Computers and electronic equipment [Member] \| Maximum [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	33
Office furniture and lab equipment [Member] \| Minimum [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	6
Office furniture and lab equipment [Member] \| Maximum [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	20
Vehicles [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	33
Equipment and machinery [Member] \| Minimum [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	10
Equipment and machinery [Member] \| Maximum [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	20
Leasehold Improvement [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	10
Land [Member]
Significant Accounting Policies (Details) - Schedule of property and equipment [Line Items]
Property and equipment, percentage	N/A

Significant Accounting Policies (Details) - Schedule of financial assets and liabilities measured fair value - Fair Value [Member]
$ in Thousands

Dec. 31, 2021

USD ($)

Significant Accounting Policies (Details) - Schedule of financial assets and liabilities measured fair value [Line Items]

Money market funds

$ 29,697

^[1]

89,911

119,608

Long term loan

3,796

^[2]

42,471

Significant Accounting Policies (Details) - Schedule of financial assets and liabilities measured fair value [Line Items]

5,814

Total liabilities

52,081

Level 1 [Member]

Money market funds

^[1]

Long term loan

^[2]

Significant Accounting Policies (Details) - Schedule of financial assets and liabilities measured fair value [Line Items]

Total liabilities

Level 2 [Member]

Money market funds

29,697

^[1]

89,911

119,608

Significant Accounting Policies (Details) - Schedule of financial assets and liabilities measured fair value [Line Items]

Level 3 [Member]

Long term loan

3,796

^[2]

42,471

Business Combination and Other Transaction (Details) - Schedule of the purchase price to assets acquired and liabilities assumed [Line Items]

5,814

Total liabilities

$ 52,081

[1]	As of December 31, 2021, approximately $29,697 thousand of debt securities were classified under “Cash and Cash equivalents” in the consolidated balance sheets as such securities met all applicable classification criteria.
[2]	Since the loan was originated in September 2021, the fair value of the long term loan approximates its carrying value.

Business Combination and Other Transaction (Details) - USD ($) $ / shares in Units, $ in Thousands				12 Months Ended
	Nov. 04, 2021	Nov. 03, 2021	Nov. 02, 2021	Dec. 31, 2021
Business Combination and Other Transaction (Details) [Line Items]
Service periods, decription				Out of which $315 thousand was allocated to the purchase consideration and $970 thousand was allocated to future services and continued employment and shall be expensed over remaining service periods of up to 4 years.
Total consideration	$ 315
Purchase consideration	$ 970
Amounts of revenues				$ 270
Net loss				4,157
Nanox AI Ltd [Member]
Business Combination and Other Transaction (Details) [Line Items]
Ordinary shares issued (in Shares)	3,249,142
Employee options and restricted stock units (in Shares)	70,211
Estimated fair value	$ 88,510
Outstanding shares per share (in Dollars per share)	$ 26.57
Deferred closing consideration	$ 3,333
Additional consideration	$ 77,700
Maximum aggregate amount				$ 77,700
Fair value percentage				19.00%
Description of net assets				The allocation of the purchase price to net assets acquired and liability assumed resulted in the recognition of intangible asset related to technology of $27,316 thousand which will be expensed over remaining service periods of 10 years, Image Big Data of $52,500 thousand which will be expensed over remaining service periods of 10 years, and goodwill of $51,243 thousand, which is primarily attributed to the expected synergies from combining the operations of Zebra’s AI solutions with the Company tomographic imaging systems. As such, the goodwill will be assigned to the operational segment of AI solutions.
Acquisition date				1 year
Nanox AI Ltd [Member] \| Business Acquisition [Member]
Business Combination and Other Transaction (Details) [Line Items]
General and administration expenses				$ 310
USARAD Holding Inc. [Member]
Business Combination and Other Transaction (Details) [Line Items]
Total consideration			$ 18,647
Maximum aggregate amount				$ 8,500
Acquisition date				1 year
Acquisition of shares percentage			100.00%
Purchase of shares percentage			100.00%
Cash			$ 7,147
Ordinary shares (in Shares)			496,545
Estimated fair value			$ 11,500
Other operational performance-based earnouts over			2 years
Additional cash consideration			$ 2,000
Stock consideration			$ 6,500
Revenues				$ 1,034
Net loss				$ 358
Settled in cash percentage				23.52%
Issuance of ordinary share percentage				76.47%
Additional payment				$ 144
Intangible asset, description				The allocation of the purchase price to net assets acquired and liability assumed resulted in the recognition of intangible asset related to retained radiologists of $17,770 thousand, customers’ relationship of $1,322 thousand, trademark of $2,095 thousand and goodwill of $7,055 thousand. As such, the goodwill will be assigned to the operational segment of radiology services. The intangible asset relates to retained radiologists has a useful-life of 11.17 years, the intangible asset relates to customers’ relationship has a useful-life of 6.17 years and the intangible asset relates to the trademark has a useful-life of 12.17 years.
Fair value of contingent consideration liabilities				21.90%
Interest accrues rate				1.00%
Loan term				5 years
USARAD Holding Inc. [Member] \| PPP Loan [Member]
Business Combination and Other Transaction (Details) [Line Items]
Principal amount of the PPP Loan				$ 144
USARAD Holding Inc. [Member] \| Business Acquisition [Member]
Business Combination and Other Transaction (Details) [Line Items]
General and administration expenses				$ 198
MDWEB LLC [Member]
Business Combination and Other Transaction (Details) [Line Items]
Assets acquisition, description		the Company issued 64,715 of its ordinary shares to MDWEB with an estimated fair value of $1,500 thousand. In addition, upon the successful achievement of certain milestones related to technical integration of MDW platform with Nanox Cloud and achieving certain other operational targets, the Company will pay additional stock consideration in the amount of up to $1,500 thousand at a per share value determined by the average closing price of the 30 trading days ending on the applicable milestone’s achievement date. In addition, upon the successful achievement of certain milestones and other operational performance-based earnouts over 2 years, the Company will pay stock consideration in the amount of up to $1,500 thousand at a per share value determined by the average closing price of : (i) closing price of the 30 trading days ending on the applicable milestone’s achievement date: and (ii) the volume weighted average closing share price of the 30 trading days prior to the closing date.
Intangible assets on straight-line basis over expected useful life				48 months

Business Combination and Other Transaction (Details) - Schedule of fair value consideration transferred $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Nanox AI Ltd [Member]
Business Combination and Other Transaction (Details) - Schedule of fair value consideration transferred [Line Items]
Cash payments
Issuance of ordinary shares	88,510
Contingent short term earnout liability	38,129
Contingent long term earnout liability	2,660
Total consideration	129,299
USARAD Holding Inc. [Member]
Business Combination and Other Transaction (Details) - Schedule of fair value consideration transferred [Line Items]
Cash payments	7,147
Issuance of ordinary shares	11,500
Contingent consideration at estimated fair value	6,405
Total consideration	$ 25,052

Business Combination and Other Transaction (Details) - Schedule of the purchase price to assets acquired and liabilities assumed
$ in Thousands

12 Months Ended

Dec. 31, 2021

USD ($)

Nanox AI Ltd [Member]

Cash, cash equivalents and Restricted Cash

$ 6,956

430

79,816

51,243

1,693

Total assets acquired

140,237

Net deferred tax liabilities

3,413

38,129

Total liabilities assumed

2,660

Convertible note

3,000

^[1]

Other labilities

4,525

51,727

Net assets acquired

88,510

USARAD Holding Inc. [Member]

Business Combination and Other Transaction (Details) - Schedule of the purchase price to assets acquired and liabilities assumed [Line Items]

912

21,187

7,055

Total assets acquired

29,519

Loan from a government agency

144

Net deferred tax liabilities

3,766

Contingent long term earnout liability

3,453

2,952

Other labilities

557

Total liabilities assumed

10,872

Net assets acquired

18,647

Cash and cash equivalents

$ 332

[1]

Business Combination and Other Transaction (Details) - Schedule of acquisition of Nanox AI - Nanox AI Ltd [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Condensed Statement of Income Captions [Line Items]
Revenue	$ 2,363	$ 1,550
Net loss	$ (87,045)	$ (69,875)

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
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Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

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Goodwill & Intangible Assets, Net (Details) - USD ($)	12 Months Ended
Goodwill & Intangible Assets, Net (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Goodwill & Intangible Assets, Net [Abstract]
Estimated fair value	$ 101,826
Amortization Expense	$ 1,768	$ 0	$ 0

Goodwill & Intangible Assets, Net (Details) - Schedule of goodwill and the intangible assets - Goodwill [Member] $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Goodwill [Line Items]
Beginning balance
Ending balance	58,298
Zebra [Member]
Goodwill [Line Items]
Goodwill from acquisition	51,243
USARAD [Member]
Goodwill [Line Items]
Goodwill from acquisition	$ 7,055

Schedule of reconciliation of cash, cash equivalents and restricted cash [Abstract]

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Goodwill & Intangible Assets, Net (Details) - Schedule of intangible assets $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Finite-Lived Intangible Assets [Line Items]
Amount as of the merger/ acquisition date	$ 103,594
Amortization expense for the period	1,768
Amount as of December 31, 2021	$ 101,826
Developed technology [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life (in Years)	10 years
Amount as of the merger/ acquisition date	$ 27,316
Amortization expense for the period	455
Amount as of December 31, 2021	$ 26,861
Image big data [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life (in Years)	10 years
Amount as of the merger/ acquisition date	$ 52,500
Amortization expense for the period	875
Amount as of December 31, 2021	$ 51,625
Market platform [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life (in Years)	4 years
Amount as of the merger/ acquisition date	$ 2,591
Amortization expense for the period	108
Amount as of December 31, 2021	$ 2,483
Radiologist relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life (in Years)	11 years 2 months 1 day
Amount as of the merger/ acquisition date	$ 17,770
Amortization expense for the period	265
Amount as of December 31, 2021	$ 17,505
Trade name [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life (in Years)	12 years 2 months 1 day
Amount as of the merger/ acquisition date	$ 2,095
Amortization expense for the period	29
Amount as of December 31, 2021	$ 2,066
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life (in Years)	6 years 2 months 1 day
Amount as of the merger/ acquisition date	$ 1,322
Amortization expense for the period	36
Amount as of December 31, 2021	$ 1,286

Goodwill & Intangible Assets, Net (Details) - Schedule of Amortization of intangible assets for each of the next five years and thereafter $ in Thousands	Dec. 31, 2021 USD ($)
Schedule of Amortization of intangible assets for each of the next five years and thereafter [Abstract]
2022	$ 10,607
2023	10,607
2024	10,607
2025	10,499
2026 and thenafter	59,506
Total	$ 101,826

Property and Equipment, Net (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Property and Equipment, Net [Abstract]
Depreciation		$ 524	$ 208	$ 53
Purchase of land	$ 6,300

Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment	Dec. 31, 2021
Computers and electronic equipment [Member] \| Minimum [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	10.00%
Computers and electronic equipment [Member] \| Maximum [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	33.00%
Office furniture and lab equipment [Member] \| Minimum [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	6.00%
Office furniture and lab equipment [Member] \| Maximum [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	20.00%
Vehicles [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	33.00%
Machines [Member] \| Minimum [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	10.00%
Machines [Member] \| Maximum [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	20.00%
Leasehold Improvement [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment	10.00%
Land [Member]
Property and Equipment, Net (Details) - Schedule of Percentage of property and equipment [Line Items]
Percentage of property plant and equipment

Property and Equipment, Net (Details) - Schedule of property and equipment - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 38,303	$ 14,364
Less: accumulated depreciation	(868)	(344)
Total property and equipment, net	37,435	14,020
Office furniture and lab equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	648	820
Computers and electronic equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	1,109	151
Equipment and machinery [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	2,766	1,762
Leasehold Improvement [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	544	16
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	132
Land [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	6,314	6,297
Production line in construction [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 26,790	$ 5,318

Cash, Cash Equivalents and Restricted Cash (Details) - Schedule of reconciliation of cash, cash equivalents and restricted cash - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2021

Dec. 31, 2020

Cash and cash equivalents

$ 66,645

$ 213,468

Restricted bank deposit

^[1]

127

316

Total cash, cash equivalents and restricted cash shown in the statement of cash flows

$ 66,772

$ 213,784

[1]

Leases (Details) - USD ($) $ in Thousands	1 Months Ended		12 Months Ended
Leases (Details) - USD ($) $ in Thousands	Nov. 30, 2020	Jun. 30, 2020	Dec. 31, 2021	Dec. 31, 2019
Leases [Abstract]
Rent payment	$ 12	$ 15		$ 13
Rent payment agreement, description	During November 2020the Company signed an additional lease agreement, for leasing another office complex through June 30, 2023.	During June 2020, the Company entered into an additional office lease agreement, expanded the space leased in 2019, through June 30, 2023.		On December 31,2021, the Company exercised its option to extend the lease for additional period of 24 months.
Vehicles lease, description	The lease agreement is effective through June 30, 2023 and the monthly payment for this agreement is approximately $12 thousand.
Vehicle lease payment	$ 12
Payment for agreements			$ 5
Fabrication facility and research developmental center description			In 2021 Nanox Korea leased approximately 390 square meters of space for a temporary fabrication facility and approximately 200 square meters of space for a research and development center in Korea.
Payments for rent			$ 12
management fee			$ 4

Leases (Details) - Schedule of company's total lease costs - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating lease cost:
Fixed payments	$ 653	$ 276
Short-term lease cost	48	65
Total operating lease cost	$ 701	$ 341

Leases (Details) - Schedule of supplemental cash flow information related to operating leases - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 507	$ 169
Right-of-use assets obtained in exchange for lease obligations (non-cash):
Operating leases	$ 194	$ 1,085

Leases (Details) - Schedule of supplemental balance sheet information - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating leases:
Operating lease right-of-use assets	$ 1,725	$ 1,359
Current maturities of operating leases	881	519
Non-current operating leases	950	923
Total operating lease liabilities	$ 1,831	$ 1,442
Weighted average remaining lease term
Operating leases	2 years 1 month 20 days	2 years 8 months 1 day
Weighted average discount rate
Operating leases	5.70%	5.83%

Leases (Details) - Schedule of maturities of operating lease liabilities $ in Thousands	Dec. 31, 2021 USD ($)
Schedule of maturities of operating lease liabilities [Abstract]
2022	$ 961
2023	745
2024	245
2025 and thereafter
Total operating lease payments	1,951
Less: imputed interest	120
Present value of lease liabilities	$ 1,831

Deferred Revenue (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Deferred Revenue [Abstract]
Deferred revenue	$ 415

Deferred Revenue (Details) - Schedule of Deferred Revenue

12 Months Ended

Dec. 31, 2021

USD ($)

Schedule of Deferred Revenue [Abstract]

Balance at December 31, 2020

Increase due to the business combinations

483

Change in deferred revenue

179

Balance at December 31, 2021

$ 662

^[1]

[1]	Includes $415 thousand under long term deferred revenue in the Company’s consolidated balance sheets as of December 31, 2021.

Related Parties (Details)	1 Months Ended		12 Months Ended
Related Parties (Details)	Sep. 27, 2021	May 17, 2017	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Nov. 01, 2019 m²
Related Parties (Details) [Line Items]
Related party liability					$ 17,800,000
Private office space (in Square Meters) \| m²						1,800
pays approximately			$ 12,000
Relation to sub lease			125,000	$ 163,000
Employment Agreement description	the Company and Erez Meltzer entered into an employment agreement, pursuant to which Mr. Meltzer agreed to serve as the Company’s new Chief Executive Officer (“The Meltzer Employment Agreement”). The Meltzer Employment Agreement commenced and became effective as of January 1, 2022 and shall continue for an indefinite period until it is terminated by either party. Pursuant to the terms of the Meltzer Employment Agreement, Mr. Meltzer will receive an annual base salary of nine hundred thousand dollars ($900) per year, and will be eligible for an annual incentive payment of up to one hundred percent (100%) of his base salary, which of them $450 will be guaranteed for the 2022 fiscal year if his employment is continued through the entire fiscal year, with the possibility to withdraw an advance payment on account of the 2022 annual bonus, subject to full recourse (clawback) if the bonus is not earned; Mr. Meltzer will be entitled to customary social benefits under Israeli law and practice pursuant to which the Company shall insure the CEO with a manager’s insurance policy or a pension fund, or a combination of both (whereby each will apply partially), all according to his election; Mr. Meltzer will be granted options to purchase 300,000 Ordinary Shares (the “Options”) which will vested equally over a period of 48 months as long as Mr. Melter will be employed by the Company. The Options shall be subject to the Company’s 2019 Equity Incentive plan and, to the extent possible, be granted pursuant to Section 102 of the Israeli Income Tax Ordinance, 5721-1961. The exercise price of the Options shall be $23.84 per share, a share price equals to the 30-day average of the Company’s share price on NASDAQ, prior to the date of approval of the CEO’s employment agreement by the Board on September 27, 2021. Such amount may be paid by the CEO by way of a cashless exercise mechanism; The agreement calls for a 6 months’ mutual notice of termination and 270 days if the Company provides notice during the first year of employment (except for “Cause” as defined in the employment agreement, in which case no prior notice will be required);
Services amount for per hour			200
Loan expenses			168
Cash payment			473,000
Minimum [Member]
Related Parties (Details) [Line Items]
Gross monthly base salary			40,000
Maximum [Member]
Related Parties (Details) [Line Items]
Gross monthly base salary			60,000
Share purchase agreement [Member]
Related Parties (Details) [Line Items]
Share purchase agreement description				During January 2020, subject to entering into a share purchase agreement in the aggregate amount of at least $6 million, and a pre-money valuation of more than $100 million, the Company’s Board approved the issuance and allotment of 1,109,245 ordinary shares to Nanox PLC with the purchase price of $12.00 per share, which reflects a discount of 25% from the price of the last financing round of the Company. As a result, on January 30, 2020 the related party liability was settled into equity
Nanox PLC [Member] \| Nanox Japan [Member]
Related Parties (Details) [Line Items]
Direct expenses percentage		12.00%
Expense amount					679,000
Prior completion					$ 1,015,000
SixAI [Member]
Related Parties (Details) [Line Items]
Expense amount			80,000	$ 355,000
Wellsese Technologies Ltd.[Member]
Related Parties (Details) [Line Items]
Relation to sub lease			$ 7,000

Related Parties (Details) - Schedule of related party - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Related Parties (Details) - Schedule of related party [Line Items]
Total Due from related parties	$ 18	$ 36
Due to [Member]
Related Parties (Details) - Schedule of related party [Line Items]
Total Due from related parties	3	27
Due to One [Member]
Related Parties (Details) - Schedule of related party [Line Items]
Total Due from related parties	11	14
Due to Two [Member]
Related Parties (Details) - Schedule of related party [Line Items]
Total Due from related parties	1	(5)
Due to Three [Member]
Related Parties (Details) - Schedule of related party [Line Items]
Total Due from related parties	$ 3

Related Parties (Details) - Schedule of related parties transactions - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Schedule of related parties transactions [Abstract]
Research and development – see d below	$ 80	$ 355	$ 154
General and administrative – See c, e and f below	$ (191)	$ (167)	$ 5,824

Long Term Loan (Details) $ in Millions	Sep. 30, 2021 USD ($)
Debt Disclosure [Abstract]
Loan agreement term	3 years
Loan amount	$ 3.8
Annual interest rate	1.149%

Schedule of share-based compensation expenses [Abstract]

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Commitments and Contingencies (Details) $ in Millions	1 Months Ended
Commitments and Contingencies (Details) $ in Millions	Oct. 28, 2021 USD ($)
Commitments and Contingencies [Abstract]
Consulting fees	$ 1.0
Entitlement to warrants amount	$ 29.5

Shareholders' Equity (Details) - USD ($)		1 Months Ended	12 Months Ended
Shareholders' Equity (Details) - USD ($)	Sep. 03, 2019	Oct. 26, 2020	Dec. 31, 2021	Dec. 31, 2020
Shareholders' Equity (Details) [Line Items]
Description of share-based compensation expenses	Pursuant to the Plan (and further increase of option pool approved by the Board), 8,041,936 ordinary shares of NIS 0.01 par value of the Company are reserved for issuance upon the exercise of the same amount of awards to be granted to some of the Company’s employees, directors and consultants.
Ordinary shares			1,841,838
Awards were exercised on a cashless			404,704	1,027,151
Employees, officers awards to purchase			1,418,665
Average exercise price per share (in Dollars per share)			$ 27.57
Vesting period			4 years
Awards agreement term			10 years
Agreement terminate term			4 years
Granted employees shares			180,319	1,327,957
Plus VAT (in Dollars)			$ 400,000
Purchase aggregate shares		650,000
Exercise price per share (in Dollars per share)		$ 18
Recorded expense (in Dollars)			$ 6.1
RSUs [Member]
Shareholders' Equity (Details) [Line Items]
Granted employees shares			47,793
Consideration for services shares			3,221

Shareholders' Equity (Details) - Schedule of issued and outstanding - shares	Dec. 31, 2021	Dec. 31, 2020
Shareholders' Equity (Details) - Schedule of issued and outstanding [Line Items]
Authorized	100,000,000	100,000,000
Issued and Outstanding	51,791,441	46,100,173
Ordinary shares [Member]
Shareholders' Equity (Details) - Schedule of issued and outstanding [Line Items]
Authorized	100,000,000	100,000,000
Issued and Outstanding	51,791,441	46,100,173

Shareholders' Equity (Details) - Schedule of share-based awards to employees, officers and directors - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Schedule of share-based awards to employees, officers and directors [Abstract]
Number of share-based payment awards, Outstanding at beginning of year	3,372,626	3,410,406
Weighted average exercise price, Outstanding at beginning of year	$ 5.27	$ 1.89
Changes during the year:
Number of share-based payment awards, Granted	180,319	1,327,957
Weighted average exercise price, Granted	$ 40.12	$ 13.7
Number of share-based payment awards, Exercised	(1,043,142)
Weighted average exercise price, Exercised	$ 7.66	$ 8.94
Number of share-based payment awards, Forfeited	(118,954)
Weighted average exercise price, Forfeited	$ 10.18
Number of share-based payment awards, Expired	(66,606)
Weighted average exercise price, Expired	$ 16.37
Number of share-based payment awards, Cancelled		(98,725)
Weighted average exercise price. Cancelled		$ 1.92
Number of share-based payment awards, Outstanding at end of year	2,324,243	3,372,626
Weighted average exercise price, Outstanding at end of year	$ 6.17	$ 5.27
Number of share-based payment awards, Exercisable at end of year	1,618,777	2,191,042
Weighted average exercise price, Exercisable at end of year	$ 3.35	$ 5.67

Shareholders' Equity (Details) - Schedule of options valued using a Black-Scholes pricing model with assumptions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Shareholders' Equity (Details) - Schedule of options valued using a Black-Scholes pricing model with assumptions [Line Items]
Dividend yield	0.00%	0.00%
Expected volatility
Risk-free interest rate
Minimum [Member]
Shareholders' Equity (Details) - Schedule of options valued using a Black-Scholes pricing model with assumptions [Line Items]
Expected volatility	50.27%	57.34%
Risk-free interest rate	0.66%	0.27%
Contractual term (years)	0 years	5 years
Maximum [Member]
Shareholders' Equity (Details) - Schedule of options valued using a Black-Scholes pricing model with assumptions [Line Items]
Expected volatility	52.71%	44.40%
Risk-free interest rate	1.61%	1.61%
Contractual term (years)	10 years	10 years
Black- Scholes option-pricing [Member]
Shareholders' Equity (Details) - Schedule of options valued using a Black-Scholes pricing model with assumptions [Line Items]
Dividend yield	0.00%	0.00%
Contractual term (years)	10 years	10 years
Black- Scholes option-pricing [Member] \| Minimum [Member]
Shareholders' Equity (Details) - Schedule of options valued using a Black-Scholes pricing model with assumptions [Line Items]
Expected volatility	50.27%	45.11%
Risk-free interest rate	0.66%	0.23%
Black- Scholes option-pricing [Member] \| Maximum [Member]
Shareholders' Equity (Details) - Schedule of options valued using a Black-Scholes pricing model with assumptions [Line Items]
Expected volatility	51.84%	55.97%
Risk-free interest rate	1.61%	1.61%

Shareholders' Equity (Details) - Schedule of information concerning outstanding and exercisable awards - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Awards outstanding [Member]
Class of Warrant or Right [Line Items]
Number of awards outstanding at end of year
Awards outstanding [Member] \| Minimum [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 0
Awards outstanding [Member] \| Maximum [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	0.01
Awards outstanding [Member] \| 2.21 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 2.21	$ 2.21
Number of awards outstanding at end of year	1,130,143	1,995,625
Weighted Average Remaining Contractual Life (years)	7 years 11 months 12 days	9 years 18 days
Number of awards exercisable at end of year		1,019,695
Awards outstanding [Member] \| 16.00 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 16	$ 16
Number of awards outstanding at end of year	88,500	205,000
Weighted Average Remaining Contractual Life (years)	7 years 5 months 23 days	9 years 7 months 13 days
Number of awards exercisable at end of year		37,917
Awards outstanding [Member] \| 17.63 [Member]
Class of Warrant or Right [Line Items]
Number of awards outstanding at end of year	1,421,530
Weighted Average Remaining Contractual Life (years)	9 years 8 months 4 days
Awards outstanding [Member] \| 17.63 [Member] \| Minimum [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 17.63
Awards outstanding [Member] \| 17.63 [Member] \| Maximum [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	64.61
Awards outstanding [Member] \| 26.56 [Member]
Class of Warrant or Right [Line Items]
Number of awards outstanding at end of year		180,500
Weighted Average Remaining Contractual Life (years)		9 years 11 months 4 days
Number of awards exercisable at end of year		4,167
Awards outstanding [Member] \| 26.56 [Member] \| Minimum [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		$ 26.56
Awards outstanding [Member] \| Non-employees [Member] \| 1.92 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 1.92
Number of awards outstanding at end of year	192,927	269,714
Weighted Average Remaining Contractual Life (years)	14 days	1 year 2 months 4 days
Number of awards exercisable at end of year	192,927	269,714
Awards outstanding [Member] \| Non-employees [Member] \| 2.21 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 2.21
Number of awards outstanding at end of year	1,769,513	2,191,349
Weighted Average Remaining Contractual Life (years)	7 years 10 months 20 days	6 years 2 months 19 days
Number of awards exercisable at end of year	1,288,236	1,188,914
Awards outstanding [Member] \| Non-employees [Member] \| 16.00 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 16
Number of awards outstanding at end of year	161,484	444,748
Weighted Average Remaining Contractual Life (years)	5 years 5 months 4 days	8 years 10 months 20 days
Number of awards exercisable at end of year	114,477	283,933
Awards outstanding [Member] \| Non-employees [Member] \| 23.19 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 23.19
Number of awards outstanding at end of year	21,000
Weighted Average Remaining Contractual Life (years)	9 years 9 months 10 days
Number of awards exercisable at end of year
Awards outstanding [Member] \| Non-employees [Member] \| 23.84 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 23.84
Number of awards outstanding at end of year	30,000
Weighted Average Remaining Contractual Life (years)	9 years 10 months 17 days
Number of awards exercisable at end of year
Awards outstanding [Member] \| Non-employees [Member] \| 30.93 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 30.93
Number of awards outstanding at end of year	20,000
Weighted Average Remaining Contractual Life (years)	8 years 9 months 21 days
Number of awards exercisable at end of year	20,000
Awards outstanding [Member] \| Non-employees [Member] \| 30.66 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 30.66
Number of awards outstanding at end of year	12,000
Weighted Average Remaining Contractual Life (years)	9 years 6 months 10 days
Number of awards exercisable at end of year
Awards outstanding [Member] \| Non-employees [Member] \| 40.21 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 40.21
Number of awards outstanding at end of year	17,319
Weighted Average Remaining Contractual Life (years)	9 years 2 months 8 days
Number of awards exercisable at end of year	3,137
Awards outstanding [Member] \| Non-employees [Member] \| 49.68 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)	$ 49.68
Number of awards outstanding at end of year	100,000
Weighted Average Remaining Contractual Life (years)	9 years 18 days
Number of awards exercisable at end of year
Awards outstanding [Member] \| Non-employees [Member] \| 0.01 [Member]
Class of Warrant or Right [Line Items]
Number of awards outstanding at end of year		186,815
Weighted Average Remaining Contractual Life (years)		3 months 29 days
Number of awards exercisable at end of year		186,815
Awards outstanding [Member] \| Non-employees [Member] \| 18.00 [Member]
Class of Warrant or Right [Line Items]
Number of awards outstanding at end of year		260,000
Weighted Average Remaining Contractual Life (years)		3 years 10 months 9 days
Number of awards exercisable at end of year		260,000
Awards outstanding [Member] \| Non-employees [Member] \| One Point Zero Zero [Member]
Class of Warrant or Right [Line Items]
Number of awards outstanding at end of year		20,000
Weighted Average Remaining Contractual Life (years)		9 years 9 months 21 days
Number of awards exercisable at end of year		1,666
Awards outstanding [Member] \| Maximum [Member] \| 26.56 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		$ 59.2
Awards exercisable [Member]
Class of Warrant or Right [Line Items]
Number of awards exercisable at end of year	73,679
Awards exercisable [Member] \| 2.21 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)	7 years 11 months 12 days
Number of awards exercisable at end of year	716,448
Awards exercisable [Member] \| 16.00 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)	6 years 1 month 2 days
Number of awards exercisable at end of year	35,791
Awards exercisable [Member] \| 17.63 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)	8 years 11 months 23 days
Number of awards exercisable at end of year	19,438
Awards exercisable [Member] \| Non-employees [Member] \| 1.92 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		1.92
Weighted Average Remaining Contractual Life (years)	14 days
Awards exercisable [Member] \| Non-employees [Member] \| 2.21 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		2.21
Weighted Average Remaining Contractual Life (years)	7 years 10 months 20 days
Awards exercisable [Member] \| Non-employees [Member] \| 16.00 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		16
Weighted Average Remaining Contractual Life (years)	4 years 2 months 19 days
Awards exercisable [Member] \| Non-employees [Member] \| 23.19 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)
Awards exercisable [Member] \| Non-employees [Member] \| 23.84 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)
Awards exercisable [Member] \| Non-employees [Member] \| 30.93 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)	8 years 9 months 21 days
Awards exercisable [Member] \| Non-employees [Member] \| 30.66 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)
Awards exercisable [Member] \| Non-employees [Member] \| 40.21 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)	9 years 2 months 8 days
Awards exercisable [Member] \| Non-employees [Member] \| 49.68 [Member]
Class of Warrant or Right [Line Items]
Weighted Average Remaining Contractual Life (years)
Awards exercisable [Member] \| Non-employees [Member] \| 0.01 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		0.01
Awards exercisable [Member] \| Non-employees [Member] \| 18.00 [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		18
Awards exercisable [Member] \| Non-employees [Member] \| One Point Zero Zero [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share)		$ 30.93

Shareholders' Equity (Details) - Schedule of shared - based payments to employees - Non-employees [Member] - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Shareholders' Equity (Details) - Schedule of shared - based payments to employees [Line Items]
Number of share-based payment awards, Outstanding at beginning of year	2,381,125	1,667,267
Weighted average exercise price, Outstanding at beginning of year	$ 4.14	$ 2.21
Number of share-based payment awards, Granted	1,418,665	730,734
Weighted average exercise price, Granted	$ 27.57	$ 13.53
Number of share-based payment awards, Issued due to business combination	117,536
Issued due to business combination	$ 0
Number of share-based payment awards, Exercised	(837,724)
Weighted average exercise price, Weighted average exercise price Exercised	$ 3.11
Number of share-based payment awards, Forfeited	(318,672)
Weighted average exercise price, Forfeited	$ 19.69
Number of share-based payment awards, Expired
Weighted average exercise price, Expired
Number of share-based payment awards, Cancelled		(16,876)
Weighted average exercise price, Cancelled		$ 2.21
Number of share-based payment awards, Outstanding at end of year	2,760,930	2,381,125
Weighted average exercise price, Outstanding at end of year	$ 15.85	$ 4.14
Number of share-based payment awards, Exercisable at end of year	845,356	1,061,778
Weighted average exercise price, Exercisable at end of year	$ 3.58	$ 2.8

Shareholders' Equity (Details) - Schedule of share-based compensation expenses - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2021

Dec. 31, 2020

Dec. 31, 2019

Cost of revenue

$ 51

Research and development

3,248

3,384

661

Sales and Marketing

^[1]

2,442

9,252

617

General and administrative

13,065

12,145

14,967

Share-based compensation expenses

$ 18,806

$ 24,781

$ 16,245

[1]

Income Tax (Details) - USD ($) $ in Thousands	12 Months Ended
Income Tax (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Tax (Details) [Line Items]
Valuation allowance (in Dollars)	$ 12,882	$ 8,789
Deferred Taxes [Member]
Income Tax (Details) [Line Items]
Valuation allowance (in Dollars)	$ 12,882	8,789
Israel [Member]
Income Tax (Details) [Line Items]
Corporate tax rate	23.00%
Carry forward loss (in Dollars)	$ 56,300	$ 32,300	$ 2,300
Tax credits	61.90%	45.30%	17.60%
United States [Member]
Income Tax (Details) [Line Items]
Federal tax rate percentage	21.00%
Korea [Member]
Income Tax (Details) [Line Items]
Carry forward loss (in Dollars)	$ 7,100	$ 200
Tax credits	10.00%
Carry forward loss years	15 years
Korea [Member] \| Minimum [Member]
Income Tax (Details) [Line Items]
Corporate tax rate	10.00%
Korea [Member] \| Maximum [Member]
Income Tax (Details) [Line Items]
Corporate tax rate	25.00%
Japan [Member]
Income Tax (Details) [Line Items]
Corporate tax rate	33.59%

Income Tax (Details) - Schedule of income (loss) before income taxes consisted - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income (loss) Before Income Taxes [Member]
Income Tax (Details) - Schedule of income (loss) before income taxes consisted [Line Items]
Domestic (Israel)	$ (56,609)	$ (43,449)	$ (22,588)
Foreign	(5,237)	(366)	25
Deferred:
Loss before income taxes	(61,846)	(43,815)	(22,563)
Income Tax Expenses [Member]
Income Tax (Details) - Schedule of income (loss) before income taxes consisted [Line Items]
Domestic (Israel)	(57)
Foreign	9
Income tax expenses	(48)
Taxes on Income [Member]
Income Tax (Details) - Schedule of income (loss) before income taxes consisted [Line Items]
Domestic (Israel)
Foreign	68
Current:
Total	68
Deferred:
Domestic	(57)
Foreign	(59)
Total	(116)
Provision for income taxes	$ (48)

Income Tax (Details) - Schedule of reconciliation our theoretical income tax expense to actual income tax expense - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Schedule of reconciliation our theoretical income tax expense to actual income tax expense [Abstract]
Loss before taxes on income	$ (61,846)	$ (43,815)	$ (22,563)
Statutory tax rate in Israel	23.00%	23.00%	23.00%
Theoretical tax benefit	$ (14,225)	$ (10,077)	$ (5,189)
Effect of different tax rates applicable in foreign jurisdictions	(110)
Operating losses and other temporary differences for which valuation allowance was provided	6,174	7,235	701
Permanent differences	8,113	2,842	4,480
Actual tax benefit	$ (48)

Income Tax (Details) - Schedule of deferred tax assets and liabilities - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Tax loss carryforwards	$ 30,234	$ 7,480
Research and development	4,010	1,213
Employee and payroll accrued expenses	304	96
Other	109
Total deferred tax assets	34,657	8,789
Less deferred tax liabilities	(21,775)
Deferred tax assets, net	12,882	8,789
Less valuation allowance for deferred tax assets	$ (12,882)	(8,789)
Acquired intangible assets

Income Tax (Details) - Schedule of valuation allowance provided portion deferred $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Schedule of valuation allowance provided portion deferred [Abstract]
Valuation allowance, beginning balance	$ 8,789
Increase due to business combination	2,530
Increase	1,563
Valuation allowance, ending balance	$ 12,882

Segments of Operations (Details)	Dec. 31, 2021
Segments of Operations (Details) [Line Items]
Total revenue percentage	10.00%
United States [Member]
Segments of Operations (Details) [Line Items]
Total revenue percentage	98.00%

Segments of Operations (Details) - Schedule of reportable operating segments based on net sales and operating loss - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Nanox ARC [Member]
Segments of Operations (Details) - Schedule of reportable operating segments based on net sales and operating loss [Line Items]
Revenues
Segment operating loss	(56,875)	$ (43,923)	$ (22,571)
Depreciation and amortization expenses	458	208	53
Stock based compensation	18,433	24,781	16,245
Radiology Services [Member]
Segments of Operations (Details) - Schedule of reportable operating segments based on net sales and operating loss [Line Items]
Revenues	1,034
Segment operating loss	(530)
Depreciation and amortization expenses	441
Stock based compensation	37
AI Solutions [Member]
Segments of Operations (Details) - Schedule of reportable operating segments based on net sales and operating loss [Line Items]
Revenues	270
Segment operating loss	(4,153)
Depreciation and amortization expenses	1,393
Stock based compensation	336
Total [Member]
Segments of Operations (Details) - Schedule of reportable operating segments based on net sales and operating loss [Line Items]
Revenues	1,304
Segment operating loss	(61,558)	(43,923)	(22,571)
Financial expense		108
Financial income	288		8
Loss before taxes on income	(61,846)	(43,815)	(22,563)
Depreciation and amortization expenses	2,292	208	53
Stock based compensation	$ 18,806	$ 24,781	$ 16,245

Segments of Operations (Details) - Schedule of property and equipment by geography - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Segments of Operations (Details) - Schedule of property and equipment by geography [Line Items]
Property and Equipment	$ 37,435	$ 14,020
Israel [Member]
Segments of Operations (Details) - Schedule of property and equipment by geography [Line Items]
Property and Equipment	3,381	2,065
South Korea [Member]
Segments of Operations (Details) - Schedule of property and equipment by geography [Line Items]
Property and Equipment	33,836	11,675
Unites States [Member]
Segments of Operations (Details) - Schedule of property and equipment by geography [Line Items]
Property and Equipment	22
Japan [Member]
Segments of Operations (Details) - Schedule of property and equipment by geography [Line Items]
Property and Equipment	$ 196	$ 280

Loss Per Share (Details) - shares	12 Months Ended
Loss Per Share (Details) - shares	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Earnings Per Share [Abstract]
Basic and diluted share	2,505,370	3,173,186
Warrants	4,842,342		5,548,649
Warrants option		4,673,104	3,654,464

Loss Per Share (Details) - Schedule of basic loss per share is calculated by dividing the loss attributable to the company’s owners - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Schedule of basic loss per share is calculated by dividing the loss attributable to the company’s owners [Abstract]
Net loss attributable to Company’s owners	$ (61,798)	$ (43,815)	$ (22,563)
The weighted average of the number of ordinary shares (in thousands)	48,216	35,654	25,181
Basic and diluted loss per share	$ (1.28)	$ (1.23)	$ (0.9)

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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