KAMADA LTD | CIK:0001567529 | 3

  • Filed: 3/6/2018
  • Entity registrant name: KAMADA LTD (CIK: 0001567529)
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  • SEC filing page: http://www.sec.gov/Archives/edgar/data/1567529/000117891318000767/0001178913-18-000767-index.htm
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    • ifrs-full:DisclosureOfSharebasedPaymentArrangementsExplanatory

    Note 20: -
    Share-Based Payment

    On July 24, 2011, the Company's Board of Directors approved a new unlisted Options Plan ("2011 Option Plan "). In September 2016 the Company's Board of Directors approved an amendment to the plan and renamed it the Israeli Share Award Plan ("2011 Plan") to include restricted shares ("RS") awards (options and RS) that generally vest during a four-year period following the date of the grant in 13 installments: 25% of the options vest on the first anniversary of the grant date and 6.25% options vest at the end of each quarter thereafter.

    a.
    Expense recognized in the financial statements

    The share based payment expense that was recognized for services received from employees and directors is presented in the following table:

       
    For the Year Ended
    December 31
    		  
       
    2017
    		    
    2016
    		    
    2015
    		  
       
    In thousands
    		  
    Cost of revenues
    		  
    $
    179
    		    
    $
    332
    		    
    $
    564
    		  
    Research and development
    		    
    138
    		      
    134
    		      
    390
    		  
    Selling and marketing
    		    
    48
    		      
    71
    		      
    98
    		  
    General and administrative
    		    
    118
    		      
    534
    		      
    855
    		  
    Total share-based payment
    		  
    $
    483
    		    
    $
    1,071
    		    
    $
    1,907
    		  
     
    b.
    Option granted to the Company's Chief Executive Officer ("CEO")

    On November 30, 2017, the Company’s general shareholders meeting approved the grant of 18,000 options and 6,000 RSs to Mr. Amir London, the Company’s CEO. The RSs do not have exercise price. The options are exercisable into ordinary shares at an exercise price of NIS 21.99 per option. According to a calculation formula based on the binomial model, the fair value of the options was estimated at $26 thousands. The fair value of the RSs was estimated based on the market price of the shares on the grant date at $28 thousands.

    On August 30, 2016, the Company’s general shareholders meeting approved the grant of 18,000 options and 6,000 RSs to Mr. Amir London, the Company’s CEO. The RSs do not have exercise price. The options are exercisable into ordinary shares at an exercise price of NIS 15.2 per option. According to a calculation formula based on the binomial model, the fair value of the options was estimated at $41 thousands. The fair value of the RSs was estimated based on the market price of the shares on the grant date at $30 thousands.

    c.
    Employees options

    1.
    During 2017, 2016 and 2015 the Company's Board of Directors approved the grant, of 405,950, 320,775 and 356,075 options, respectively to employees and management. The fair value of the options was estimated at $597 thousands, $548 thousands and $749 thousands, respectively.
     
    2.
    During 2017, the Company's Board of Directors approved the grant of 52,835 RSs to the Company’s employees and management. The RSs do not have exercise price. The RSs are exercisable in 13 installments, 25% of the RSs vest on the first anniversary of the grant date and 6.25% vest at the end of each quarter thereafter into ordinary shares. The fair value of the RSs was estimated based on the market price of the share on the grant date at $238 thousands.
     
    d.         Directors options

    1.
    On November 30, 2017, the Company’s general shareholders meeting approved the grant of a total of 35,000 options to the Company’s board of directors. The options are exercisable into ordinary shares at an exercise price of NIS 21.99 per option. According to a calculation formula based on the Binomial Model, the fair value of the options was estimated at $51 thousands.
     
    2. On August 30, 2016, the Company’s general shareholders meeting approved the grant of 50,000 options to the Company’s directors. The options are exercisable ordinary shares at an exercise price of NIS 15.2 per option. According to a calculation formula based on the Binomial Model, the fair value of the options was estimated at $114 thousands.
     
    f.
    For additional information regarding the exercise of options during 2017, refer to Note 21.

    Change of Awards during the Year

    The following table lists the number of share options, the weighted average exercise prices of share options and modification in employee and service provider option plans during the year:
     
       
    2017
    		    
    2016
    		    
    2015
    		  
     
    		  
    Number of
    Options
    		    
    Weighted Average Exercise Price
    		    
    Number of
    Options
    		    
    Weighted Average Exercise Price
    		    
    Number of
    Options
    		    
    Weighted Average Exercise Price
    		  
             
    In NIS
    		          
    In NIS
    		          
    In NIS
    		  
                                         
    Outstanding at beginning of year
    		    
    2,487,236
    		      
    35.20
    		      
    2,281,493
    		      
    38.96
    		      
    2,396,891
    		      
    37.98
    		  
    Granted
    		    
    458,950
    		      
    21.10
    		      
    401,275
    		      
    15.17
    		      
    504,075
    		      
    18.28
    		  
    Exercised
    		    
    (10,659
    )
    		    
    18.19
    		      
    (8,398
    )
    		    
    18.47
    		      
    (430,178
    )
    		    
    11.18
    		  
    Forfeited
    		    
    (363,155
    )
    		    
    35.70
    		      
    (187,134
    )
    		    
    39.22
    		      
    (189,295
    )
    		    
    34.94
    		  
                                                     
    Outstanding at end of year
    		    
    2,572,372
    		      
    32.47
    		      
    2,487,236
    		      
    35.20
    		      
    2,281,493
    		      
    38.96
    		  
    Exercisable at end of year
    		    
    1,755,253
    		      
    38.69
    		      
    1,543,358
    		      
    40.44
    		      
    1,182,417
    		      
    40.39
    		  
    The weighted average remaining contractual life for the share options
    		            
    3.22
    		              
    3.62
    		              
    4.15
    		  
     
    The range of exercise prices for share options outstanding as of December 31, 2016 and 2017 were NIS 15- NIS 57. Exercise is either by cash consideration of the exercise price or by cashless method.

    The following table lists the number of RSs and modification in employee RSs during the year:

       
    Number of RSs
    		  
       
    2017
    		    
    2016
    		  
                 
    Outstanding at beginning of year
    		    
    27,333
    		      
    -
    		  
    Granted
    		    
    58,835
    		      
    29,333
    		  
    End of restriction period
    		    
    (7,656
    )
    		    
    -
    		  
    Forfeited
    		    
    (2,000
    )
    		    
    (2,000
    )
                     
    Outstanding at end of year
    		    
    76,512
    		      
    27,333
    		  
    The weighted average remaining contractual life for the restricted share
    		    
    5.92
    		      
    6.20
    		  

    Measurement of the fair value of equity-settled share options

    The Company uses the binomial model when estimating the grant date fair value of equity-settled share options. The measurement was made at the grant date of equity-settled share options since the options were granted to employees.

    The following table lists the inputs to the binomial model used for the fair value measurement of equity-settled share options for the above plan:

       
    2017
    		    
    2016
    		    
    2015
    		  
    Dividend yield (%)
    		    
    -  
    		     
    -  
    		     
    -  
    		 
    Expected volatility of the share prices (%)
    		    
    37-45  
    		     
    32-51  
    		     
    42-64  
    		 
    Risk-free interest rate (%)
    		    
    0.1 – 1.83  
    		     
    0.13 – 1.83  
    		     
    0.07-2.04   
    		  
    Contractual term of up to (years)
    		    
    6.5  
    		     
    6.5  
    		     
    6.5  
    		 
    Exercise multiple
    		    
    2  
    		     
    2  
    		     
    2  
    		 
    Weighted average share prices (NIS)
    		    
    16.05-16.44  
    		     
    15.17  
    		     
    17.17  
    		 
    Expected average forfeiture rate (%)
    		    
    1-5  
    		     
    0-5  
    		     
    0-5