SaverOne 2014 Ltd. Files Annual Report on Form 20-F for Fiscal Year Ended December 31, 2023

TL;DR

<b>SaverOne 2014 Ltd. has filed its annual report for FY2023, detailing its Nasdaq-listed securities and share structure.</b>

AI Summary

SaverOne 2014 Ltd. (SVREW) filed a Foreign Annual Report (20-F) with the SEC on March 25, 2024. SaverOne 2014 Ltd. filed its annual report on Form 20-F for the fiscal year ended December 31, 2023. The company's ordinary shares and American Depositary Shares are traded on the Nasdaq Capital Market under symbols SVRE and SVRE respectively. Warrants to purchase ordinary shares are also traded on the Nasdaq Capital Market under the symbol SVREW. As of December 31, 2023, SaverOne had 69,579,231 ordinary shares outstanding. The company is incorporated in Israel and its principal executive offices are located in Petah Tikvah.

Why It Matters

For investors and stakeholders tracking SaverOne 2014 Ltd., this filing contains several important signals. This filing provides investors with the company's official year-end financial and operational overview, crucial for assessing its performance and future prospects. The report confirms the trading status of its securities (ADS, ordinary shares, warrants) on the Nasdaq Capital Market, indicating ongoing public market engagement.

Risk Assessment

Risk Level: low — SaverOne 2014 Ltd. shows low risk based on this filing. The filing is an annual report (20-F) which typically contains standard financial and business information, posing no immediate new risks.

Analyst Insight

Review the full 20-F filing for detailed financial statements and management discussion to understand SaverOne's performance and strategic direction.

Key Numbers

• 69,579,231 — Ordinary Shares Outstanding (As of December 31, 2023)
• 2023-12-31 — Fiscal Year End (Period covered by the report)
• 2024-03-25 — Filing Date (Date the 20-F was filed)

Key Players & Entities

• SaverOne 2014 Ltd. (company) — Filer of the 20-F report
• Nasdaq Capital Market (company) — Exchange where securities are traded
• SVRE (company) — Trading symbol for American Depositary Shares
• SVREW (company) — Trading symbol for warrants
• Ori Gilboa (person) — Chief Executive Officer

FAQ

Industry Context

SaverOne 2014 Ltd. operates in the services sector, specifically computer programming services, as indicated by its SIC code.

Regulatory Implications

As a foreign private issuer incorporated in Israel, SaverOne files an annual report on Form 20-F with the SEC, which is a comprehensive disclosure document.

What Investors Should Do

1. Review the detailed financial statements within the 20-F for FY2023.
2. Analyze the Management's Discussion and Analysis section for insights into business operations and outlook.
3. Monitor future filings for updates on the company's performance and strategic initiatives.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the annual financial statements.
• 2024-03-25: Filing Date — Date the Form 20-F was officially submitted to the SEC.

Year-Over-Year Comparison

This is the annual report filing for the fiscal year ended December 31, 2023, providing updated information compared to previous filings.

Key Financial Figures

• $ — State of Israel and the terms "dollar" "$," "US
  quot; and "U.S. dollars" refer to U.S
• $1 — were made at the rate of NIS 3.6270 to $1.00, based on the representative exchang
• $1.235 billion — which our annual gross revenues exceed $1.235 billion; (ii) the last day of the fiscal year f
• $700 million — nts, held by non-affiliates is at least $700 million as of the prior June 30; or (iv) the da
• $1.0 billion — date on which we have issued more than $1.0 billion in non-convertible debt securities duri
• $9.3 million — sses of NIS 33.8 million (approximately $9.3 million), NIS 25 million (approximately $7.1 mi
• $7.1 million — million), NIS 25 million (approximately $7.1 million) and NIS 26.5 million (approximately $7
• $7.5 million — on) and NIS 26.5 million (approximately $7.5 million) for the years ended December 31, 2023,
• $37.4 million — cit of NIS 135.6 million (approximately $37.4 million). We have devoted substantially all o

Filing Documents

• ea0202091-20f_saver.htm (20-F) — 2117KB
• ea020209101ex2-1_saverone.htm (EX-2.1) — 53KB
• ea020209101ex10-14_saverone.htm (EX-10.14) — 27KB
• ea020209101ex10-15_saverone.htm (EX-10.15) — 49KB
• ea020209101ex12-1_saverone.htm (EX-12.1) — 10KB
• ea020209101ex12-2_saverone.htm (EX-12.2) — 12KB
• ea020209101ex13-1_saverone.htm (EX-13.1) — 4KB
• ea020209101ex13-2_saverone.htm (EX-13.2) — 4KB
• ea020209101ex15-1_saverone.htm (EX-15.1) — 6KB
• image_001.jpg (GRAPHIC) — 15KB
• ex10-15_001.jpg (GRAPHIC) — 115KB
• ex10-15_002.jpg (GRAPHIC) — 95KB
• ex10-15_003.jpg (GRAPHIC) — 149KB
• ex10-15_004.jpg (GRAPHIC) — 226KB
• ex10-15_005.jpg (GRAPHIC) — 213KB
• ex10-15_006.jpg (GRAPHIC) — 232KB
• ex10-15_007.jpg (GRAPHIC) — 212KB
• ex10-15_008.jpg (GRAPHIC) — 156KB
• ex10-15_009.jpg (GRAPHIC) — 134KB
• ex10-15_010.jpg (GRAPHIC) — 140KB
• ex10-15_011.jpg (GRAPHIC) — 227KB
• ex10-15_012.jpg (GRAPHIC) — 195KB
• ex10-15_013.jpg (GRAPHIC) — 154KB
• ex10-15_014.jpg (GRAPHIC) — 223KB
• ex10-15_015.jpg (GRAPHIC) — 205KB
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• ex10-15_017.jpg (GRAPHIC) — 241KB
• ex10-15_018.jpg (GRAPHIC) — 244KB
• ex10-15_019.jpg (GRAPHIC) — 245KB
• ex10-15_020.jpg (GRAPHIC) — 178KB
• ex10-15_021.jpg (GRAPHIC) — 193KB
• ex10-15_022.jpg (GRAPHIC) — 169KB
• ex10-15_023.jpg (GRAPHIC) — 252KB
• ex15-1_001.jpg (GRAPHIC) — 6KB
• 0001213900-24-025533.txt (&nbsp;) — 14661KB
• svre-20231231.xsd (EX-101.SCH) — 130KB
• svre-20231231_cal.xml (EX-101.CAL) — 50KB
• svre-20231231_def.xml (EX-101.DEF) — 343KB
• svre-20231231_lab.xml (EX-101.LAB) — 768KB
• svre-20231231_pre.xml (EX-101.PRE) — 363KB
• ea0202091-20f_saver_htm.xml (XML) — 1069KB

Business

Business Overview 27 C. Organizational Structure 37 D. Property, Plants and Equipment 37 ITEM 4A. UNRESOLVED STAFF COMMENTS 38 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 38 A. Operating Results 39 B. Liquidity and Capital Resources 42 C. Research and Development, Patents and Licenses 43 D. Trend Information 43 E. Critical Accounting Estimates 44 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 45 A. Directors and Senior Management 45 B. Compensation 46 C. Board Practices 48 D. Employees 52 E. Share 52 F. Disclosure of a registrant's action to recover erroneously awarded compensation 53 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 54 A. Major Shareholders 54 B. Related Party Transactions 55 C. Interests of Experts and Counsel 56 ITEM 8. FINANCIAL INFORMATION 56 A. and Other Financial Information 56 B. Significant Changes 56 ITEM 9. THE OFFER AND LISTING 57 A. Offer and Listing Details 57 B. Plan of Distribution 57 C. Markets 57 D. Selling Shareholders 57 E.

Dilution

Dilution 57 F. Expenses of the Issue 57 i ITEM 10. ADDITIONAL INFORMATION 57 A. Share Capital 57 B. Articles of Association 57 C. Material Contracts 57 D. Exchange Controls 57 E. Taxation 58 F. Dividends and Paying Agents 65 G. 65 H. Documents on Display 65 I. Subsidiary Information 66 J. Annual Report to Security Holders 66 ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 66 ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 68 A. Debt Securities 68 B. Warrants and rights 68 C. Other Securities 69 D. American Depositary Shares 69 PART II 78 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 78 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 78 ITEM 15.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 78 ITEM 16. [RESERVED] 79 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 79 ITEM 16B. CODE OF ETHICS 79 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 80 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 80 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 81 ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 81 ITEM 16G. CORPORATE GOVERNANCE 81 ITEM 16H. MINE SAFETY DISCLOSURE 82 ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 82 ITEM 16J. INSIDER TRADING POLICIES 82 ITEM 16K. CYBERSECURITY 82 PART III 83 ITEM 17.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 83 ITEM 18.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 83 ITEM 19. EXHIBITS 83

SIGNATURES

SIGNATURES 85 ii INTRODUCTION Unless the context otherwise requires, references in this annual report on Form 20-F to the "Company," "SaverOne," "we," "us," "our" and other similar designations refer to SaverOne 2014 Ltd. All references to "shares" or "ordinary shares" are to our ordinary shares, NIS 0.01 par value per share. All references to "Israel" are to the State of Israel. All references to "ADS" refer to the American Depositary Shares listed on the Nasdaq Capital Market ("Nasdaq") under the symbol "SVRE," each representing five of our ordinary shares. Our ordinary shares have been trading on the Tel Aviv Stock Exchange, or TASE, under the symbol "SAVR" since June 2020. On June 3, 2022, our ADSs and warrants began trading on the Nasdaq under the symbols "SVRE" and "SVREW". We report under International Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IASB. None of the financial statements were prepared in accordance with generally accepted accounting principles in the United States, or U.S. GAAP. Any discrepancies in any table between totals and sums of the amounts listed are due to rounding. Unless otherwise indicated, or the context otherwise requires, references in this Annual Report to financial and operational data for a particular year refer to the fiscal year of our company ended December 31 of that year. The term "NIS" refers to New Israeli Shekels, the lawful currency of the State of Israel and the terms "dollar" "$," "US

Risk Factors

Risk Factors You should carefully consider the risks described below, together with all of the other information in this Annual Report on Form 20-F. The risks and uncertainties described below are those significant risk factors, currently known and specific to us, that we believe are relevant to an investment in our securities. Additional risks and uncertainties not currently known to us or that we now deem immaterial may also harm us. If any of these risks materialize our business, results of operations or financial condition could suffer, and the price of our ordinary shares could decline substantially. Summary

Risk Factors

Risk Factors Our business is subject to numerous risks and uncertainties, including those highlighted in the section titled "Risk Factors" below. These risks include, among others, the following: Risks Related to Our Financial Condition and Capital Requirements We are an early commercialization stage company and have a limited operating history on which to assess the prospects for our business, have incurred significant losses since the date of our inception, and anticipate that we will continue to incur significant losses until we are able to successfully commercialize our products. 1 We have not generated any significant revenue from the sale of our current products and may never be profitable. We expect that we will need to raise substantial additional capital before we can expect to become profitable from sales of our products. This additional capital may not be available on acceptable terms, or at all. Failure to obtain this necessary capital when needed may force us to delay, limit or terminate our product development efforts or other operations. Risks Related to Our Business and Industry We are currently in the early commercialization stage and we depend entirely on the success of our current SaverOne systems that we have started to commercialize and that we may further develop. We may not be able to introduce products acceptable to customers, improve the technology used in our current systems in response to changing technology and end-user needs and we may not be able to successfully manage our planned growth and expansion. Our operating results and financial condition may fluctuate. The markets in which we participate are competitive. Even if we are successful in completing the development of our products in development, our failure to compete successfully could cause any future revenues and the demand for our products not to materialize or to decline over time. If our relationships with suppliers for our products and services were to

Risk Factors

Risk Factors Raising additional capital would cause dilution to our existing shareholders and may affect the rights of existing shareholders. If securities or industry analysts do not publish or cease publishing research or reports about us, our business or our market, or if they adversely change their recommendations or publish negative reports regarding our business or our shares, our ADSs or ordinary shares price and trading volume could decline. We have identified a material weakness in our internal control over financial reporting, and we may not be able to successfully implement remedial measures. 3 Risks Related to Our Financial Condition and Capital Requirements We are an early commercialization stage company and have a limited operating history on which to assess the prospects for our business, have incurred significant losses since the date of our inception, and anticipate that we will continue to incur significant losses until we are able to successfully commercialize our products. We are currently in the early commercialization stage and have not yet generated significant revenues from our sales and operations. We have experienced net losses in every period since our inception. We incurred net losses of NIS 33.8 million (approximately $9.3 million), NIS 25 million (approximately $7.1 million) and NIS 26.5 million (approximately $7.5 million) for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, we had an accumulated deficit of NIS 135.6 million (approximately $37.4 million). We have devoted substantially all of our financial resources to develop our SaverOne system and have begun the process to invest in our sales and marketing activities as we start to transition to an early commercialization stage company. We have financed our operations primarily through the issuance of equity securities. The amount of our future net losses will depend, in part, on completing the development of our products, the ra

View Full Filing

View this 20-F filing on SEC EDGAR