What changed in this filing

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Item 1. Financial Statements

2021-04-29 compared with 2020-10-29 · 125 added, 119 removed, 240 unchanged (50% of the section changed)

3 unchanged sentences

dollars in thousands (except share data)

September 30,

2021 December 31, 2020

4 unchanged sentences

Restricted cash 11,430 11,499

Trade receivables 84,561 58,859

Trade receivables, net 92,514 96,699

Receivables and prepaid expenses 18,922 21,245

4 unchanged sentences

Field equipment, net 12,132 11,230

Right-of-use assets, net 17,122 17,571

Right-of-use assets 17,741 19,009

Other long-term assets 10,788 10,908

5 unchanged sentences

dollars in thousands (except share data)

September 30,

2021 December 31, 2020

6 unchanged sentences

LONG-TERM LIABILITIES:

Long-term loan, net of discount and issuance costs — 149,424

Long-term debt, net 559,584 429,905

Deferred revenue 9,577 12,139

9 unchanged sentences

issued and outstanding:

101,728,327 shares and 99,528,435 shares at September 30, 2020 (unaudited) and December 31, 2019, respectively

103,187,460 shares and 102,334,276 shares at March 31, 2021 (unaudited) and December 31, 2020, respectively

Additional paid-in capital 1,005,785 1,111,435

7 unchanged sentences

dollars in thousands (except share and per share data)

Three months ended September 30, Nine months ended September 30, Year ended December 31,

Three months ended March 31, Year ended December 31,

2021 2020 2020

Unaudited Unaudited Audited

Unaudited Audited

Net revenues $ 134,695 $ 101,828 $ 494,366

18 unchanged sentences

dollars in thousands

Three months ended September 30, Nine months ended September 30, Year ended December 31,

Three months ended March 31, Year ended December 31,

2021 2020 2020

Unaudited Unaudited Audited

Unaudited Audited

Net income (loss) $ ( 4,128 ) $ 3,952 $ 19,808

14 unchanged sentences

Exercise of options and vested RSUs 853,184 7,961 — — 7,961

Cumulative effect adjustment resulting from ASU 2020-06 early adoption (see Note 5) — ( 132,474 ) — 3,502 ( 128,972 )

Other comprehensive income (loss), net of tax benefit of $ 0

2 unchanged sentences

Balance as of March 31, 2021(Unaudited) 103,187,460 $ 1,005,785 $ ( 1,948 ) $ ( 631,703 ) $ 372,134

Share-based compensation to employees — 18,770 — — 18,770

Proceeds from issuance of shares 33,075 1,667 — — 1,667

Exercise of options and vested RSUs 624,673 3,685 — — 3,685

Other comprehensive income (loss), net of tax benefit of $ 0

Net income (loss) — — — 1,655 1,655

Balance as of June 30, 2020 (Unaudited) 101,020,721 $ 916,632 $ ( 3,532 ) $ ( 645,278 ) $ 267,822

Share-based compensation to employees — 20,121 — — 20,121

Exercise of options and vested RSUs 707,606 9,514 — — 9,514

Other comprehensive income (loss), net of tax benefit of $ 0

— — 296 — 296

Net income (loss) — — — 9,284 9,284

Balance as of September 30, 2020 (Unaudited) 101,728,327 $ 946,267 $ ( 3,236 ) $ ( 635,994 ) $ 307,037

Ordinary shares Additional

5 unchanged sentences

Share-based compensation to employees — 16,557 — — 16,557

Exercise of options and warrants and vested RSUs 2,438,612 16,978 — — 16,978

Exercise of options and vested RSUs 834,538 4,511 — — 4,511

Other comprehensive income (loss), net of tax benefit of $ 0

2 unchanged sentences

Balance as of March 31, 2020 (Unaudited) 100,362,973 $ 892,510 $ ( 3,629 ) $ ( 646,933 ) $ 241,948

Share-based compensation to employees — 13,732 — — 13,732

Proceeds from issuance of shares 43,421 1,208 — — 1,208

Exercise of options and warrants and vested RSUs 2,122,658 19,457 — — 19,457

Other comprehensive income (loss), net of tax benefit of $ 69

— — ( 615 ) — ( 615 )

Net income (loss) — — — ( 1,270 ) ( 1,270 )

Balance as of June 30, 2019 (Unaudited) 97,858,876 $ 818,338 $ ( 2,357 ) $ ( 657,075 ) $ 158,906

Share-based compensation to employees — 14,338 — — 14,338

Exercise of options and warrants and vested RSUs 1,090,059 15,475 — — 15,475

Other comprehensive income (loss), net of tax benefit of $ 11

— — ( 284 ) — ( 284 )

Net income (loss) — — — 1,930 1,930

Balance as of September 30, 2019 (Unaudited) 98,948,935 $ 848,151 $ ( 2,641 ) $ ( 655,145 ) $ 190,365

The accompanying notes are an integral part of these unaudited consolidated financial statements.

2 unchanged sentences

dollars in thousands

Three months ended September 30, Nine months ended September 30, Year ended December 31,

Three months ended March 31, Year ended December 31,

2021 2020 2020

Unaudited Unaudited Audited

Unaudited Audited

Cash flows from operating activities:

19 unchanged sentences

Proceeds from issuance of shares, net $ — $ — $ 3,370

Proceeds from long term debt, net — — 558,439

Repayment of long-term loan ( 6 ) ( 8 ) ( 150,028 )

5 unchanged sentences

Cash, cash equivalents and restricted cash at the end of the period $ 325,977 $ 182,705 $ 246,173

Three months ended September 30, Nine months ended September 30, Year ended December 31,

Three months ended March 31, Year ended December 31,

2021 2020 2020

Unaudited Unaudited Audited

Unaudited Audited

Supplemental cash flow activities:

Cash paid during the period for:

Income taxes, net of refunds $ 4,382 $ 3,040 $ 11,319 $ 10,431 $ 11,241

Interest $ 1,840 $ 3,453 $ 8,671 $ 10,247 $ 13,699

Non-cash activities in accordance with ASC-842:

Right-of-use assets obtained in exchange for lease obligations $ 675 $ 1,062 $ 2,849 18,335 $ 22,943

Income taxes paid (refunded), net $ ( 2,405 ) $ 2,209 $ ( 3,261 )

Interest paid $ 1 $ 3,415 $ 8,686

Non-cash activities:

Right-of-use assets obtained in exchange for lease liabilities $ 284 783 $ 5,617

The accompanying notes are an integral part of these unaudited consolidated financial statements.

4 unchanged sentences

Organization .

NovoCure Limited (including its consolidated subsidiaries, the “Company”) was incorporated in the Bailiwick of Jersey and is principally engaged in the development, manufacture and commercialization of Tumor Treating Fields delivery systems, including Optune and Optune Lua, for the treatment of solid tumors.

The Company has received regulatory approval from the U.S.

Food and Drug Administration (“FDA”) under the Premarket Approval (“PMA") pathway and regulatory approvals and clearances in certain other countries for Optune to treat adult patients with glioblastoma multiforme (“GBM”).

The Company also has received FDA approval under the Humanitarian Device Exemption pathway to market Optune Lua for unresectable, locally advanced or metastatic malignant pleural mesothelioma (“MPM”) in combination with standard chemotherapies.

NovoCure Limited (including its consolidated subsidiaries, the "Company") was incorporated in the Bailiwick of Jersey and is principally engaged in the development, manufacture and commercialization of Tumor Treating Fields ("TTFields") delivery systems, including Optune and Optune Lua (collectively, our "Products"), for the treatment of solid tumor cancers.

The Company currently markets Optune in the United States ("U.S."), Austria, Germany, Israel, Japan, Sweden and Switzerland.

The Company currently markets Optune Lua in the U.S.

The Company also has a License and Collaboration Agreement (the "Zai Agreement") with Zai Lab (Shanghai) Co., Ltd.

("Zai") to market Optune in Greater China.

Financial statement preparation .

7 unchanged sentences

Recently Adopted Accounting Pronouncements.

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”).

ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in the more timely recognition of losses.

ASU 2016-13 also applies to employee benefit plan accounting, effective date for the first quarter of fiscal year 2020.

The Company adopted the standard effective as of January 1, 2020, and the adoption of this standard did not have an impact on the Company's consolidated financial statements.

In August 2018, FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.

The amendments in this ASU align the requirements for capitalizing implementation costs incurred in a hosting arrangement with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.

The implementation costs incurred in a hosting arrangement that is a service contract should be presented as a prepaid asset in the balance sheet and expensed over the term of the hosting arrangement to the same line item in the statement of income as the costs related to the hosting fees.

The Company adopted the standard effective as of January 1, 2020, and the adoption of this standard did not have an impact on the Company's consolidated financial statements.

In August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.

2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity.

Among other changes, ASU 2020-06 removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, entities will no longer separately present in equity an embedded conversion feature for such debt.

Similarly, the embedded conversion feature will no longer be amortized into income as interest expense over the life of the instrument.

Instead, entities will account for a convertible debt instrument wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC Topic 815, Derivatives and Hedging, or (2) a convertible debt instrument was issued at a substantial premium.

Additionally, ASU 2020-06 requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share (EPS), which is consistent with the Company’s accounting treatment under the current standard.

ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, with early adoption permitted for fiscal years beginning after December 15, 2020, and can be adopted on either a fully retrospective or modified retrospective basis.

The Company early adopted ASU 2020-06, effective January 1, 2021 on a modified retrospective basis.

The impact of the Company’s adoption of ASU 2020-06 on the balance sheet as of January 1, 2021 was an increase in long term debt, net of $ 128,972 , a decrease in additional paid-in capital of $ 132,474 , and a decrease in accumulated deficit of $ 3,502 .

Interest expense recognized in future periods will be reduced as a result of accounting for the convertible debt instrument as a single liability measured at its amortized cost.

For additional information see Note 5 of these unaudited consolidated financial statements.

In December 2019, the FASB issued Accounting Standard Update No.

2019-12, Income Taxes (Topic 740):

Simplifying the Accounting for Income Taxes (ASU 2019-12), which simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes, and clarifies certain aspects of the current guidance.

ASU 2019-12 is effective for the Company as of January 1, 2021 and the adoption of this standard did not have a material impact on the Company's consolidated financial statements.

CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS

Cash equivalents include items almost as liquid as cash, such as certificates of deposit and time deposits with maturity periods of three months or less when purchased.

As of September 30, 2020 and December 31, 2019, the Company’s cash and cash equivalents were composed of:

September 30,

As of March 31, 2021 and December 31, 2020, the Company’s cash and cash equivalents were composed of:

2021 December 31,

6 unchanged sentences

The amortized cost and recorded basis of the T-bills are presented as short-term investments.

In August 2020, all outstanding short-term investments matured and were used to prepay the Company's outstanding term loan.

Long Term Loan below.

As of September 30, 2020 and December 31, 2019, the Company’s short-term investments were:

September 30,

As of March 31, 2021 and December 31, 2020, the Company’s short-term investments were:

2021 December 31,

1 unchanged sentence

Short-term investments $ 549,855 $ 607,902

Quoted market prices were applied to determine the fair value of cash equivalents and short-term investments, therefore they were categorized as Level 1 in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures.” The estimated fair value of the Company’s short-term investments as of September 30, 2020 and December 31, 2019 was $ 0 and $ 148,738 , respectively.

Quoted market prices were applied to determine the fair value of cash equivalents and short-term investments, therefore they were categorized as Level 1 in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures.” The estimated fair value of the Company’s short-term investments as of March 31, 2021 and December 31, 2020 was $ 549,890 and $ 607,905 , respectively.

Inventories are stated at the lower of cost or net realizable value.

The weighted average methodology is applied to determine cost.

As of September 30, 2020 and December 31, 2019, the Company’s inventories were composed of:

September 30,

As of March 31, 2021 and December 31, 2020, the Company’s inventories were composed of:

2021 December 31,

9 unchanged sentences

Pledged deposits and bank guarantees.

As of September 30, 2020 and December 31, 2019, the Company pledged bank deposits of $ 1,420 and $ 1,390 , respectively, to cover bank guarantees in respect of its leases of operating facilities and obtained bank guarantees for the fulfillment of the Company’s lease and other contractual commitments of $ 1,652 and $ 1,557 , respectively .

LONG TERM LOAN

On August 18, 2020, the Company terminated its outstanding term loan, which bore interest at 9.0 % per annum.

The prepayment included $ 150,000 in principal repayment and $ 3,000 in prepayment premium, plus accrued and unpaid interest and expenses payable through the payoff date.

The un-amortized issuance costs in the amount of $ 478 that were fully amortized upon the repayment and the prepayment premium were included in the Company’s third quarter finance expenses.

EQUITY INCENTIVE PLANS AND ESPP

As of March 31, 2021 and December 31, 2020, the Company pledged bank deposits of $ 1,409 and $ 1,438 , respectively, to cover bank guarantees in respect of its leases of operating facilities and obtained bank guarantees for the fulfillment of the Company’s lease and other contractual commitments of $ 1,649 and $ 1,687 , respectively .

Senior secured revolving credit facility.

On November 6, 2020, the Company entered into a new three-year $ 150,000 senior secured revolving credit facility with a syndicate of relationship banks.

For additional information, see Note 12(c) to the Consolidated Financial Statements in the 2020 10-K.

As of March 31, 2021, the Company had no outstanding balance borrowed under the facility.

CONVERTIBLE NOTE

On November 5, 2020, the Company issued $ 575,000 aggregate principal amount of 0 % Convertible Senior Notes due 2025 (the “Notes”).

The Notes are senior unsecured obligations of the Company.

The Notes do not bear regular interest, and the principal amount of the Notes will not accrete.

Special interest, if any, payable in accordance with the terms of the Notes will be payable in cash semi-annually in arrears on May 1 and November 1 of each year, beginning on May 1, 2021.

The Notes mature on November 1, 2025, unless earlier repurchased, redeemed or converted.

For additional information, see Note 10(a) to the Consolidated Financial Statements in the 2020 10-K.

In January 2021, the Company irrevocably elected to settle all conversions of Notes by a combination of cash and the Company's ordinary shares and that the cash portion per $ 1,000 principal amount of Notes for all conversion settlements shall be $ 1,000 .

Accordingly, from and after the date of the election, upon conversion of any Notes, holders of Notes will receive, with respect to each $ 1,000 principal amount of Notes converted, cash in an amount up to $ 1,000 and the balance of the conversion value, if any, in ordinary shares (the "Conversion Shares").

The net carrying amount of the liability and equity components of the Notes as of March 31, 2021 and December 31, 2020 are as follows:

2021 December 31,

Unaudited Audited

Liability component, net:

Principal amount $ 575,000 $ 575,000

Unamortized discount — ( 132,797 )

Unamortized issuance costs ( 15,416 ) ( 12,298 )

Net carrying amount of liability component (1) $ 559,584 $ 429,905

Equity component, net:

Conversion feature $ — $ 136,402

Issuance costs

Net carrying amount of equity component $ — $ 132,474

(1) An effective interest rate determines the fair value of the Notes, therefore they are categorized as Level 3 in accordance with ASC 820, "Fair Value Measurements and Disclosures." The estimated fair value of the Net carrying amount of liability component of the Notes as of March 31, 2021 and December 31, 2020 were $ 477,841 and $ 450,437 , respectively.

Finance expense related to the Notes was as follows:

Three months ended March 31, Year ended December 31,

Unaudited Audited

Amortization of debt discount

$ — $ — $ 3,605

Amortization of debt issuance costs

Total finance expense recognized

$ 709 $ — $ 3,938

Effective January 1, 2021, the Company early adopted ASU 2020-06 using the modified retrospective approach .

SHARE OPTION PLANS AND ESPP

In September 2015, the Company adopted the 2015 Omnibus Incentive Plan (the “2015 Plan”).

5 unchanged sentences

RSUs and PSUs granted under the 2015 Plan that are canceled before expiration become available for future grants.

As of September 30, 2020, 11,263,270 ordinary shares were available for grant under the 2015 Plan.

A summary of the status of the Company’s option plans as of September 30, 2020 and changes during the period then ended is presented below:

Nine months ended September 30, 2020

As of March 31, 2021, 14,450,270 ordinary shares were available for grant under the 2015 Plan.

A summary of the status of the Company’s option plans as of March 31, 2021 and changes during the period then ended is presented below:

Three months ended March 31, 2021

of options Weighted

3 unchanged sentences

Forfeited and canceled ( 20,911 ) 62.86

Outstanding as of September 30, 2020 9,767,894 $ 25.65

Outstanding as of March 31, 2021 9,170,513 $ 31.63

Exercisable options 5,344,848 $ 18.59

For the nine months ended September 30, 2020, options to purchase 1,260,709 ordinary shares were exercised, resulting in the issuance of 1,260,709 ordinary shares.

A summary of the status of the Company’s RSUs and PSUs as of September 30, 2020 and changes during the period then ended is presented below.

Nine months ended September 30, 2020

For the three months ended March 31, 2021, options to purchase 404,591 ordinary shares were exercised, resulting in the issuance of 404,591 ordinary shares.

A summary of the status of the Company’s RSUs and PSUs as of March 31, 2021 and changes during the period then ended is presented below.

Three months ended March 31, 2021

of RSU/PSUs Weighted

4 unchanged sentences

Forfeited and cancelled ( 12,262 ) 75.05

Unvested as of September 30, 2020 4,467,466 53.76

(1) Includes RSUs and PSUs granted on March 3, 2020 as follows:

(a) 527,041 RSUs that are expensed based on their grant date fair value of $ 69.37 per RSU over the service period of three years ;

(b) 408,539 PSUs that have a mix of service and clinical milestone vesting conditions, cliff-vest in pre-determined increments, and that have been deemed probable to vest and are therefore expensed beginning in the first quarter of 2020 based on their grant date fair value of $ 69.37 per PSU;

(c) 108,113 PSUs that have a mix of service and clinical milestone vesting conditions, cliff-vest in pre-determined increments, and that will begin to be expensed at $ 69.37 per PSU when it becomes probable that the milestones will be achieved, and (d) 2,703,852 PSUs that have a mix of service, market and other milestone performance vesting conditions (including but not limited to new FDA approved indications), cliff-vest in pre-determined increments, and have a compensation cost of $ 48.16 per PSU that will not be recognized until the performance condition becomes probable.

Also includes RSUs and PSUs granted on September 1, 2020 as follows:

(a) 25,090 RSUs that are expensed based on their grant date fair value of $ 84.68 per RSU over the service period of three years ;

(b) 17,712 PSUs that have a mix of service and clinical milestone vesting conditions, cliff-vest in pre-determined increments, and that have been deemed probable to vest and are therefore expensed beginning in the third quarter of 2020 based on their grant date fair value of $ 84.68 per PSU;

and (c) 17,712 PSUs that have a mix of service and clinical milestone vesting conditions, cliff-vest in pre-determined increments, and that will begin to be expensed at $ 84.68 per PSU when it becomes probable that the milestones will be achieved.

The PSUs vest no earlier than three years from the date of grant and no later than six years from the date of grant.

The grant date fair value of PSUs with market vesting conditions were obtained by using Monte Carlo simulations.

The Company accounts for share-based compensation in accordance with ASC 718.

Unvested as of March 31, 2021 (1) 4,544,204 64.69

(1) Includes PSUs that have a mix of service, market and other milestone performance vesting conditions which are vested upon achievements of performance milestones which are not probable, as of March 31, 2021, in accordance with ASC 718 as follows:

March 31, 2021

PSUs Fair value at grant date per PSU Total fair value at gtant date

2,703,852 $ 48.16 $ 130,218

216,226 69.37 15,000

35,424 84.68 3,000

94,813 $ 114.26 10,833

3,050,315 $ 159,050

These PSUs will be expensed over the performance period when the vesting conditions become probable in accordance with ASC 718.

In September 2015, the Company adopted an employee share purchase plan (“ESPP”) to encourage and enable eligible employees to acquire ownership of the Company’s ordinary shares purchased through accumulated payroll deductions on an after-tax basis.

In the United States, the ESPP is intended to be an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code and the provisions of the ESPP are construed in a manner consistent with the requirements of such section.

As of September 30, 2020, 4,017,014 ordinary shares were available to be purchased by eligible employees under the ESPP and 447,634 shares had been issued under the ESPP.

As of March 31, 2021, 5,006,367 ordinary shares were available to be purchased by eligible employees under the ESPP.

The fair value of share-based awards was estimated using the Black-Scholes model for all equity grants.

1 unchanged sentence

We assessed fair value using the following underlying assumptions:

Nine months ended September 30, Year ended December 31,

Three months ended March 31, Year ended December 31,

Unaudited Audited

1 unchanged sentence

Expected term (years) 5.86 - 6.00

6.25 5.50 - 6.00

Expected volatility 60 % 54 % 54 %- 56 %

1 unchanged sentence

0.86 % 0.30 %- 0.86 %

1.73 %- 2.40 %

Dividend yield 0.00 % 0.00 % 0.00 %

2 unchanged sentences

Risk-free interest rate 0.09 % 1.57 % 0.17 %- 1.57 %

2.10 %- 2.51 %

Dividend yield 0.00 % 0.00 % 0.00 %

The total non-cash share-based compensation expense related to all of the Company’s equity-based awards recognized for the three and nine months ended September 30, 2020 and 2019 and the year ended December 31, 2019 was:

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2020 2019 2020 2019

Unaudited Unaudited Audited

The total non-cash share-based compensation expense related to all of the Company’s equity-based awards recognized for the three months ended March 31, 2021 and 2020 and the year ended December 31, 2020 was:

Three months ended March 31, Year ended December 31,

Unaudited Audited

Cost of revenues $ 733 $ 590 $ 2,221

3 unchanged sentences

Total share-based compensation expense $ 18,863 $ 16,557 $ 75,721

EARNINGS PER SHARE

Basic and diluted net income (loss) per ordinary share

Basic net income (loss) per share is computed based on the weighted average number of ordinary shares outstanding during each period.

Diluted net income per share is computed based on the weighted average number of ordinary shares outstanding during the period, plus potential dilutive shares considered outstanding during the period, in accordance with ASC 260-10, as determined under the treasury stock method.

Basic and diluted net income per ordinary share was the same for each period presented, except for the three months ended September 30, 2020, as the inclusion of all potential dilutive shares (deriving from options, RSUs and the ESPP) outstanding would be anti-dilutive.

The calculation of diluted earnings per share includes the weighted average of potentially dilutive securities, which consists of ordinary shares underlying outstanding share options, RSUs, performance share units and the ESPP.

The effect of these dilutive securities under the treasury stock method was approximately 7,409,508 and 7,511,989 shares for the three and nine months ended September 30, 2020, respectively.

The Company excluded 952,823 and 717,492 share options under the treasury stock method from the computation of dilutive net income per share for the three and nine months ended September 30, 2020 because including them would have had an anti-dilutive effect.

Diluted net income per share is computed based on the weighted average number of ordinary shares outstanding during the period, plus potential dilutive shares (deriving from options, RSUs, PSUs, convertible notes and the ESPP) considered outstanding during the period, in accordance with ASC 260-10, as determined under the if-converted method.

The following table sets forth the computation of the Company’s basic and diluted net income (loss) per ordinary share:

Three months ended March 31, Year ended December 31,

Unaudited Audited

Net income (loss) attributable to ordinary shares as reported $ ( 4,128 ) $ 3,952 $ 19,808

Net income (loss) used in computing basic net income (loss) per share $ ( 4,128 ) $ 3,952 $ 19,808

Adjustment needed in calculating diluted net income (loss) per share — — —

Net income (loss) used in computing diluted net income (loss) per share $ ( 4,128 ) $ 3,952 $ 19,808

Weighted average number of ordinary shares used in computing basic net income (loss) per share 102,633,545 99,877,567 100,930,866

Potentially dilutive shares that were excluded from the computation of basic net income (loss) per share:

Options — 7,113,992 6,967,554

Restricted share units — 1,094,385 945,612

ESPP — 14,679 33,616

Weighted average number of ordinary shares used in computing diluted net income (loss) per share 102,633,545 108,100,623 108,877,648

Weighted anti-dilutive shares outstanding which were not included in the diluted calculation 9,734,269 352,291 1,307,762

Basic net income (loss) per ordinary share $ ( 0.04 ) $ 0.04 $ 0.20

Diluted net income (loss) per ordinary share $ ( 0.04 ) $ 0.04 $ 0.18

SUPPLEMENTAL INFORMATION

1 unchanged sentence

The following table presents long-lived assets by location:

September 30,

2021 December 31,

1 unchanged sentence

United States $ 12,418 $ 11,868

Switzerland 2,012 3,067

Israel 4,552 4,370

Switzerland 4,048 2,849

Japan 1,042 1,230

1 unchanged sentence

Others 721 1,233

Total long-term assets $ 19,403 $ 17,026

Total $ 23,865 $ 22,625

The Company’s revenues by geographic region, based on the customer’s location, are summarized as follows:

Three months ended September 30, Nine months ended September 30, Year ended December 31,

2020 2019 2020 2019

Unaudited Unaudited Audited

Three months ended March 31, Year ended December 31,

Unaudited Audited

United States $ 85,908 $ 69,259 $ 340,782

4 unchanged sentences

Total net revenues $ 134,695 $ 101,828 $ 494,366

(1) Reflects revenue recognized in accordance with a License and Collaboration Agreement (the “Zai Agreement”) between the Company and Zai Lab (Shanghai) Co., Ltd.

(“Zai”), dated September 10, 2018, pursuant to which Zai is commercializing Optune in China, Hong Kong, Macau and Taiwan (referred to in this table as “Greater China”).

During the nine month period ended September 30, 2020, the Company triggered an $ 8,000 milestone related to the approval of Optune for the treatment of GBM in China and a $ 2,000 clinical trial milestone, each of which are being recognized over the remainder of the Zai performance period ending in September 2024.

(1) For additional information, see Note 12 to the Consolidated Financial Statements in the 2020 10-K.

In accordance with the changes to the U.S.

tax code enacted in response to the economic impacts of COVID-19 signed into legislation on March 27, 2020 the Company recorded a net tax benefit of $ 11,269 in the first quarter of 2020.

The benefit results from net operating loss carry-backs in the U.S.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements