REWALK ROBOTICS LTD. – 10-Q – MANAGEMENT REPORT AND ANALYSIS OF FINANCIAL POSITION AND OPERATING RESULTS – InsuranceNewsNet

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The following discussion and analysis of our financial condition and results of
operation should be read in conjunction with the unaudited condensed
consolidated financial statements and the related notes included elsewhere in
this quarterly report and with our audited consolidated financial statements
included in our Form 10-K for the year ended December 31, 2021 as filed with the
SEC on February 24, 2022 and amended on May 2, 2022 (the "2021 Form 10-K"). In
addition to historical condensed financial information, the following discussion
contains forward-looking statements that reflect our plans, estimates and
beliefs. Our actual results could differ materially from those discussed in the
forward-looking statements. For a discussion of factors that could cause or
contribute to these differences, see "Special Note Regarding Forward-Looking
Statements" above.

Overview

We are an innovative medical device company that is designing, developing, and
commercializing robotic exoskeletons that allow individuals with mobility
impairments or other medical conditions the ability to stand and walk once
again. We have developed and are continuing to commercialize our ReWalk Personal
and ReWalk Rehabilitation devices for individuals with spinal cord injury ("SCI
Products"), which are exoskeletons designed for individuals with paraplegia that
use our patented tilt-sensor technology and an on-board computer and motion
sensors to drive motorized legs that power movement.

We have also developed and began commercializing our ReStore device in June
2019. ReStore is a powered, lightweight soft exo-suit intended for use in the
rehabilitation of individuals with lower limb disability due to stroke. During
the second quarter of 2020 we have finalized and moved to implement two separate
agreements to distribute additional product lines in the U.S. market. The
Company will be the exclusive distributor of the MediTouch Tutor movement
biofeedback systems in the United States and will also have distribution rights
for the MYOLYN MyoCycle FES cycles to U.S. rehabilitation clinics and personal
sales through the U.S. Department of Veterans Affairs ("VA") hospitals and other
personal sales. These new products will improve our product offering to clinics
as well as patients within the VA as they both have similar clinician and
patient profile.

Our main markets are United States and Europe. In Europewe have a
direct sales operation Germany and the UK and work with
distribution partners in some other major countries. We have offices at
Marlborough, Mass., Berlin, Germany and Yokneam, Israelor U.S
operate our business from.

We have in the past generated and expect to generate in the future revenues from
a combination of third-party payors, self-payors, including private and
government employers, and institutions. While a broad uniform policy of coverage
and reimbursement by third-party commercial payors currently does not exist in
the United States for electronic exoskeleton technologies such as the ReWalk
Personal, we are pursuing various paths of reimbursement and support fundraising
efforts by institutions and clinics. In December 2015, the U.S. Department of
Veterans Affairs, or the VA, issued a national policy for the evaluation,
training and procurement of ReWalk Personal exoskeleton systems for all
qualifying veterans across the United States. The VA policy is the first
national coverage policy in the United States for qualifying individuals who
have suffered spinal cord injury. As of December 31, 2021, we had placed 25
units as part of the VA policy.

According to a 2017 report published by the Centers for Medicare and Medicaid
Services, or CMS, approximately 55% of the spinal cord injury population which
are at least five years post their injury date are covered by CMS. In July 2020,
a code was issued for ReWalk Personal 6.0 (effective October 1, 2020), which
might later be followed by coverage policy of CMS.

Additionally, to date, several private insurers in the United States and Europe
have provided reimbursement for ReWalk in certain cases. In Germany, we continue
to make progress toward achieving ReWalk coverage from the various government,
private and worker's compensation payors. In September 2017, each of German
insurer BARMER GEK ("Barmer") and national social accident insurance provider
Deutsche Gesetzliche Unfallversicherung ("DGUV"), indicated that they will
provide coverage to users who meet certain inclusion and exclusion criteria. In
February 2018, the head office of German statutory health insurance, or SHI,
Spitzenverband ("GKV") confirmed their decision to list the ReWalk Personal 6.0
exoskeleton system in the German Medical Device Directory. This decision means
that ReWalk will be listed among all medical devices for compensation, which SHI
providers can procure for any approved beneficiary on a case-by-case basis.
During the year 2020 we announced several new agreements with German SHIs such
as TK and DAK Gesundheit and others as well as the first German Private Health
Insurer ("PHI") that have chosen to enter into an agreement that outlines the
process of obtaining a device for eligible insured patient. We are currently
working with several additional SHIs and PHIs on securing a formal operating
contract that will establish the process of obtaining a ReWalk Personal 6.0
device for their beneficiaries within their system.

During the second quarter of 2020 we finalized and moved to implement two
separate agreements to distribute additional product lines in the U.S. market.
The Company will be the exclusive distributor of the MediTouch Tutor movement
biofeedback systems in the United States and will also have distribution rights
for the MYOLYN MyoCycle FES cycles to U.S. rehabilitation clinics and personal
sales through the VA hospitals. These new products will improve our product
offering to clinics as well as patients within the VA as they both have similar
clinician and patient profile. We have incurred net losses and negative cash
flow from operations since inception and anticipate this to continue in the near
term. We will continue to evaluate spending while continuing to focus resources
on activities to commercialize the Restore device for stroke patients, achieving
additional commercial reimbursement coverage decisions for our ReWalk Personal
device, continued research and development activities related mainly to our
product line maintenance as well as our soft exo-suit design and activities
related to our FDA 522 postmarket study.

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Highlights of the first quarter of 2022 and subsequent periods

• Total revenue for the first quarter of 2022 was $0.9 millioncompared to $1.3

    million in the first quarter of 2021;


• Placed on June 8 Healthcare Biannual Common Procedure CMS Agenda

Coding System Meeting (HCPCS) which includes determining the benefit category for

the first time under the new DEMPOS rules. This is based on previous

interactions with CMS to determine ReWalk benefit category and payment

    status;


• ReWalk increased resources and presence in VA Polytrauma/TBI Care systems

as well as a process of expanding training through the GO Designated community

    Based Outpatient Clinic network;



  • Strong cash position with $82.6 million as of March 31, 2022;


• The Company’s operating expenses have been $4.6 million in the first quarter of

    2022, compared to $3.7 million in the first quarter of 2021;


• In April 2022the Company joined the Human-Robot Interaction Consortiumpart

of the Israel Innovation Authority’s MAGNET incentive program, where it

collaborate with several universities to develop cutting-edge technologies aimed at

improve human-exoskeleton interaction.

Evolution of the COVID-19 pandemic

The impact of the COVID-19 pandemic has resulted in, and will likely continue to
result in, significant disruptions to the global economy and the capital
markets, as well as our business. A significant number of our global suppliers,
vendors, distributors and manufacturing facilities are located in regions that
have been affected by the pandemic. Those operations have been materially
adversely affected by restrictive government and private enterprise measures
implemented in response to the pandemic, which in turn, has negatively impacted
our operations. Despite the distribution of COVID-19 vaccines, new and
occasionally more virulent variants of the virus that causes COVID-19, including
the Delta and Omicron variants, have emerged, and there is significant
uncertainty as to how the countries in which we do business will continue to
respond to such outbreaks, including whether there will be future partial or
total shutdowns, which would adversely affect our business.

The COVID-19 pandemic has affected our ability to engage with our SCI Products,
ReStore and Distributed Products existing customers, conduct trials of
candidates, deliver ordered units or repair existing systems and provide
training of our products to new patients who have largely remained at home due
to local movement restrictions and to rehabilitation centers, which have
temporarily shifted priorities and responses to pandemic-related medical
equipment. In addition, staffing shortages within the healthcare system itself
has resulted in a diminished demand for our SCI Products as the attention of
healthcare workers and potential patients has turned elsewhere. As a result, our
sales and results of operations have been adversely impacted. We believe that
these adverse impacts may continue as long as the pandemic continues to impact
our key markets, which are Germany and the United States, especially as long as
our ability to conduct trials of product candidates is limited or if our
existing customers can't train with our SCI Products and as long as capital
budgets for rehabilitation devices such as the ReStore remain reduced or
on-hold. Additionally, some clinics, such as VA clinics, and many other
healthcare facilities, are enforcing in-clinic restrictions that affect our
ability to demonstrate our devices to patients or start training for qualified
potential customers. We continue to monitor our sales pipeline on a day-to-day
basis in order to assess the effect of these limitations as some have short term
effects and others affect our future pipeline development. While our sole
manufacturer, Sanmina Corporation, has not shut down its facilities during the
COVID-19 pandemic, supply chain delays, component shortages have had a limited
impact on our manufacturing and are also leading to price increases of specific
parts. Other adverse impacts on our production capacity as a result of
government directives or health protocols can occur. Moreover, the current
limitations on our sales activities has made it difficult to effectively
forecast our future requirements for systems. For more information, see "Part I,
Item 1A. Risk Factors." of our 2021 Form 10-K in addition to the "Risk Factors"
section included below.

In addition, our future results of operations and liquidity could be adversely
impacted by delays in payments of outstanding receivable amounts beyond normal
payment terms, supply chain disruptions and operational challenges faced by our
customers. The occurrence of new outbreaks of COVID-19 could result in a
widespread health crisis that could adversely affect the economies and financial
markets of many countries, resulting in an economic downturn or a global
recession that could cause significant volatility or decline in the trading
price of our securities, affect our ability to execute strategic business
activities such as business combination, affect demand for our products and
likely impact our operating results. These may further limit or restrict our
ability to access capital on favorable terms, or at all, lead to consolidation
that negatively impacts our business, weaken demand, increase competition, cause
us to reduce our capital spend further, or otherwise disrupt our business.

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During the pandemic, we have implemented remote working procedures in the United
States, Germany and Israel and are establishing in-office measures to contain
the spread of COVID-19 according to local regulations. With the vaccination of
most of our employees, we gradually returned to work from our offices during
2021 but are currently facing another disruption with the spread of the Omicron
variant. Despite this current situation and the challenges it imposes, we have
developed several methods to continue to engage with our current and prospective
customers with some success through video conferencing, virtual training events,
and online education demos to offer our support and showcase the value of our
products.

Results of operations for the three months ended March 31, 2022 and March, 31st,
2021

Our operating results for the three months ended March 31, 2022, as compared to
the same period in 2021, are presented below. The results set forth below are
not necessarily indicative of the results to be expected in future periods.

                                                                 Three Months Ended March 31,
                                                                    2022                2021
Revenues                                                       $           876      $      1,316
Cost of revenues                                                           611               609

Gross profit                                                               265               707

Operating expenses:
Research and development                                                   907               795
Sales and marketing                                                      2,184             1,671
General and administrative                                               1,462             1,262

Total operating expenses                                                 4,553             3,728

Operating loss                                                          (4,288 )          (3,021 )
Financial expenses (income), net                                            24                (4 )

Loss before income taxes                                                (4,312 )          (3,017 )
Taxes on income                                                             38                45

Net loss                                                       $        (4,350 )    $     (3,062 )

Net loss per ordinary share, basic and diluted                 $         

(0.07) $(0.08)

Weighted average number of shares used in the calculation of net loss
per ordinary share, basic and diluted

62,493,496        36,187,789




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Three months completed March 31, 2022 Compared to the three months ended March 31, 2021

Revenue

Our revenues for the three months ended March 31, 2022 and 2021 were as follows:

                                     Three Months Ended March 31,
                                   2022                      2021
                                 (in thousands, except unit amounts)
Personal unit revenues         $         770           $          1,308
Rehabilitation unit revenues             106                          8

Revenues                       $         876           $          1,316


Personal unit revenue includes ReWalk Personal 6.0 and distributed products
sales, rental, service and warranty income for household use.

Rehabilitation unit revenues consist of ReStore, Distributed Products and SCI
Products sale, rental, service and warranty revenue to clinics, hospitals for
treating patients with relevant medical conditions or medical academic centers.

Revenues decreased by $440 thousand, or 33%, for the three months ended March
31, 2022 compared to the three months ended March 31, 2021. The decrease is due
to lower number of ReWalk Personal 6.0 units sold in the United States and
Germany.

In the future, we expect our growth to be driven by sales of our ReWalk Personal
device to third-party payors as we continue to focus our resources on broader
commercial coverage policies with third-party payors as well as sales of the
ReStore and other products to rehabilitation clinics and for personal use.

Gross profit

Our gross profit for the three months ended March 31, 2022 and 2021 was also
follows (in thousands):

                  Three Months Ended March 31,
                   2022                  2021
Gross profit   $         265         $         707



Gross profit was 30% of revenue for the three months ended March 31, 2022
compared to 54% for the three months ended March 31, 2021. The decrease in gross
profit for the three months ended March 31, 2022 was mainly driven by the lower
volume of units sold and a decrease in our average selling price due to a change
in sales mix.

We expect our gross profit to improve, assuming we increase our sales volumes,
which could also decrease the product manufacturing costs. Improvements may be
partially offset by the lower margins we currently expect from ReStore and our
Distributed Products as well as due to an increase in the cost of product parts,
especially as long as COVID-19 pandemic is affecting the market.

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Research and development costs

Our research and development expenses, net, for the three months ended March, 31st,
2022
and 2021 were as follows (in thousands):

                                       Three Months Ended March 31,
                                        2022                  2021

Research and development costs $907 $795


Research and development expenses, increased by $112 thousand, or 14%, for the
three months ended March 31, 2022 compared to the three months ended March 31,
2021. The increase is attributable to increased consulting and subcontractors
expenses.

We intend to focus our research and development expenses mainly on our current
products maintenance and improvement as well as developing our "soft suit"
exoskeleton for additional indications affecting the ability to walk or a home
use design such as the ReBoot design.

Sales and marketing expenses

Our sales and marketing expenses for the three months ended March 31, 2022 and
2021 were as follows (in thousands):

                                 Three Months Ended March 31,
                                   2022                2021
Sales and marketing expenses   $       2,184       $       1,671



Sales and marketing expenses increased by $513 thousand, or 31%, for the three
months ended March 31, 2022 compared to the three months ended March 31, 2021.
The increase was driven by higher employee and employee related expenses, travel
and tradeshows activities.

In the near term our sales and marketing expenses are expected to be driven by
our efforts to expand our reimbursement coverage of our ReWalk Personal device
and to expand our current product commercialization.

General and administrative expenses

Our general and administrative expenses for the three months ended March, 31st,
2022
and 2021 were as follows (in thousands):

                               Three Months Ended March 31,
                                 2022                2021
General and administrative   $       1,462       $       1,262



General and administrative expenses increased by $200 thousand, or 16%, for the
three months ended March 31, 2022 compared to the three months ended March 31,
2021. The increase was driven by increased personnel and personnel related
expenses as well as professional services expenses.


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Financial expenditure (income), net

Our finance charges (income), net, for the three months ended March 31, 2022
and 2021 were as follows (in thousands):

                                      Three Months Ended March 31,
                                       2022                   2021
Financial expenses (income), net   $         24           $         (4 )



Financial expenses (income), net, increased by $28 thousand for the three months
ended March 31, 2022 compared to the three months ended March 31, 2021. This
increase was primarily due to exchange rate fluctuations.

Income taxes

Our income tax for the three months ended March 31, 2022 and 2021 was as follows
(in thousands):

                  Three Months Ended March 31,
                   2022                   2021
Income taxes   $         38           $         45



Income taxes decreased by $7 thousand, or 16%, for the three months ended March
31, 2022 compared to the three months ended March 31, 2021 mainly due to higher
deferred income tax resulting from a decrease in deferred revenues.

Significant Accounting Policies and Estimates

Our condensed consolidated financial statements are prepared in accordance with
U.S. GAAP. The preparation of our condensed financial statements requires us to
make estimates, judgments and assumptions that can affect the reported amounts
of assets and liabilities, disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. We base our estimates, judgments and
assumptions on historical experience and other factors that we believe to be
reasonable under the circumstances. Materially different results can occur as
circumstances change and additional information becomes known. Besides the
estimates identified above that are considered critical, we make many other
accounting estimates in preparing our condensed financial statements and related
disclosures. See Note 2 to our audited consolidated financial statements
included in our 2021 Form 10-K for a description of the significant accounting
policies that we used to prepare our consolidated financial statements.

There have been no material changes to our critical accounting policies or our
critical judgments from the information provided in "Part II, Item 7.
Management's Discussion and Analysis of Financial Condition and Results of
Operations - Critical Accounting Policies" of our 2021 Form 10-K, except for the
updates provided in Note 3 of our unaudited condensed consolidated financial
statements set forth in "Part I, Item 1. Financial Statements" of this quarterly
report.

Recent accounting pronouncements

See note 3 of our unaudited condensed consolidated financial statements
in “Part I, point 1. Financial statements” of this quarterly report for
information regarding new accounting pronouncements.

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Cash and capital resources

Sources of liquidity and outlook

Since inception, we have funded our operations primarily through the sale of
certain of our equity securities and convertible notes to investors in private
placements, the sale of our ordinary shares in public offerings and the
incurrence of bank debt.

As of March 31, 2022, we incurred a consolidated net loss of $4.4 million and
have an accumulated deficit in the total amount of $198.5 million. Our cash and
cash equivalent as of March 31, 2022, totaled $82.6 million and our negative
operating cash flow for the three months ended March 31, 2022, was $5.7 million.
We have sufficient funds to support our operation for more than 12 months
following the issuance date of our condensed consolidated unaudited financial
statements for the three months ended March 31, 2022.

We expect to incur future net losses and our transition to profitability is
dependent upon, among other things, the successful development and
commercialization of our products and product candidates, the achievement of a
level of revenues adequate to support our cost structure. Until we achieve
profitability or generate positive cash flows, we will continue to need to raise
additional cash. We intend to fund future operations through cash on hand,
additional private and/or public offerings of debt or equity securities, cash
exercises of outstanding warrants or a combination of the foregoing. In
addition, we may seek additional capital through arrangements with strategic
partners or from other sources and we will continue to address our cost
structure. Notwithstanding, there can be no assurance that we will be able to
raise additional funds or achieve or sustain profitability or positive cash
flows from operations.

Our anticipated primary uses of cash are (i) sales, marketing and reimbursement
expenses related to market development activities of our ReStore and Personal
6.0 devices, broadening third-party payor and CMS coverage for our ReWalk
Personal device and commercializing our new product lines added through
distribution agreements; (ii) research and development of our lightweight
exo-suit technology for potential home personal health utilization for multiple
indications and future generation designs for our spinal cord injury device;
(iii) routine product updates; (iv) general corporate purposes, including
working capital needs; and (v) potential acquisitions of business. Our future
cash requirements will depend on many factors, including our rate of revenue
growth, the expansion of our sales and marketing activities, the timing and
extent of our spending on research and development efforts and international
expansion. If our current estimates of revenue, expenses or capital or liquidity
requirements change or are inaccurate, we may seek to sell additional equity or
debt securities, arrange for additional bank debt financing, or refinance our
indebtedness. There can be no assurance that we will be able to raise such funds
on acceptable terms.

Equity Raises

Beginning with the filing of our Form 10-K on February 17, 2017, we were subject
to limitations under the applicable rules of Form S-3, which constrained our
ability to secure capital pursuant to our ATM Offering Program (as defined
below) or other public offerings pursuant to our effective Form S-3. These rules
limit the size of primary securities offerings conducted by issuers with a
public float of less than $75 million to no more than one-third of their public
float in any 12-month period. At the time of filing our annual report for the
year ended December 31, 2020, we were no longer subject to these limitations,
because our public float had reached at least $75 million in the 60 days
preceding the filing of that annual report. Likewise, because our public float
was at least $75 million within the 60 days preceding the date of our 2021
Annual Report, we are not currently subject to these limitations. Our currently
effective registration statement on Form S-3 expires on May 23, 2022. We have
filed a new registration statement on Form S-3 to replace our expiring
registration statement which has not yet been declared effective by the SEC.
Assuming our new Form S-3 becomes effective and is available for our use during
2022, we will continue to not be subject to these limitations for the remainder
of the 2022 fiscal year and until such time as we file our next annual report
for the year ended December 31, 2022, at which time we will be required to
re-test our status under these rules. If our public float subsequently drops
below $75 million as of the filing of our next annual report on Form 10-K, or at
the time we file a new Form S-3, we will become subject to these limitations
again, until the date that our public float again reaches $75 million. These
limitations do not apply to secondary offerings for the resale of our ordinary
shares or other securities by selling shareholders or to the issuance of
ordinary shares upon conversion by holders of convertible securities, such as
warrants. We have registered up to $100 million of ordinary shares warrants
and/or debt securities and certain other outstanding securities with
registration rights on our new registration statement on Form S-3, which will be
available for our use once the registration statement has been declared
effective by the SEC.

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Stock Offerings and Warrant Exercises

On February 19, 2021, we entered into a purchase agreement with certain
institutional and other accredited investors for the issuance and sale of
10,921,502 ordinary shares, par value NIS 0.25 per share at $3.6625 per ordinary
share and warrants to purchase up to an aggregate of 5,460,751 ordinary shares
with an exercise price of $3.6 per share, exercisable from February 19, 2021,
until August 26, 2026. Additionally, we issued warrants to purchase up to
655,290 ordinary shares, with an exercise price of $4.578125 per share,
exercisable from February 19, 2021, until August 26, 2026, to certain
representatives of H.C. Wainwright as compensation for its role as the placement
agent in our February 2021 Offering.

On September 27, 2021, we signed a purchase agreement with certain institutional
investors for the issuance and sale of 15,403,014 ordinary shares, pre-funded
warrants to purchase up to an aggregate of 610,504 ordinary shares and ordinary
warrants to purchase up to an aggregate of 8,006,759 ordinary shares at an
exercise price of $2.00 per share. The pre-funded warrants have an exercise
price of $0.001 per ordinary share and are immediately exercisable and can be
exercised at any time after their original issuance until such pre-funded
warrants are exercised in full. Each ordinary share was sold at an offering
price of $2.035 and each pre-funded warrant was sold at an offering price of
$2.034 (equal to the purchase price per ordinary share minus the exercise price
of the pre-funded warrant). The offering of the ordinary shares, the pre-funded
warrants and the ordinary shares that are issuable from time to time upon
exercise of the pre-funded warrants was made pursuant to our shelf registration
statement on Form S-3 initially filed with the SEC on May 9, 2019, and declared
effective by the SEC on May 23, 2019, and the ordinary warrants were issued in a
concurrent private placement. The ordinary warrants are exercisable at any time
and from time to time, in whole or in part, following the date of issuance and
ending five and one-half years from the date of issuance. All of the pre-funded
warrants were exercised in full on September 27, 2021, and the offering closed
on September 29, 2021. Additionally, we issued warrants to purchase up to
960,811 ordinary shares, with an exercise price of $2.5438 per share,
exercisable from September 27, 2021, until September 27, 2026, to certain
representatives of H.C. Wainwright as compensation for its role as the placement
agent in our September 2021 private placement offering.

From March 31, 2022a total of 9,814,754 warrants previously issued with
exercise prices ranging from $1.25 for $1.79 were exercised for the gross total
product of approx. $13.8 million.

ATM Offer Program

On May 10, 2016, we entered into our Equity Distribution Agreement with Piper
Jaffray, as amended on May 9, 2019, pursuant to which we may offer and sell,
from time to time, ordinary shares having an aggregate offering price of up to
$25.0 million through Piper Jaffray acting as our agent (the "ATM Offering
Program"). Subject to the terms and conditions of the Equity Distribution
Agreement, Piper Jaffray will use its commercially reasonable efforts to sell on
our behalf all of the ordinary shares requested to be sold by us, consistent
with its normal trading and sales practices. Piper Jaffray may also act as
principal in the sale of ordinary shares under the Equity Distribution
Agreement. Such sales may be made under our Form S-3 in what may be deemed
"at-the-market" equity offerings as defined in Rule 415 promulgated under the
Securities Act, directly on or through the Nasdaq Capital Market, to or through
a market maker other than on an exchange or otherwise, in negotiated
transactions at market prices prevailing at the time of sale or at prices
related to such prevailing market prices, and/or any other method permitted by
law, including in privately negotiated transactions.

Piper Jaffray is entitled to compensation at a fixed commission rate of 3% of
the gross sales price per share sold through it as agent under the Equity
Distribution Agreement. Where Piper Jaffray acts as principal in the sale of
ordinary shares under the Equity Distribution Agreement, such rate of
compensation will not apply, but in no event will the total compensation of
Piper Jaffray, when combined with the reimbursement of Piper Jaffray for the
out-of-pocket fees and disbursements of its legal counsel, exceed 8.0% of the
gross proceeds received from the sale of the ordinary shares.

We may instruct Piper Jaffray not to sell ordinary shares if the sales cannot be
effected at or above the price designated by us in any instruction. We or Piper
Jaffray may suspend an offering of ordinary shares under the ATM Offering
Program upon proper notice and subject to other conditions, as further described
in the Equity Distribution Agreement. Additionally, the ATM Offering Program
will terminate on the earlier of (i) the sale of all ordinary shares subject to
the Equity Distribution Agreement, (ii) the date that is three years after a new
registration statement on Form S-3 goes effective, (iii) our becoming ineligible
to use Form S-3 and (iv) termination of the Equity Distribution Agreement by the
parties. The Equity Distribution Agreement may be terminated by Piper Jaffray or
us at any time on the close of business on the date of receipt of written
notice, and by Piper Jaffray at any time in certain circumstances, including any
suspension or limitation on the trading of our ordinary shares on the Nasdaq
Capital Market, as further described in the Equity Distribution Agreement. We
temporarily suspended use of the ATM Offering Program on February 20, 2019 to
facilitate our February 2019 "best efforts" public offering. As of September 30,
2020, we had sold 302,092 ordinary shares under the ATM Offering Program for net
proceeds to us of $14.5 million (after commissions, fees, and expenses).
Additionally, as of that date, we had paid Piper Jaffray compensation of $471
thousand and had incurred total expenses (including such commissions) of
approximately $1.2 million in connection with the ATM Offering Program. No sales
were made under the ATM Offering Program during the year ended December 31, 2021
or during the three months ended March 31, 2022.

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We intend to continue using the at-the-market offering or similar continuous
offering programs opportunistically to raise additional funds, although we are
currently subject to restrictions on using the ATM Offering Program with Piper
Jaffray. Under our September 2021 purchase agreement with certain investors,
equity or debt securities convertible into, or exercisable or exchangeable for,
ordinary shares at a conversion price, exercise price or exchange price which
floats with the trading price of the ordinary shares or which may be adjusted
after issuance upon the occurrence of certain events or (ii) enter into any
agreement, including an equity line of credit, whereby the Company may issue
securities at a future-determined price, other than an at-the-market facility
with the placement agent, H.C. Wainwright & Co, LLC, beginning on March 29,
2022. Such limitations may inhibit our ability to access capital efficiently.

Cash flow for the three months ended March 31, 2022 and March 31, 2021 (in
thousands):

                                               Three Months Ended March 31,
                                                 2022                 2021

Net cash used in operating activities ($5,708) ($3,173)
Net cash used in investing activities

                   (3 )                 (9 )
Net cash provided by financing activities                -               50,236
Net cash flow                               $       (5,711 )     $       47,054


Net cash used in operating activities

Net cash used in operating activities increased by $2.5 million or 80% primarily
due to increased insurance prepaid expenses, increased inventory purchases, and
higher business development costs.

Net cash provided by financing activities

Net cash provided by financing activities was $0 for the three months ended
March 31, 2022 compared to $50.2 million for the three months ended March, 31st,
2021
originated from the product received through our February 2021 Offer and
Warrant exercises received during the first quarter of 2021.

Contractual obligations and commitments

Below is a summary of our contractual obligations as of March, 31st,
2022
.

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                                                       Payments due by 

period (in dollars, in thousands)

                                                                          Less than
Contractual obligations                                 Total              1 year              1-3 years

Purchase obligations (1)                             $     1,549         $     1,549         $           -
Collaboration Agreement and License Agreement
obligations (2)                                               59                  59                     -
Operating lease obligations (3)                            1,079                 686                   393
Total                                                $     2,687         $     2,294         $         393


(1) The Company depends on a subcontractor, Sanmina Corporation, for

both ReStore products and SCI products. We place our production

orders from Sanmina under purchase orders or by providing forecasts

for future needs
(2) Our collaboration agreement with Harvard was initially for a period of five

years, from May 2016and was later changed to April 2018 for

extend the term for an additional year. The collaboration agreement has expired

from March 31, 2022. Under the collaboration agreement, we were required to

pay in quarterly installments the funding of our joint research

collaboration with Harvard, subject to a minimum funding commitment

applicable circumstances. Our license agreement with Harvard consists of

payment of patent reimbursement fees and initial payment of license fees.

There are also several milestone payments that depend on achieving

certain product development and commercialization milestones and royalties

payments on net sales of certain patents licensed to Harvard. All products

the development milestones envisaged by the license agreement have been reached

from March 31, 2022; however, there are still pending commercializations

milestones under the license agreement that depend on the achievement of certain

sales amounts, some or all of which may not occur.
(3) Our operating leases consist of leases for our facilities in the United States

states and Israel and motor vehicles.


We calculated the payments due under our operating lease obligation for our
Israeli office that are to be paid in NIS at a rate of exchange of NIS 3.176:
$1.00, and the payments due under our operating lease obligation for our German
subsidiary that are to be paid in euros at a rate of exchange of €1.00: $1.109,
both of which were the applicable exchange rates as of March 31, 2022.

Off-balance sheet arrangements

We had no off-balance sheet arrangements or third-party guarantees
obligations from March 31, 2022.

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