UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the quarterly period ended ~~June 30, 2021~~March 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the transition period from______to______

Commission File Number: 001-36612

ReWalk Robotics Ltd.

(Exact name of registrant as specified in charter)

Israel		Not applicable
(State or other jurisdiction of incorporation or organization)		(I.R.S. ~~employer~~Employer ~~identification no.~~Identification No.)

3 Hatnufa Street, Floor 6, Yokneam Ilit, Israel		2069203
(Address of principal executive offices)		~~(Zip Code)~~

~~Securities registered pursuant to Section 12(b) of the Act:~~

~~Title of each class~~

~~Trading symbol~~

~~Name of exchange on which~~

~~registered~~(Zip Code)

~~Ordinary shares, par value NIS 0.25~~

~~RWLK~~

~~Nasdaq Capital Market~~

+972.4.959.0123

Registrant's telephone number, including area code

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Ordinary shares, par value NIS 0.25		RWLK		Nasdaq Capital Market

Indicate by a check mark whether the ~~Registrant~~registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the ~~Registrant~~registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐			Accelerated filer ☐
Non-accelerated filer ☒			Smaller reporting company ☒
~~(Do not check if a smaller reporting company)~~			Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

As of ~~August 6, 2021,~~May 13, 2022, the ~~Registrant~~registrant had outstanding ~~46,410,973~~62,509,872 ordinary shares, par value NIS 0.25 per share.

REWALK ROBOTICS LTD.

FORM 10-Q

FOR THE QUARTER ENDED ~~JUNE 30, 2021~~MARCH 31, 2022

TABLE OF CONTENTS

		Page No.
GENERAL AND WHERE YOU CAN FIND MORE INFORMATION		ii2
PART I~~FINANCIAL INFORMATION~~	1FINANCIAL INFORMATION	3
ITEM 1.	FINANCIAL STATEMENTS (unaudited)	13
	CONDENSED CONSOLIDATED BALANCE SHEETS - ~~JUNE 30, 2021~~MARCH 31, 2022 AND DECEMBER 31, ~~2020~~2021	~~1 - 2~~3
	CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - THREE ~~AND SIX~~ MONTHS ENDED MARCH 31, 2022 AND 2021~~JUNE 30, 2021 AND 2020~~	35
	CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - ~~JUNE 30,~~MARCH 31, 2022 AND 2021 ~~AND 2020~~	~~4 - 5~~6
	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - ~~SIX~~THREE MONTHS ENDED ~~JUNE 30,~~ MARCH 31, 2022 AND 2021~~2021 AND 2020~~	67
	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	78
ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	2524
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	3833
ITEM 4.	CONTROLS AND PROCEDURES	3833
PART II~~OTHER INFORMATION~~	39OTHER INFORMATION	34
ITEM 1.~~LEGAL PROCEEDINGS~~	39LEGAL PROCEEDINGS	34
ITEM 1A.~~RISK FACTORS~~	39RISK FACTORS	34
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	4036
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	36
ITEM 4.	MINE SAFETY DISCLOSURES	36
ITEM 5.	OTHER INFORMATION	36
ITEM 6.	EXHIBITS	37
~~ITEM 3.~~SIGNATURES~~DEFAULTS UPON SENIOR SECURITIES~~		4038
~~ITEM 4.MINE SAFETY DISCLOSURES~~	40
~~ITEM 5.OTHER INFORMATION~~	40
~~ITEM 6.EXHIBITS~~	41
~~SIGNATURES~~	42

~~General~~Introduction and Where You Can Find Other Information

As used in this quarterly report on Form 10-Q (this “quarterly report”), the terms “ReWalk,” the “Company,” “RRL,” “we,” “us” and “our” refer to ReWalk Robotics Ltd. and its subsidiaries, unless the context clearly indicates otherwise. Our website is www.rewalk.com. Information contained in, or that can be accessed through, our website does not constitute a part of this quarterly report on Form 10-Q and is not incorporated by reference herein. We have included our website address in this quarterly report solely for informational purposes. Information that we furnish to or file with the Securities and Exchange Commission (the “SEC”), including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to, or exhibits included in, these reports are available for download, free of charge, on our website as soon as reasonably practicable after such materials are filed with or furnished to the SEC. Our SEC filings, including exhibits filed or furnished therewith, are also available on the SEC’s website at http://www.sec.gov.

Special Note Regarding Forward-Looking Statements

In addition to historical information, this quarterly report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that are based on our management’s beliefs and assumptions and on information currently available to our management. Forward-looking statements include information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities, potential market opportunities and the effects of competition. Forward-looking statements may include projections regarding our future performance and, in some cases, can be identified by words like “anticipate,” “assume,” “believe,” “could,” “seek,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “should,” “will,” “would” or similar expressions that convey uncertainty of future events or outcomes and the negatives of those terms. These statements may be found in this section of this quarterly report titled “Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this quarterly report. These statements include, but are not limited to, statements regarding:

•	our expectations regarding future growth, including our ability to increase sales in our existing geographic markets and expand to new markets;
•		our ability to maintain and grow our reputation and the market acceptance of our products;
•		our ability to achieve reimbursement from third-party payors or advance Centers for Medicare & Medicaid Services (“CMS”) coverage for our products;
•		our ability to maintain compliance with the continued requirements of the Nasdaq Capital Market and the risk that our ordinary shares will be delisted if we do not comply with such requirements;
•		the adverse effect that the COVID-19 pandemic has had and continues to have on our business and results of operations;
•		our ability to have sufficient funds to meet certain future capital requirements, which could impair our efforts to develop and commercialize existing and new products;
•		our limited operating history and our ability to leverage our sales, marketing and training infrastructure;
•		our ability to grow our business through acquisitions of businesses, products or technologies, and the failure to manage acquisitions, or the failure to integrate them with our existing business, which could have a material adverse effect on our business, financial condition, and operating results;
•		our expectations as to our clinical research program and clinical results;
•		our ability to obtain certain components of our products from third-party suppliers and our continued access to our product manufacturers;
•		our ability to improve our products and develop new products;
•		our compliance with medical device reporting regulations to report adverse events involving our products, which could result in voluntary corrective actions or enforcement actions such as mandatory recalls, and the potential impact of such adverse events on our ability to market and sell our products;
•		our ability to gain and maintain regulatory approvals and to comply with any post-marketing requests
•		the risk of a cybersecurity attack or breach of our information technology systems significantly disrupting our business operations;
•		our ability to maintain adequate protection of our intellectual property and to avoid violation of the intellectual property rights of others;
•		the impact of substantial sales of our shares by certain shareholders on the market price of our ordinary shares;
•		our ability to use effectively the proceeds of our offerings of securities;
•		the risk of substantial dilution resulting from the periodic issuances of our ordinary shares;
•		the impact of the market price of our ordinary shares on the determination of whether we are a passive foreign investment company;
•		market and other conditions; and
•		other factors discussed in the “Risk Factors” section of our 2021 annual report on Form 10-K and in our subsequent reports filed with the SEC.

The preceding list is not intended to be an exhaustive list of all of our forward-looking statements. The statements are based on our beliefs, assumptions, and expectations of future performance, taking into account the information currently available to us. These statements are only predictions based upon our current expectations and projections about future events. There are important factors that could cause our actual results, levels of activity, performance, or achievements to differ materially from the results, levels of activity, performance or achievements expressed or implied by the statements. In particular, you should consider the risks provided under “Part I, Item 1A. Risk Factors” of our 2021 annual report on Form 10-K, and in other reports subsequently filed by us with, or furnished to, the SEC.

You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity, performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur.

Any forward-looking statement in this quarterly report speaks only as of the date hereof. Except as required by law, we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future developments or otherwise.

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

REWALK ROBOTICS LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

	March 31,		December 31,
	2022		2021
	(unaudited)
ASSETS

CURRENT ASSETS

Cash and cash equivalents	$	82,632	$	88,337
Trade receivable, net		564		585
Prepaid expenses and other current assets		1,378		610
Inventories		3,232		2,989
Total current assets		87,806		92,521

LONG-TERM ASSETS

Restricted cash and other long-term assets		1,062		1,064
Operating lease right-of-use assets		823		881
Property and equipment, net		307		284
Total long-term assets		2,192		2,229
Total assets	$	89,998	$	94,750

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

REWALK ROBOTICS LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

June 30,
December 31,
2021
2020
(Unaudited)
ASSETS

CURRENT ASSETS

Cash and cash equivalents
$
64,236
$
20,350
Trade receivable, net
779
684
Prepaid expenses and other current assets
834
672
Inventories
3,346
3,542
Total current assets
69,195
25,248

LONG-TERM ASSETS

Restricted cash and other long-term assets
1,039
1,033
Operating lease right-of-use assets
1,116
1,349
Property and equipment, net
355
437
Total long-term assets
2,510
2,819
Total assets
$
71,705
$
28,067

	March 31,			December 31,
	2022			2021
	(unaudited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Current maturities of operating leases	$	638		$	641
Trade payables		1,465			1,384
Employees and payroll accruals		677			1,142
Deferred revenues		323			316
Other current liabilities		517			555
Total current liabilities		3,620			4,038

LONG-TERM LIABILITIES
Deferred revenues		825			866
Non-current operating leases		330			418
Other long-term liabilities		37			45
Total long-term liabilities		1,192			1,329

Total liabilities		4,812			5,367

COMMITMENTS AND CONTINGENT LIABILITIES
Shareholders’ equity:

Share capital
Ordinary share of NIS 0.25 par value-Authorized: 120,000,000 shares at March 31, 2022 and December 31, 2021; Issued and outstanding: 62,508,517 and 62,480,163 shares at March 31, 2022 and December 31, 2021, respectively		4,663			4,661
Additional paid-in capital		279,054			278,903
Accumulated deficit		(198,531	)		(194,181	)
Total shareholders’ equity		85,186			89,383
Total liabilities and shareholders’ equity	$	89,998		$	94,750

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

REWALK ROBOTICS LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED ~~BALANCE SHEETS~~STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except share and per share data)

June 30,
December 31,
2021
2020
(Unaudited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Current maturities of operating leases
640
660
Trade payables
2,080
2,268
Employees and payroll accruals
695
867
Deferred revenues
330
441
Other current liabilities
457
432
Total current liabilities
4,202
4,668

LONG-TERM LIABILITIES
Deferred revenues
727
667
Non-current operating leases
662
923
Other long-term liabilities
36
35
Total long-term liabilities
1,425
1,625

Total liabilities
5,627
6,293

COMMITMENTS AND CONTINGENT LIABILITIES
SHAREHOLDERS’ EQUITY

Share capital
Ordinary share of NIS 0.25 par value-Authorized: 60,000,000 shares at June 30, 2021 and December 31, 2020; Issued and outstanding: 46,201,052 and 25,332,225 shares at June 30, 2021 and December 31, 2020, respectively
3,394
1,827
Additional paid-in capital
250,332
201,392
Accumulated deficit
(187,648
)
(181,445
)
Total shareholders’ equity
66,078
21,774
Total liabilities and shareholders’ equity
$
71,705
$
28,067

	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 computing net loss per ordinary share, basic and diluted		62,493,496			36,187,789

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

REWALK ROBOTICS LTD. AND SUBSIDIARIES

~~CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS~~

~~(Unaudited)~~

~~(In thousands, except share and per share data)~~

Three Months Ended
Six Months Ended
June 30,
June 30,
2021
2020
2021
2020
Revenues
$
1,436
$
1,668
$
2,752
$
2,428
Cost of revenues
709
646
1,318
1,033

Gross profit
727
1,022
1,434
1,395

Operating expenses:
Research and development
810
954
1,605
1,939
Sales and marketing
1,613
1,353
3,284
3,034
General and administrative
1,445
1,267
2,707
2,576

Total operating expenses
3,868
3,574
7,596
7,549

Operating loss
(3,141
)
(2,552
)
(6,162
)
(6,154
)
Financial expenses (income), net
(9
)
235
(13
)
481

Loss before income taxes
(3,132
)
(2,787
)
(6,149
)
(6,635
)
Taxes on income
9
68
54
60

Net loss
$
(3,141
)
$
(2,855
)
$
(6,203
)
$
(6,695
)

Net loss per ordinary share, basic and diluted
$
(0.07
)
$
(0.22
)
$
(0.15
)
$
(0.57
)

Weighted average number of shares used in computing net loss per ordinary share, basic and diluted
46,123,222
13,101,275
41,210,527
11,744,275

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

~~REWALK ROBOTICS LTD. AND SUBSIDIARIES~~

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

~~(Unaudited)~~

(In thousands, except share data)

Ordinary Shares
Additional
paid-in
Accumulated
Total
shareholders’
Number
Amount
capital
deficit
equity
Balance as of April 1, 2020
12,930,155
903
184,489
(172,309
)
13,083
Share-based compensation to employees and non-employees
—
—
113
—
113
Issuance of ordinary shares upon exercise of options to purchase ordinary shares and RSUs by employees and non-employees
14,030
0*
)
—
—
—
Exercise of warrants (1) (2)
1,246,500
90
1,468
—
1,558
Net loss
—
—
—
(2,855
)
(2,855
)
Balance as of June 30, 2020
14,190,685
993
186,070
(175,164
)
11,899

Balance as of April 1, 2021
46,092,577
3,385
250,141
(184,507
)
69,019
Share-based compensation to employees and non-employees
—
—
200
—
200
Issuance of ordinary shares upon exercise of options to purchase ordinary shares and RSUs by employees and non-employees
108,475
9
(9
)
—
—
Net loss
—
—
—
(3,141
)
(3,141
)
Balance as of June 30, 2021
46,201,052
3,394
250,332
(187,648
)
66,078

	Ordinary Share				Additional paid-in			Accumulated			Total shareholders’
	Number		Amount		capital			deficit			equity
Balance as of December 31, 2020		25,332,225		1,827		201,392			(181,445	)		21,774
Share-based compensation to employees and non-employees		-		-		168			-			168
Issuance of ordinary shares upon vesting of RSUs by employees and non-employees		24,096		2		(2	)		-			-
Issuance of ordinary shares in a private placement, net of issuance expenses in the amount of $3,679 (1)		10,921,502		832		35,489			-			36,321
Exercises of warrants (2)		9,814,754		724		13,094			-			13,818
Net loss		-		-		-			(3,062	)		(3,062	)
Balance as of March 31, 2021		46,092,577		3,385		250,141			(184,507	)		69,019

Balance as of December 31, 2021		62,480,163		4,661		278,903			(194,181	)		89,383
Share-based compensation to employees and non-employees		-		-		153			-			153
Issuance of ordinary shares upon vesting of RSUs by employees and non-employees		28,354		2		(2	)		-			-
Net loss		-		-		-			(4,350	)		(4,350	)
Balance as of March 31, 2022		62,508,517		4,663		279,054			(198,531	)		85,186

*)		~~Represents an amount lower than $1.~~

(1)		See Note 7e7.e. to the condensed consolidated financial ~~statements~~statements.
~~(2)~~	(2)	See Note 7c7.c. to the condensed consolidated financial ~~statements~~statements.

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

REWALK ROBOTICS LTD. AND SUBSIDIARIES

~~CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY~~

~~(Unaudited)~~

~~(In thousands, except share data)~~

Ordinary Shares
Additional
paid-in
Accumulated
Total
shareholders’
Number
Amount
capital
deficit
equity
Balance as of January 1, 2020

7,319,560

504

178,745

(168,469
)

10,780

Share-based compensation to employees and non-employees
—
—
312
—
312
Issuance of ordinary shares upon vesting of RSUs by employees and non-employees
24,625
0*
)
—
—
—
Issuance of ordinary shares in “best efforts” offering, net of issuance expenses in the amount of $1,056 (1)
4,053,172
290
3,720
—
4,010
Exercise of pre-funded warrants and warrants (1) (2)
2,793,328
199
3,293
—
3,492
Net loss
—
—
—
(6,695
)
(6,695
)
Balance as of June 30, 2020
14,190,685
993
186,070
(175,164
)
11,899

Balance as of January 1, 2021
25,332,225
1,827
201,392
(181,445
)
21,774
Share-based compensation to employees and non-employees
—
—
368
—
368
Issuance of ordinary shares upon vesting of RSUs by employees and non-employees
132,571
11
(11
)
—
—
Issuance of ordinary shares in a private placement, net of issuance expenses in the amount of $ 3,679 (1)
10,921,502
832
35,489
—
36,321
Exercise of warrants (2)
9,814,754
724
13,094
—
13,818
Net loss
—
—
—
(6,203
)
(6,203
)
Balance as of June 30, 2021
46,201,052
3,394
250,332
(187,648
)
66,078

*)		~~Represents an amount lower than $1.~~

~~(1)~~		~~See Note 7e to the condensed consolidated financial statements~~
~~(2)~~		~~See Note 7c to the condensed consolidated financial statements~~

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

~~REWALK ROBOTICS LTD. AND SUBSIDIARIES~~

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	Six Months Ended						Three Months Ended
	June 30,						March 31,
	2021			2020			2022			2021
Cash flows used in operating activities:
Net loss	$	(6,203	)	$	(6,695	)	$	(4,350	)	$	(3,062	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		141			151			53			70
Share-based compensation to employees and non-employees		368			312			153			168
Deferred taxes		(11	)		(50	)		1			0
Changes in assets and liabilities:
Trade receivables, net		(95	)		(260	)		21			186
Prepaid expenses, operating lease right-of-use assets and other assets		85			(240	)		(706	)		264
Inventories		138			(382	)		(325	)		49
Trade payables		(285	)		(581	)		81			(384	)
Employees and payroll accruals		(172	)		126			(465	)		(290	)
Deferred revenues		(51	)		29			(34	)		(14	)
Operating lease liabilities and other liabilities		(255	)		57			(137	)		(160	)
Net cash used in operating activities		(6,340	)		(7,533	)		(5,708	)		(3,173	)

Cash flows used in investing activities:
Purchase of property and equipment		(11	)		(15	)		(3	)		(9	)
Net cash used in investing activities		(11	)		(15	)		(3	)		(9	)

Cash flows from financing activities:
Repayment of long-term loan		0—			(2,591	)
Proceeds from issuance of long-term debt		0—			392
Issuance of ordinary shares in a “best efforts” offering, net of issuance expenses paid in the amount of $ 1,056 (1)		0—			4,010
Issuance of ordinary shares in a private placement, net of issuance expenses paid in the amount of $ 3,582 (1)		36,418			0—
Exercise of pre-funded warrants and warrants (1) (2)		13,818			3,492
Issuance of ordinary shares in a private placement, net of issuance expenses paid in the amount of $3,582 (1)								0			36,418
Exercise of warrants (1)								0			13,818
Net cash provided by financing activities		50,236			5,303			0			50,236

Increase (decrease) in cash, cash equivalents, and restricted cash		43,885			(2,245	)		(5,711	)		47,054
Cash, cash equivalents, and restricted cash at beginning of period		21,054			16,992			89,050			21,054
Cash, cash equivalents, and restricted cash at end of period	$	64,939		$	14,747		$	83,339		$	68,108
Supplemental disclosures of non-cash flow information
Expenses related to offerings not yet paid (1)	$	97		$	0—		$	0		$	97
Classification of other current assets to property and equipment, net	$	16		$	32
Classification of inventory to property and equipment, net	$	32		$	50		$	51		$	0
Classification of inventory to other current assets	$	26		$	0—		$	54		$	0
Classification of other current assets to property and equipment, net							$	22		$	16
Supplemental cash flow information:
Cash and cash equivalents	$	64,236		$	14,064		$	82,632		$	67,411
Restricted cash included in other long-term assets		703			683			707			697
Total Cash, cash equivalents, and restricted cash	$	64,939		$	14,747		$	83,339		$	68,108

	(1)		See Note 7e7.e. to the condensed consolidated financial statements.
~~(2)~~	(2)	See Note 7c7.c. to the condensed consolidated financial statements.

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

REWALK ROBOTICS LTD. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

a.ReWalk Robotics Ltd. (“RRL”, and together with its subsidiaries, the “Company”) was incorporated under the laws of the State of Israel on June 20, 2001 and commenced operations on the same date.

b.RRL has two wholly-owned subsidiaries: (i) ReWalk Robotics Inc. (“RRI”) incorporated under the laws of Delaware on February 15, 2012 and (ii) ReWalk Robotics GMBH. (“RRG”) incorporated under the laws of Germany on January 14, 2013.

The Company 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. The Company has developed and is continuing to commercialize the ReWalk, an exoskeleton designed for individuals with paraplegia that uses its patented tilt-sensor technology and an on-board computer and motion sensors to drive motorized legs that power movement. The ReWalk system consists of a light wearable brace support suit which integrates motors at the joints, rechargeable batteries, an array of sensors and a computer-based control system to power knee and hip movement. There are currently two types of ReWalk products: ReWalk Personal and ReWalk Rehabilitation. ReWalk Personal is designed for everyday use by individuals at home and in their communities and is custom-fitted for each user. ReWalk Rehabilitation is designed for the clinical rehabilitation environment where it provides individuals access to valuable exercise and therapy. Additionally, the Company developed and, in June 2019, started to commercialize the ReStore following receipt of European Union CE mark and United States Food and Drug Administration (“FDA”). clearance. The ReStore is a powered, lightweight soft exo-suit intended for use in the rehabilitation of individuals with lower limb disability due to stroke. The Company markets and sells its products directly to institutions and individuals and through third-party distributors. The Company sells its products directly primarily in Germany and the United States, and primarily through ~~third-party~~ distributors in other markets. In its direct markets, the Company has established relationships with rehabilitation centers and the spinal cord injury community, and in its indirect markets, the Company’s distributors maintain these relationships. RRI markets and sells products mainly in the United States. RRG ~~sell~~markets and sells the Company’s products mainly in Germany and Europe.

During the second quarter of 2020, wethe Company finalized two separate agreements to distribute additional product lines in the U.S. market. The Company ~~will be~~is the exclusive distributor of the MediTouch Tutor movement biofeedback systems in the United States and ~~will also have~~has 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. These new products ~~will improve our~~have improved the Company’s product offering to clinics as well as patients within the VA as they both have similar clinician and patient profiles.

c.The worldwide spread of ~~the novel coronavirus (“COVID-19”) in March 2020~~COVID-19 has resulted in a global economic slowdown and is expected to continue to disrupt general business operations until the disease is contained. This ~~pandemic~~has had a negative impact on the ~~Company's~~Company’s sales and results of operations since ~~2020,~~the start of the pandemic, and the Company expects that it will continue to negatively affect its sales and results of ~~operations as long as~~operations; however, the pandemic impacts our direct markets in Germany and the United States and disturbs our ability to trial new ReWalk Personal 6.0 patients, access clinics to demonstrate our rehab products and customers are unable to continue their in-clinic training. The Company is currently unable to predict the scale and duration of that impact due to the considerable uncertainty that still surrounds the length of time that the areas in which we operate will continue to be impacted by the measures designed to reduce and contain the spread of the virus taken on international, national and local levels.impact. As of the date of issuance of these financial statements, the Company is not aware of any specific event or circumstance that would require an update ~~to the Company’s~~of its accounting estimates or judgments or revision of the carrying value of its assets or liabilities. This determination may change as new events occur and additional information is obtained. Actual results could differ from ~~our~~management’s estimates and judgments, and any such differences may be material to ~~our~~the Company’s financial statements.

d.~~In the six months ended June 30, 2021,~~As of March 31, 2022, the Company incurred a consolidated net loss of ~~$6.2~~$4.4 million and ~~as of June 30,~~ ~~2021, the Company~~ has an accumulated deficit in the total amount of ~~$187.6~~$198.5 million. The Company’s cash and cash ~~equivalents~~equivalent as of ~~June 30, 2021, were $64.2~~March 31, 2022 totaled $82.6 million and the Company’s negative operating cash flow for the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022 was ~~$6.3~~$5.7 million. The Company has sufficient funds to support its operations for more than 12 months following the issuance date of ~~our~~its condensed consolidated unaudited financial statements for the three ~~and six~~ months ended ~~June 30, 2021.~~March 31, 2022. The Company expects to incur future net losses and ~~our~~its transition to profitability is dependent upon, among other things, the successful development and commercialization of ~~our~~its products and product candidates, and the achievement of a level of revenues adequate to support ~~our~~its cost structure. Until ~~we achieve~~the Company achieves profitability or ~~generate~~generates positive cash flows, weit will continue to need to raise additional cash. ~~We intend~~the Company intends 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, wethe Company may seek additional capital through arrangements with strategic partners or from other sources and we will continue to address ~~our~~its cost structure. Notwithstanding, there can be no assurance that wethe Company will be able to raise additional funds or achieve or sustain profitability or positive cash flows from operations.

The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and standards of the Public Company Accounting Oversight Board for interim financial information. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States for complete financial statements. In ~~the~~management’s opinion, ~~of management,~~ the accompanying financial statements ~~include~~reflect all adjustments ~~(consisting~~ of a normal recurring ~~accruals) considered~~nature that are necessary for a fair presentation of the Company’s (i) consolidated financial position as of June 30, 2021, (ii) consolidated results of operations for the three and six months ended June 30, 2021, (iii) consolidated statements of changes in shareholders’ equity as of June 30, 2021 and (iv) consolidated cash flows for the six months ended June 30, 2021. The results for the ~~three and six month~~interim periods ~~ended June 30, 2021, as applicable, are~~presented. The Company’s interim period results do not necessarily ~~indicative of~~indicate the results that may be expected for any other interim period or for the full fiscal year.

These financial statements and accompanying notes should be read in conjunction with the 2021 consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for its fiscal year ~~ending~~ended December 31, ~~2021.~~2021 filed with the SEC on February 24, 2022, as amended on May 2, 2022 (the “2021 Form 10-K”). There have been no changes in the significant accounting policies from those that were disclosed in the audited consolidated financial statements for the fiscal year ended December 31, 2021 included in the 2021 Form 10-K, unless otherwise stated.

	US Dollars in thousands
Balance at December 31, 2020	$	140
Provision		109
Usage		(131	)
Balance at June 30, 2021	$	118

In the ~~six~~three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ the Company wrote off inventory in the amount of $58$2 and $5$38 thousand, respectively. The write off inventory were recorded in cost of ~~revenue.~~revenues.

~~The~~The Company has contractual obligations to purchase goods from its contract manufacturer as well as raw materials from different vendors. Purchase obligations do not include contracts that may be canceled without penalty. As of ~~June 30, 2021,~~March 31, 2022, non-cancelable outstanding obligations amounted to approximately ~~$1.3~~$1.5 million.

(i)~~The~~The Company operates from leased facilities in Israel, the United States and Germany. These leases expire between ~~2021~~2022 and 2023. A portion of ~~our~~the Company’s facilities leases is generally subject to annual changes in the Consumer Price Index ~~(CPI)~~(the “CPI”). The changes to the CPI are treated as variable lease payments and recognized in the period in which the obligation for those payments was incurred.

(ii)RRL and RRG lease cars for their employees under cancelable operating lease agreements expiring at various dates in between ~~2021~~2022 and ~~2023.~~2025. A subset of ~~our car~~the Company’s cars leases is considered variable. The variable lease payments for such ~~car~~cars leases are based on actual mileage incurred at the stated contractual rate. RRL and RRG have an option to be released from these agreements, which may result in penalties in a maximum amount of approximately ~~$24~~$23 thousand as of ~~June 30, 2021.~~March 31, 2022.

The Company's future lease payments for its facilities and cars, which are presented as current maturities of operating leases and non-current operating leases liabilities on the Company's condensed consolidated balance sheets as of ~~June 30, 2021,~~March 31, 2022 are as follows (in thousands):

~~Lease expense under the Company’s operating leases were $~~178 thousand and $217 thousand for the three months ended June 30, 2021, and 2020, respectively. For the six months ended June 30, 2021, and 2020 the lease expense were $364 thousand and $400 thousand, respectively.

Lease expense under the Company’s operating leases was $179 thousand and $186 thousand for the three months ended March 31, 2022 and 2021, respectively.

Additionally, the Exclusive License Agreement between the Company and Harvard University’s Wyss Institute for Biologically Inspired Engineering ("Harvard") requires the Company to pay Harvard royalties on net sales. See note 6 below for more information about the Collaboration Agreement and the License Agreement.

~~Royalties~~Royalties expenses in cost of ~~revenue~~revenues were $6$3 and $0 thousand for the three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively. ~~For the six months ended June 30, 2021, and 2020, the royalties expenses were $6 thousand and $3 thousand, respectively.~~

AsAs of ~~June 30, 2021,~~March 31, 2022, the contingent liability to the IIA amounted to $~~1.6~~$1.6 million. The Israeli Research and Development Law provides that know-how developed under an approved research and development program may not be transferred to third parties without the approval of the IIA. Such approval is not required for the sale or export of any products resulting from such research or development. The IIA, under special circumstances, may approve the transfer of IIA-funded know-how outside Israel, in the following cases:

(a) the grant recipient pays to the IIA a portion of the sale price paid in consideration for such IIA-funded know-how or in consideration for the sale of the grant recipient itself, as the case may be, which portion will not exceed six times the amount of the grants received plus interest (or three times the amount of the grant received plus interest, in the event that the recipient of the know-how has committed to retain the research and development activities of the grant recipient in Israel after the transfer); (b) the grant recipient receives know-how from a third party in exchange for its IIA-funded know-how; (c) such transfer of IIA-funded know-how arises in connection with certain types of cooperation in research and development activities; or (d) ifIf such transfer of know-how arises in connection with a liquidation by reason of insolvency or receivership of the grant recipient.

AsAs part of the Company’s other long-term assets and restricted cash, an amount of $~~703~~$707 thousand has been pledged as security in respect of a guarantee granted to a third party. Such deposit cannot be pledged to others or withdrawn without the consent of such third party.

Occasionally, the Company is involved in various claims such as product liability claims, lawsuits, regulatory examinations, investigations, and other legal matters arising, for the most part, in the ordinary course of business. ItThe outcome of any pending or threatened litigation and other legal matters is inherently uncertain, and it is possible that resolution of ~~one or more of the legal~~any such matters ~~currently pending or threatened~~ could result in losses material to the Company’s consolidated results of operations, liquidity, or financial condition. ~~While the outcome of any pending or threatened litigation and other legal matters is inherently uncertain,~~Except as otherwise disclosed herein, the Company is not currently party to any material litigation.

The License Agreement required the Company to pay Harvard an upfront fee, reimbursements for expenses that Harvard incurred in connection with the licensed patents, royalties on net sales and several milestone payments contingent upon the achievement of certain product development and commercialization milestones. The Harvard License Agreement will continue in full force and effect until the expiration of the last-to-expire valid claim of the licensed patents.

~~The Company’s total payment obligation~~ As of March 31, 2022, the Company achieved three of the milestones which represent all development milestones under the ~~Collaboration Agreement and~~License Agreement. The Company continues to evaluate the ~~Harvard License Agreement was $7.2 million as of~~likelihood that the ~~initial date, some of which was subject to~~other milestones will be achieved on a ~~minimum funding commitment under applicable circumstances as indicated above which were all completed as of June 30, 2021.~~quarterly basis.

~~The~~The Company has recorded expenses in the amount of $~~162~~$10 thousand and ~~$202~~$159 thousand for the three months ended June 30, 2021, and 2020, respectively. For the six months ended June 30, 2021, and 2020 the expense were $320 thousand and $424 thousand, respectively which are part of the total payment obligation indicated above, as research and development expenses related to the License Agreement and to the Collaboration ~~Agreement.~~Agreement for the three months ended March 31, 2022, and 2021, respectively. No withholding tax was deducted from the Company’s payments to Harvard in respect of the Collaboration Agreement and the License Agreement since this is not taxable income in Israel in accordance with Section 170 of the Israel Income Tax Ordinance 1961-5721.

A summary of employees and non-employees RSUs activity during the three months ended March 31, 2022 is as follows:

The weighted average grant date fair value of RSUs granted during the three months ended March 31, 2022, and 2021 was $1.12 and ~~June 30, 2020. As~~$1.32, respectively.

As of ~~June 30, 2021,~~March 31, 2022, there were ~~$2.3~~$1.5 million of total unrecognized compensation costs related to non-vested share-based compensation arrangements granted under the Company's 2014 Plan. This cost is expected to be recognized over a period of approximately ~~3.05~~2.7 years.

The number of options and RSUs outstanding as of ~~June 30, 2021,~~March 31, 2022 is set forth below, with options separated by range of exercise price.

As of ~~June 30, 2021,~~March 31, 2022, there are no outstanding options or RSUs held by non-employee consultants.

The following table summarizes information about warrants outstanding and exercisable that were classified as equity as of ~~June 30, 2021:~~March 31, 2022:

Warrants
Warrant
Exercise price per
outstanding and
Contractual
Issuance date
outstanding
warrant
exercisable
term
(number)
(number)
December 31, 2015 (1)
4,771
$
7.500
4,771
See footnote (1)
November 1, 2016 (2)
97,496
$
118.750
97,496
November 1, 2021
December 28, 2016 (3)
1,908
$
7.500
1,908
See footnote (1)
November 20, 2018 (4)
126,839
$
7.500
126,839
November 20, 2023
November 20, 2018 (5)
106,680
$
9.375
106,680
November 15, 2023
February 25, 2019 (6)
45,600
$
7.187
45,600
February 21, 2024
April 5, 2019 (7)
408,457
$
5.140
408,457
October 7, 2024
April 5, 2019 (8)
49,015
$
6.503
49,015
April 3, 2024
June 5, 2019, and June 6, 2019 (9)
1,464,665
$
7.500
1,464,665
June 5, 2024
June 5, 2019 (10)
87,880
$
9.375
87,880
June 5, 2024
June 12, 2019 (11)
416,667
$
6.000
416,667
December 12, 2024
June 10, 2019 (12)
50,000
$
7.500
50,000
June 10, 2024
February 10, 2020 (13)
28,400
$
1.250
28,400
February 10, 2025
February 10, 2020 (14)
105,840
$
1.5625
105,840
February 10, 2025
July 6, 2020 (15)
448,698
$
1.76
448,698
July 2, 2025
July 6, 2020 (16)
296,297
$
2.2781
296,297
July 2, 2025
December 3, 2020 (17)
586,760
$
1.34
586,760
June 8, 2026
December 3, 2020 (18)
108,806
$
1.7922
108,806
June 8, 2026
February 26, 2021 (19)
5,460,751
$
3.6
5,460,751
August 26, 2026
February 26, 2021 (20)
655,290
$
4.5781
655,290
August 26, 2026
10,550,820
10,550,820

Issuance date	Warrants outstanding		Exercise price per warrant		Warrants outstanding and exercisable		Contractual term
	(number)				(number)
December 31, 2015 (1)		4,771	$	7.500		4,771		See footnote (1)
December 28, 2016 (2)		1,908	$	7.500		1,908		See footnote (1)
November 20, 2018 (3)		126,839	$	7.500		126,839		November 20, 2023
November 20, 2018 (4)		106,680	$	9.375		106,680		November 15, 2023
February 25, 2019 (5)		45,600	$	7.187		45,600		February 21, 2024
April 5, 2019 (6)		408,457	$	5.140		408,457		October 7, 2024
April 5, 2019 (7)		49,015	$	6.503		49,015		April 3, 2024
June 5, 2019, and June 6, 2019 (8)		1,464,665	$	7.500		1,464,665		June 5, 2024
June 5, 2019 (9)		87,880	$	9.375		87,880		June 5, 2024
June 12, 2019 (10)		416,667	$	6.000		416,667		December 12, 2024
June 10, 2019 (11)		50,000	$	7.500		50,000		June 10, 2024
February 10, 2020 (12)		28,400	$	1.250		28,400		February 10, 2025
February 10, 2020 (13)		105,840	$	1.563		105,840		February 10, 2025
July 6, 2020 (14)		448,698	$	1.760		448,698		January 2, 2026
July 6, 2020 (15)		296,297	$	2.278		296,297		January 2, 2026
December 8, 2020 (16)		586,760	$	1.340		586,760		June 8, 2026
December 8, 2020 (17)		108,806	$	1.792		108,806		June 8, 2026
February 26, 2021 (18)		5,460,751	$	3.600		5,460,751		August 26, 2026
February 26, 2021 (19)		655,290	$	4.578		655,290		August 26, 2026
September 29, 2021 (20)		8,006,759	$	2.000		8,006,759		March 29, 2027
September 29, 2021 (21)		960,811	$	2.544		960,811		September 27, 2026
		19,420,894				19,420,894


(1)	Represents warrants for ordinary shares issuable upon an exercise price of $7.50 per share, which were granted on December 31, 2015 to Kreos Capital V (Expert) Fund Limited ~~or Kreos,~~(“Kreos”) in connection with a loan made by Kreos to usthe Company and are currently exercisable (in whole or in part) until the earlier of (i) December 30, 2025 or (ii) immediately prior to the consummation of a merger, consolidation, or reorganization of usthe Company with or into, or the sale or license of all or substantially all the assets or shares of usthe Company to, any other entity or person, other than a ~~wholly-owned~~wholly owned subsidiary of ~~us,~~the Company, excluding any transaction in which the Company’s shareholders prior to the transaction will hold more than 50% of the voting and economic rights of the surviving entity after the transaction. None of these warrants had been exercised as of ~~June 30, 2021.~~March 31, 2022.

REWALK ROBOTICS LTD. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(2)	Represents common warrants issued as part of the Company’s follow-on offering in November 2016. At any time, the Company’s board of directors may reduce the exercise price of the warrants to any amount and for any period of time it deems appropriate.

~~(3)~~	~~Represents warrants for ordinary shares~~ that were issued as part of the $8.0 million ~~December 28, 2016,~~ drawdown under the Loan Agreement ~~between the Company and Kreos, pursuant to~~ which ~~Kreos extended a line of credit to us in the amount of $20 million, with interest payable monthly in arrears~~occurred on ~~any amounts drawn down at a rate of 10.75% per year from the applicable drawdown date through~~ December ~~29, 2020, the date on which all principal was repaid.~~28, 2016. See footnote 1 for exercisability ~~terms of the common warrants.~~terms.

~~REWALK ROBOTICS LTD. AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~


~~(4)~~(3)	Represents common warrants ~~for ordinary shares~~ that were issued as part of the Company’s follow-on public offering in November 2018.

~~(5)~~(4)	Represents common warrants ~~for ordinary shares~~ that were issued to the underwriters as compensation for their role in the Company’s follow-on public offering in November 2018.

~~(6)~~(5)	Represents warrants ~~for ordinary shares~~ that were issued to the exclusive placement agent as compensation for its role in the Company’s follow-on public offering in February 2019.

~~(7)~~(6)	Represents warrants ~~for ordinary shares~~ that were issued to certain institutional purchasers in a private placement in the Company’s registered direct offering of ordinary shares in April 2019.

~~(8)~~(7)	Represents warrants ~~for ordinary shares~~ that were issued to the placement agent as compensation for its role in the Company’s April 2019 registered direct offering.

~~(9)~~(8)	Represents warrants ~~for ordinary shares~~ that were issued to certain institutional investors in a warrant exercise agreement on June 5, 2019, and June 6, 2019, respectively.

~~(10)~~(9)	Represents warrants ~~for ordinary shares~~ that were issued to the placement agent as compensation for its role in the Company’s June 2019 warrant exercise agreement and concurrent private placement of warrants.

~~(11)~~(10)	Represents warrants ~~for ordinary shares~~ that were issued to certain institutional investors in a warrant exercise agreement in June 2019.

~~(12)~~(11)	Represents warrants ~~for ordinary shares~~ that were issued to the placement agent as compensation for its role in the Company’s June 2019 registered direct offering and concurrent private placement of warrants.

~~(13)~~(12)	Represents warrants ~~for ordinary shares~~ that were issued to certain institutional purchasers in a private placement in the Company’s best efforts offering of ordinary shares in February 2020. During the ~~six months~~year ended ~~June 30,~~December 31, 2021, 3,740,100 warrants were exercised for total consideration of $4,675,125.

~~(14)~~(13)	Represents warrants ~~for ordinary shares~~ that were issued to the placement agent as compensation for its role in the Company’s February 2020 best efforts offering. During the ~~six months~~year ended ~~June 30,~~December 31, 2021, 230,160 warrants were exercised for total consideration of $359,625.

~~(15)~~(14)	Represents warrants ~~for ordinary shares~~ that were issued to certain institutional purchasers in a private placement in our registered direct offering of ordinary shares in July 2020. During the ~~six months~~year ended ~~June 30,~~December 31, 2021, 2,020,441 warrants were exercised for total consideration of $3,555,976.

~~(16)~~(15)	Represents warrants ~~for ordinary shares~~ that were issued to the placement agent as compensation for its role in the Company’s July 2020 registered direct offering.

REWALK ROBOTICS LTD. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


~~(17)~~(16)	Represents warrants ~~for ordinary shares~~ that were issued to certain institutional purchasers in a private placement in our private placement offering of ordinary shares in December 2020. During the ~~six months~~year ended ~~June 30,~~December 31, 2021, 3,598,072 warrants were exercised for total consideration of $4,821,416.

~~(18)~~(17)	Represents warrants ~~for ordinary shares~~ that were issued to the placement agent as compensation for its role in the Company’s December 2020 private placement. During the ~~six months~~year ended ~~June 30,~~December 31, 2021, 225,981 warrants were exercised for total consideration of $405,003.


~~(19)~~(18)	Represents warrants ~~for ordinary shares~~ that were issued to certain institutional purchasers in a private placement in our private placement offering of ordinary shares in February 2021.

~~(20)~~(19)	Represents warrants ~~for ordinary shares~~ that were issued to the placement agent as compensation for its role in the Company’s private placement offering in February 2021 ~~private placement.~~(the “February 2021 Offering”).

(20)	Represents warrants that were issued to certain institutional purchasers in a private placement in our registered direct offering of ordinary shares in September 2021.

(21)	Represents warrants that were issued to the placement agent as compensation for its role in the Company’s September 2021 registered direct offering.

~~REWALK ROBOTICS LTD. AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

d.Share-based compensation expense for employees and non-employees:

The Company recognized non-cash share-based compensation expense for both employees and non-employees in the condensed consolidated statements of operations as follows (in thousands):

	Six Months Ended June 30,				Three Months Ended March 31,
	2021		2020		2022		2021
Cost of revenues	$	4	$	4	$	3	$	2
Research and development		14		74
Research and development, net						16		(2	)
Sales and marketing		77		48		51		45
General and administrative		273		186		83		123
Total	$	368	$	312	$	153	$	168

On February 19, 2021, the Company 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, the Company 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 & Co., LLC (“H.C. Wainwright”) as compensation for its role as the placement agent in our February 2021 ~~private placement offering.~~

~~During the six months ended June 30, 2021, a total of~~ ~~9,814,754 outstanding warrants with exercise prices ranging from $1.25 to $1.79 were exercised, for total gross proceeds of approximately $13.8 million.~~Offering.

On ~~February 10, 2020,~~ September 27, 2021, the Company ~~closed~~signed a “best efforts” public offering whereby the Company issued an aggregate of 5,600,000 of common units and pre-funded units at a public offering price of $1.25 per common unit and $1.249 per pre-funded unit. As part of the public offering, the Company entered into a securities purchase agreement with certain institutional ~~purchasers. Each common unit consisted~~investors for the issuance and sale of ~~one~~15,403,014 ordinary ~~share,~~shares, par value NIS 0.25 per share, ~~and one common warrant~~pre-funded warrants to purchase ~~one~~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 ~~pre-funded unit consisted~~ordinary share was sold at an offering price of ~~one~~$2.035 and each pre-funded warrant was sold at an offering price of $2.034 (equal to the purchase ~~one~~price per ordinary share minus the exercise price of the pre-funded warrant). The offering of the ordinary shares, the pre-funded warrants and ~~one common warrant.~~the ordinary shares that are issuable from time to time upon exercise of the pre-funded warrants was made pursuant to the Company’s shelf registration statement on Form S-3 initially filed with the Securities and Exchange Commission (“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, the Company issued warrants to purchase up to ~~336,000~~960,811 ordinary shares, with an exercise price of ~~$1.5625~~$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 ~~the Company’s February 2020~~our September 2021 registered direct offering. ~~During the three months ended~~

As of March 31, ~~2020, all pre-funded warrants to purchase ordinary shares were exercised. During the three and six months ended June 30, 2020,~~2022, a total of ~~1,246,500 outstanding~~9,814,754 previously issued warrants with an exercise ~~price of~~prices ranging from $1.25 ~~were~~to $1.79 have been exercised for total gross proceeds of approximately ~~$1.6~~$13.8 million.

The components of financial expenses (income), net were as follows (in thousands):

~~ASC~~ASC 280, “Segment Reporting” establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company manages its business on the basis of 1 reportable segment and derives revenues from selling ~~units~~systems and services (see Note 1 for a brief description of the Company’s business). The following is a summary of revenues within geographic areas (in thousands):

ITEM 2. ~~MANAGEMENT’S~~MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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, ~~2020 (the “2020 Form 10-K”)~~2021 as filed with the SEC on February ~~18, 2021.~~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” ~~below.~~above.

~~Special Note Regarding Forward-Looking Statements~~

•

~~the adverse effect that the COVID-19 pandemic has had and may continue to have on our business and results of operations;~~

•

~~our ability to have sufficient funds to meet certain future capital requirements, which could impair our efforts to develop and commercialize existing and new products;~~

•

~~our ability to maintain compliance with the continued listing requirements of the Nasdaq Capital Market and the risk that our ordinary shares will be delisted if we cannot do so;~~

•

~~our expectations regarding future growth, including our ability to increase sales in our existing geographic markets and expand to new markets;~~

•

~~our ability to maintain and grow our reputation and the market acceptance of our products;~~

•

~~our ability to achieve reimbursement from third-party payors or advance CMS coverage for our products;~~

•

~~our limited operating history and our ability to leverage our sales, marketing and training infrastructure;~~

•

~~our expectations as to our clinical research program and clinical results;~~

•

~~our ability to obtain certain components of our products from third-party suppliers and our continued access to our product manufacturers;~~

•

~~our ability to improve our products and develop new products;~~

•

our compliance with medical device reporting regulations to report adverse events involving our products, which could result in voluntary corrective actions or enforcement actions such as mandatory recalls, and the potential impact of such adverse events on ReWalk’s ability to market and sell its products;

•

~~our ability to gain and maintain regulatory approvals;~~

•

~~our expectations as to the results of the FDA, potential regulatory developments with respect to our mandatory 522 postmarket surveillance study;~~

•

~~the risk of a cybersecurity attack or breach of our IT systems significantly disrupting our business operations;~~

•

~~our ability to maintain adequate protection of our intellectual property and to avoid violation of the intellectual property rights of others;~~

•

~~our ability to establish a pathway to commercialize our products in China;~~

•

~~the impact of substantial sales of our shares by certain shareholders on the market price of our ordinary shares;~~

•

~~our ability to use effectively the proceeds of our offerings of securities;~~

•

~~the risk of substantial dilution resulting from the periodic issuances of our ordinary shares;~~

•

~~the impact of the market price of our ordinary shares on the determination of whether we are a passive foreign investment company;~~

•

~~market and other conditions; and~~

•

~~other factors discussed in “Part II. Item 1A. Risk Factors.”~~

The preceding list is not intended to be an exhaustive list of all of our forward-looking statements. The statements are based on our beliefs, assumptions, and expectations of future performance, taking into account the information currently available to us. These statements are only predictions based upon our current expectations and projections about future events. There are important factors that could cause our actual results, levels of activity, performance, or achievements to differ materially from the results, levels of activity, performance or achievements expressed or implied by the statements. In particular, you should consider the risks provided under “Part 1, Item 1A. Risk Factors” of our 2020 Form 10-K, and in other reports subsequently filed by us with, or furnished to, the SEC.

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 ~~SCI Products,~~ ReWalk Personal and ReWalk Rehabilitation devices for individuals with spinal cord injury (“SCI Products”), which are exoskeletons designed for individuals with ~~spinal cord injuries,and for individuals with paraplegia. The SCI Products~~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 ~~which we began commercializing~~ 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 ~~United States.~~U.S. market. The Company iswill 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 ~~Distributed Products~~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 principal markets are the United States and Europe. In Europe, we have a direct sales operation in Germany and the United Kingdom and work with distribution partners in certain other major countries. We have offices in Marlborough, Massachusetts, Berlin, Germany and Yokneam, Israel, ~~from~~ where we operate our ~~business.~~

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~~including private and government ~~employers)~~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. AsIn December 2015, the U.S. Department of ~~June 30, 2021, we had placed 24 ReWalk Personal 6.0 units as part of~~Veterans Affairs, or the VA, issued a VAnational policy ~~issued in December 2015~~ for the evaluation, training and procurement of ReWalk Personal exoskeleton systems for all qualifying veterans ~~suffering from spinal cord injury~~ 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 ~~including~~such as TK and DAK Gesundheit and others as well as the first German Private Health Insurer (“PHI”)~~, which outline~~ that have chosen to enter into an agreement that outlines the process of obtaining ~~our devices~~a device for eligible insured ~~patients.~~patient. We are ~~also~~ 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.

~~Second~~First Quarter ~~2021~~2022 and Subsequent Period Business Highlights

•

~~Total revenue in the second quarter of 2021 was $1.4 million;~~

•

~~Second quarter 2021 marks the fourth consecutive quarter over quarter growth;~~

•

~~Gross margin was 51% in the second quarter of 2021;~~

•

~~Total operating expenses were $3.9 million in the second quarter of 2021;~~

•

~~Cash position remains strong with $64.2 million;~~

•

~~Additional five BKK partners have joined the operating contract in Germany and~~

•

~~Jeannine Lynch will join the Company as its VP of strategy and market access on August 31, 2021.~~

•

Total revenue for the first quarter of 2022 was $0.9 million, compared to $1.3 million in the first quarter of 2021;

•

Placed on June 8th CMS agenda of the Biannual Healthcare Common Procedure Coding System (HCPCS) meeting that includes benefit category determination for the first time under the new DEMPOS rules. This is based on previous interactions with CMS to determine ReWalk’s benefit category and payment status;

•

ReWalk has increased resources and presence in VA Polytrauma/TBI Care Systems as well as a process to expand training through the VA’s designated Community Based Outpatient Clinic network;

•

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

•

The Company’s operating expenses were $4.6 million in the first quarter of 2022, compared to $3.7 million in the first quarter of 2021;

•

In April 2022, the Company joined the Human Robot Interaction Consortium, part of the Israel Innovation Authority MAGNET incentive program, where it will collaborate with several universities to develop advanced technologies aimed at improving the human-exoskeleton interaction.

Evolving 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 ~~businesses and capital markets around the world. In an effort to halt the outbreak of COVID-19, a~~our business. A significant number of ~~countries, including~~our global suppliers, vendors, distributors and manufacturing facilities are located in regions that have been affected by the ~~United States~~pandemic. Those operations have been materially adversely affected by restrictive government and ~~many countries~~private enterprise measures implemented in ~~Europe, have placed significant restrictions on travel, and many businesses have announced extended closures. Although many of these countries or~~response to the ~~locales within these countries have begun to allow reopening of certain businesses, particularly due to~~pandemic, which in turn, has negatively impacted our operations. Despite the distribution of ~~vaccinations, it~~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 ~~unclear~~significant uncertainty as to how ~~long any total or partial shutdowns could last, and~~the countries in which we do business will continue to respond to such outbreaks, including whether ~~additional shutdowns~~there will be ~~necessary to halt potential~~ future ~~outbreaks especially as new variants such as the Delta variant are emerging, and they might impact the vaccine efficiency.~~

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 ~~new product~~ 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 ~~were~~have been adversely impacted. We believe that these adverse impacts may continue as long as the pandemic ~~status remains in~~continues to impact our key markets, inwhich are Germany and the United States, ~~and Germany,~~ especially as long as our ability to conduct trials of ~~new patients~~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 ~~effect~~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 ~~quarterly~~ effect of these limitations as some have short term effects and ~~some affects~~others affect our future pipeline development. Limitations on travel and business closures recommended by federal, state, and local governments, if they will be reinforced as we have seen during the pandemic, could, among other things listed above, impact our ability to enroll patients in clinical trials, recruit clinical site investigators and obtain timely approvals from local regulatory authorities. While our sole manufacturer, Sanmina Corporation, has not shut down its facilities during the COVID-19 pandemic, ~~our manufacturing may also be impacted due to~~ supply chain delays, component shortages orhave 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.~~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 ~~II,~~I, Item 1A. Risk Factors-The COVID-19 pandemic has adversely affected and may continue to materially and adversely impact our business, our operations and our financial results” and “Part II, Item 1A. Risk Factors-We depend on a single third party to manufacture our products, and we rely on a limited number of third-party suppliers for certain components Factors.” of our ~~products.”~~

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.

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 ~~have~~ gradually returned to work from our offices ~~We have also taken several cost reduction efforts that lasted throughout 2020 as needed. The Company will continue to monitor~~during 2021 but are currently facing another disruption with the ~~environment and reinforce cost reduction measures as~~spread of the ~~market condition develops.~~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 ~~and Six~~ Months Ended ~~June 30,~~March 31, 2022 and March 31, 2021 ~~and June 30, 2020~~

Our operating results for the three ~~and six~~ months ended ~~June 30, 2021,~~March 31, 2022, as compared to the same ~~periods~~period in ~~2020,~~2021, are presented ~~below (in thousands, except share and per share data).~~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 computing net loss per ordinary share, basic and diluted		62,493,496			36,187,789

Three ~~and Six~~ Months Ended ~~June 30, 2021~~March 31, 2022 Compared to Three ~~and Six~~ Months Ended ~~June 30, 2020~~March 31, 2021

Revenues

Our revenues for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ were as follows:

	Three Months Ended				Six Months Ended
	June 30,				June 30,				Three Months Ended March 31,
	2021		2020		2021		2020		2022		2021
	(in thousands, except unit amounts)				(in thousands, except unit amounts)				(in thousands, except unit amounts)
Personal unit revenues	$	1,153	$	1,667	$	2,461	$	2,381	$	770	$	1,308
Rehabilitation unit revenues		283		1		291		47		106		8

Revenues	$	1,436	$	1,668	$	2,752	$	2,428	$	876	$	1,316

Personal unit revenues consist of ReWalk Personal 6.0 and Distributed Products sale, rental, service and warranty revenue for home 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.~~

conditions or medical academic centers.

Revenues decreased by ~~$232~~$440 thousand, or ~~14%~~33%, for the three months ended ~~June 30, 2021,~~March 31, 2022 compared to the three months ended ~~June 30, 2020.~~March 31, 2021. The decrease is due to lower number of ~~personal units sold in Europe and the Unites States offset with an increase in the number of rehabilitation~~ReWalk Personal 6.0 units sold in the ~~Unites~~United States and ~~Europe.~~

Revenues increased by $324 thousand, or 13%, for the six months ended June 30, 2021, compared to the six months ended June 30, 2020. The increase was driven primarily by higher number of personal and rehabilitation units sold in Unites States.

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 ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020 were~~was as follows (in thousands):

Three Months Ended
Six Months Ended
June 30,
June 30,
2021
2020
2021
2020
Gross profit
$
727
$
1,022
$
1,434
$
1,395

Three Months Ended March 31,

2022

2021

Gross profit

$
265

$
707

Gross profit was ~~51%~~30% of revenue for the three months ended ~~June 30, 2021,~~March 31, 2022 compared to ~~61%~~54% for the three months ended ~~June 30, 2020. Gross profit was 52% of revenue for the six months ended June 30, 2021, compared to 57% for the six months ended June 30, 2020.~~March 31, 2021. The decrease in gross profit for the three ~~and six~~ months ended ~~June 30, 2021,~~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 and higher service related expenses.~~

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 ~~upon the launch period of our new~~from ReStore and our Distributed Products as well as due to an increase in the cost of product ~~parts.~~

parts, especially as long as COVID-19 pandemic is affecting the market.

Research and Development Expenses

Our research and development expenses, net, for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ were as follows (in thousands):

Three Months Ended
Six Months Ended
June 30,
June 30,
2021
2020
2021
2020
Research and development expenses
$
810
$
954
$
1,605
$
1,939

Three Months Ended March 31,

2022

2021

Research and development expenses

$
907

$
795

Research and development expenses, ~~decreased $144~~increased by $112 thousand, or ~~15%~~14%, for the three months ended ~~June 30, 2021,~~March 31, 2022 compared to the three months ended ~~June 30, 2020. Research and development expenses decreased $334 thousand, or 17%, for the six months ended June 30, 2021, compared to the six months ended June 30, 2020.~~March 31, 2021. The ~~decrease~~increase is attributable to ~~a lower number of employees~~increased consulting and ~~employee-related expenses offset partially by an increase in our consulting spending.~~

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 ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ were as follows (in thousands):

Three Months Ended
Six Months Ended
June 30,
June 30,
2021
2020
2021
2020
Sales and marketing expenses
$
1,613
$
1,353
$
3,284
$
3,034

Three Months Ended March 31,

2022

2021

Sales and marketing expenses

$
2,184

$
1,671

Sales and marketing expenses increased ~~$260~~by $513 thousand, or ~~19%~~31%, for the three months ended ~~June 30, 2021,~~March 31, 2022 compared to the three months ended ~~June 30, 2020. Sales and marketing expenses increased $250 thousand, or 8%, for the six months ended June 30, 2021, compared to the six months ended June 30, 2020.~~March 31, 2021. The increase ~~for the three and six months ended June 30, 2020,~~ was driven ~~mainly~~ by a higher ~~number of employees~~employee and ~~employee-related expenses.~~

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 ~~commercialize~~expand our reimbursement coverage of our ReWalk Personal device and to expand our current product ~~offerings and to increase reimbursement coverage of the ReWalk Personal device.~~

commercialization.

General and Administrative Expenses

Our general and administrative expenses for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ were as follows (in thousands):

Three Months Ended
Six Months Ended
June 30,
June 30,
2021
2020
2021
2020
General and administrative expenses
$
1,445
$
1,267
$
2,707
$
2,576

Three Months Ended March 31,

2022

2021

General and administrative

$
1,462

$
1,262

General and administrative expenses increased ~~$178~~by $200 thousand, or ~~14%~~16%, for the three months ended ~~June 30, 2021,~~March 31, 2022 compared to the three months ended ~~June 30, 2020. General and administrative expenses increased $131 thousand, or 5%, for the six months ended June 30, 2021, compared to the six months ended June 30, 2020.~~March 31, 2021. The increase ~~in the three and six months ended June 30, 2020,~~ was ~~mainly~~ driven by ~~higher non-cash share-based payments~~increased personnel and personnel related expenses as well as professional services expenses.

Financial Expenses (Income), Net

Our financial expenses (income), net, for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ were as follows (in thousands):

Three Months Ended
Six Months Ended
June 30,
June 30,
2021
2020
2021
2020
Financial expenses (income), net
$
(9
)
$
235
$
(13
)
$
481

Three Months Ended March 31,

2022

2021

Financial expenses (income), net

$
24

$
(4
)

Financial expenses (income), net, ~~decreased $244~~increased by $28 thousand for the three months ended ~~June 30, 2021,~~March 31, 2022 compared to the three months ended ~~June 30, 2020. Financial expenses, net, decreased $494 thousand, for the six months ended June 30, 2021, compared to the six months ended June 30, 2020. The decrease is mainly~~March 31, 2021. This increase was primarily due to ~~lower interest expenses related to the Loan Agreement with Kreos, which was fully repaid in December 2020.~~

exchange rate fluctuations.

Income Taxes

Our income tax for the three ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ was as follows (in thousands):

Three Months Ended
Six Months Ended
June 30,
June 30,
2021
2020
2021
2020
Taxes on income
$
9
$
68
$
54
$
60

~~Taxes on income~~

Three Months Ended March 31,

2022

2021

Income taxes

$
38

$
45

Income taxes decreased ~~$59~~by $7 thousand, or ~~87%~~16%, for the three months ended ~~June 30, 2021,~~March 31, 2022 compared to the three months ended ~~June 30, 2020. Taxes on income decreased $6 thousand or 10% for the six months ended June 30,~~March 31, 2021 ~~compared to the six months ended June 30, 2020. The decrease in the three and six months ended June 30, 2020, is~~ mainly due to higher deferred income tax resulting from a decrease in deferred revenues.

Critical 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 ~~2020~~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 ~~2020~~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.~~

report.

Recent Accounting Pronouncements

See Note 3 to our unaudited condensed consolidated financial statements set forth in “Part I, Item 1. Financial Statements” of this quarterly report for information regarding new accounting pronouncements.

Liquidity 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.

~~In the six months ended June 30, 2021, the Company~~

As of March 31, 2022, we incurred a consolidated net loss of ~~$6.2~~$4.4 million and ~~as of June 30, 2021, the Company has~~have an accumulated deficit in the total amount of ~~$187.6~~$198.5 million. Our cash and cash ~~equivalents~~equivalent as of ~~June 30, 2021, were $64.2~~March 31, 2022, totaled $82.6 million and ~~the Company’s~~our negative operating cash flow for the ~~six~~three months ended ~~June 30, 2021,~~March 31, 2022, was ~~$6.3~~$5.7 million. ~~The Company has~~We have sufficient funds to support ~~its operations~~our operation for more than 12 months following the issuance date of our condensed consolidated unaudited financial statements for the three ~~and six~~ months ended ~~June 30, 2021.~~

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:~~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; ~~and~~ (iv) general corporate purposes, including working capital ~~needs. We may also use such proceeds for~~needs; and (v) potential acquisitions ~~although we do not currently have any agreement or understanding with respect to an acquisition in which we plan to invest such proceeds.~~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.

~~Loan Agreement with Kreos and Related Warrant to Purchase Ordinary Shares~~

On December 30, 2015, we entered into the Loan Agreement with Kreos pursuant to which Kreos extended a line of credit to us in the amount of $20.0 million, with interest payable monthly in arrears on any amounts drawn down at a rate of 10.75% per year from the applicable drawdown date through the date on which all principal is repaid. As of June 30, 2017, the Company raised more than $20.0 million in connection with the issuance of its share capital and, therefore, in accordance with the terms of the Loan Agreement, the repayment period was extended from 24 months to 36 months. The principal was also reduced in connection with the issuance of the Kreos Convertible Note on June 9, 2017. Pursuant to the Loan Agreement, we granted Kreos a first priority security interest over all of our assets, including certain intellectual property and equity interests in its subsidiaries, subject to certain permitted security interests.

Pursuant to the terms of the warrant, in connection with the $20.0 million drawdown under the Loan Agreement on January 4, 2016, we issued to Kreos the warrant to purchase up to 4,771 of our ordinary shares at an exercise price of $241.0 per share, increased to 6,679 ordinary shares on December 28, 2016. Subject to the terms of the warrant, the warrant is exercisable, in whole or in part, at any time prior to the earlier of (i) December 30, 2025, or (ii) immediately prior to the consummation of a merger, consolidation, or reorganization of us with or into, or the sale or license of all or substantially all our assets or shares to, any other entity or person, other than a wholly-owned subsidiary of us, excluding any transaction in which our shareholders prior to the transaction will hold more than 50% of the voting and economic rights of the surviving entity after the transaction.

On June 9, 2017, the Company and Kreos entered into the First Amendment, under which $3.0 million of the outstanding principal under the Loan Agreement became subject to repayment pursuant to the senior secured Kreos Convertible Note issued on June 9, 2017.

On November 20, 2018, the Company and Kreos entered into the Second Amendment of the Loan Agreement, in which the Company repaid Kreos the $3.6 million other related payments, including prepayment costs and end of loan payments, terminating the Kreos Note, by issuing to Kreos 192,000 units and 288,000 pre-funded units as part of an underwritten public offering at the public offering prices, and the parties agreed to revise the principal and the repayment schedule under the Kreos Loan. Additionally, Kreos and the Company entered into the Kreos Warrant Amendment, which amended the exercise price of the warrant to purchase 6,679 ordinary shares currently held by Kreos from $241 to $7.5.

On June 5, 2019, and June 6, 2019, the Company entered into warrant exercise agreements with certain institutional investors of warrants to purchase the Company’s ordinary shares, pursuant to which, Kreos agreed to exercise in cash their November 2018 warrants at the then-effective exercise price of $7.50 per share. Under the exercise agreements, the Company also agreed to issue to Kreos new warrants to purchase up to 480,000 ordinary shares at an exercise price of $7.50 per share with an exercise period of five years.

On December 29, 2020, the Company repaid in full the remaining loan principal amount to Kreos including end of loan payments and by that discharged all of its obligation to Kreos Accordingly, as of December 31, 2020, the outstanding principal amount under the Kreos Loan Agreement was zero.

~~Paycheck Protection Program Loan Agreement~~

On April 21, 2020, RRI entered into a note agreement (the “Note”) evidencing an unsecured loan in the amount of $392 thousand under the Paycheck Protection Program (the “PPP”) as part of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) enacted on March 27, 2020. The Note provides for an interest rate of 1.00% per year and matures two years after the date of initial disbursement. Beginning on the seventh month following the date of initial disbursement, RRI is required to make 18 monthly payments of principal and interest. The Note may be used for payroll costs, costs related to certain group health care benefits and insurance premiums, rent payments, utility payments, mortgage interest payments and interest payments on any other debt obligation that were incurred before February 15, 2020. Under the terms of the CARES Act, PPP loan recipients can apply for and be granted forgiveness for all, or a portion of loan granted under the PPP, with such forgiveness to be determined, subject to limitations, based on the use of the loan proceeds for payment of payroll costs and any payments of mortgage interest, rent, and utilities. The terms of any forgiveness may also be subject to further requirements in any regulations and guidelines the Small Business Administration may adopt.

~~On September 29, 2020, the Company submitted an application for loan forgiveness and on November 6, 2020, the Company received confirmation of its PPP Note forgiveness.~~

Equity Raises

~~Form S-3 Limitations~~

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 ~~At The Market (“ATM”)~~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. AsAt the time of ~~February 16, 2021, since~~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 ~~preceding~~ 60 days ~~these limitations will no longer apply to our primary offerings under Form S-3 until~~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 ~~on Form 10-K in~~for the year ended December 31, 2022, ~~when~~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 ~~that or a subsequent~~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. ~~Our currently effective Form S-3 expires on May 23, 2022.~~ 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 ~~Form S-3.~~

registration statement has been declared effective by the SEC.

Equity Offerings and ~~Subsequent~~ Warrant Exercises

On November 20, 2018, the Company completed a follow-on underwritten public offering in which the Company issued and sold 728,019 units, each consisting of one ordinary share and one warrant to purchase one ordinary share. Each unit was sold to the public at a price of $7.5 per unit, additionally the Company issued and sold 1,050,373 pre-funded units, each unit was sold to the public at a price of $7.25 per unit. Each unit containing one pre-funded warrant with an exercise price of $0.25 per share and one warrant to purchase one ordinary share. The total gross proceeds received from the follow-on public offering, before deducting commissions, discounts, and expenses, were $13.1 million (including proceeds from the exercise of 90,691 pre-funded warrants at the closing of the offering). As of December 31, 2018, additional pre-funded warrants to purchase an aggregate 562,466 ordinary shares had been exercised, for additional proceeds of $140,617. During the nine months ended September 30, 2019, additional pre-funded warrants and warrants to purchase an aggregate 2,048,752 ordinary shares had been exercised, for additional proceeds of $12.4 million. As compensation for their role in the offering, the Company also issued to the underwriters warrants to purchase up to 106,680 ordinary shares, which are immediately exercisable starting on November 20, 2018, until November 15, 2023, at $9.375 per share.

On February 15, 2019, the Company entered into an exclusive placement agent Agreement with H.C. Wainwright, on a reasonable best-efforts basis in connection with a public offering of 760,000 ordinary shares at a price of $5.75 per Share. The total gross proceeds received from the follow-on public offering, before deducting commissions, discounts, and expenses, were $4.37 million. The Company also issued to H.C. Wainwright and/or its designees warrants to purchase up to 45,600 ordinary shares, which are immediately exercisable starting on February 25, 2019, until February 21, 2024, at $7.1875 per share.

On April 3, 2019, the Company entered into an exclusive placement agent Agreement with H.C. Wainwright in connection with a registered direct offering of the Company’s ordinary shares, and a concurrent private placement of warrants to purchase ordinary shares. The ordinary shares were offered pursuant to our Form S-3. The Company signed a purchase agreement with certain institutional investors for the issuance and sale of 816,914 ordinary shares at $5.2025 per ordinary share and warrants to purchase up to 408,457 ordinary shares at an exercise price of $5.14. The warrants issued to these purchasers will be 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, at an exercise price of $5.14. The Company also issued to H.C. Wainwright and/or its designees warrants to purchase up to 49,015 ordinary shares. The warrants issued to H.C. Wainwright will be exercisable at any time and from time to time, in whole or in part, following the date of issuance and ending five years from the date of the execution of the purchase agreement, at a price per share equal to $6.503125. The gross proceeds from the offering, before deducting placement agent fees and offering expenses, were approximately $4.25 million.

On June 5, 2019, and June 6, 2019, the Company entered into warrant exercise agreements with certain institutional investors whereby the Company issued warrants to purchase up to 1,464,665 ordinary shares with an exercise price of $7.50 per share, exercisable from June 5, 2019, or June 6, 2019, until June 5, 2024, or June 6, 2024, respectively. Additionally, the Company issued warrants to purchase up to 87,880 ordinary shares, with an exercise price of $9.375 per share, exercisable from June 5, 2019, until June 5, 2024, to certain representatives of H.C. Wainwright as compensation for its role as the placement agent in our June 2019 warrant exercise agreement and concurrent private placement of warrants.

On June 12, 2019, the Company entered into a purchase agreement with certain institutional investors for the issuance and sale of 833,334 ordinary shares, at $6.00 per ordinary share and warrants to purchase up to 416,667 ordinary shares with an exercise price of $6.00 per share, exercisable from June 12, 2019, until December 12, 2024, in a private placement that took place concurrently with our registered direct offering of ordinary shares in June 2019. Additionally, the Company issued warrants to purchase up to 50,000 ordinary shares, with an exercise price of $7.50 per share, exercisable from June 12, 2019, until June 10, 2024, to certain representatives of H.C. Wainwright as compensation for its role as the placement agent in our June 2019 registered direct offering and concurrent private placement of warrants.

On February 10, 2020, the Company closed a “best efforts” public offering whereby the Company issued an aggregate of 5,600,000 of common units and pre-funded units at a public offering price of $1.25 per common unit and $1.249 per pre-funded unit. As part of the public offering, the Company entered into a securities purchase agreement with certain institutional purchasers. Each common unit consisted of one ordinary share, and one common warrant to purchase one ordinary share. Each pre-funded unit consisted of one pre-funded warrant to purchase one ordinary share and one common warrant. Additionally, the Company issued warrants to purchase up to 336,000 ordinary shares, with an exercise price of $1.5625 per share, to representatives of H.C. Wainwright as compensation for its role as the placement agent in the Company’s February 2020 offering. As of December 31, 2020, all pre-funded warrants to purchase ordinary shares had been exercised and 1,831,500 common warrants to purchase ordinary shares had been exercised.

On July 6, 2020, the Company entered into a purchase agreement with certain institutional investors for the issuance and sale of 4,938,278 ordinary shares, at $1.8225 per ordinary share and warrants to purchase up to 2,469,139 ordinary shares with an exercise price of $1.76 per share, exercisable from July 6, 2020, until January 6, 2026. Additionally, the Company issued warrants to purchase up to 296,297 ordinary shares, with an exercise price of $2.2781 per share, exercisable from July 6, 2020, until July 2, 2025, to certain representatives of H.C. Wainwright as compensation for its role as the placement agent in our July 2020 registered direct offering.

On December 8, 2020, the Company entered into a private placement with certain institutional investors for the issuance and sale of 5,579,776 ordinary shares, at $1.43375 per ordinary and warrants to purchase up to 4,184,832 ordinary shares with exercise price of $1.34 per share, exercisable from December 8, 2020, until June 8, 2026. Additionally, the Company issued warrants to purchase up to 334,787 ordinary shares, with an exercise price of $1.7922 per share, exercisable from December 8, 2020, until June 8, 2026, to certain representatives of H.C. Wainwright as compensation for its role as the placement agent in our December 2020 private placement.

On February 19, 2021, ~~the Company~~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 ~~$3.60~~$3.6 per share, exercisable from February 19, 2021, until August 26, 2026. Additionally, ~~the Company~~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.

As of March 31, 2022, a total of 9,814,754 previously issued warrants with exercise prices ranging from $1.25 to $1.79 have been exercised for total gross proceeds of approximately $13.8 million.

ATM Offering 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.~~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 ~~("Date of Suspension"),~~ to facilitate our February 2019 “best efforts” public offering. ~~Until the Date~~As of ~~Suspension,~~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, ~~until the Date~~as of ~~Suspension,~~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.

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 ~~December 2020~~September 2021 purchase agreement with certain investors, ~~we agreed for a period of one year following December 3, 2020 not to (i) issue or agree to issue~~ 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 ~~February 1, 2021.~~March 29, 2022. Such limitations may inhibit our ability to access capital efficiently.

~~Timwell Private Placement~~

On March 6, 2018, we entered into an investment agreement with Timwell Corporation Limited, a Hong Kong corporation (“Timwell”), as amended on May 15, 2018 (the “Investment Agreement”), pursuant to which we agreed, in return for aggregate gross proceeds to us of $20 million, to issue to Timwell an aggregate of 640,000 of our ordinary shares, at a price per share of $1.25. The Investment Agreement contemplates issuances in three tranches, including $5 million for 160,000 shares in the first tranche, $10 million for 320,000 shares in the second tranche and $5 million for 160,000 shares in the third tranche.

The first tranche, consisting of $5 million for 160,000 shares, closed on May 15, 2018. The net aggregate proceeds after deducting commissions, fees and offering expenses in the amount of approximately $705 thousand were approximately $4.3 million.

The closings of the second tranche and third tranche were subject to specified closing conditions, including the formation of a joint venture, the signing of a license agreement and a supply agreement, and the successful production of certain ReWalk products. The closing of the third tranche was to have occurred by December 31, 2018, and no later than April 1, 2019. We believe that Timwell committed various material breaches of the Investment Agreement, including failure to consummate its second and third investment tranches in the Company for a total of $15 million, failure to enter into a detailed joint venture agreement with the Company, and failure to make payments for product-related commitments. Nevertheless, until March 2020 we continued to engage in a dialogue with Timwell (and its affiliate RealCan) on alternative pathways to allow us to commercialize our products in China through RealCan and its affiliates, and also provide for RealCan or an affiliate to invest in us.

In late March 2020, Timwell notified us that it would not invest the second and third tranches under the Investment Agreement. In response, in early April 2020, our Board of Directors also removed Timwell’s designee, who was appointed pursuant to the Investment Agreement, from the Board of Directors, due to this breach pursuant to the terms of the Investment Agreement. We continue to view China as a market with key opportunities for products designed for stroke patients, and therefore we continue to evaluate potential relationships with other groups to penetrate the Chinese market.

Cash Flows for the ~~Six~~Three Months Ended ~~June 30,~~March 31, 2022 and March 31, 2021 ~~and June 30, 2020~~ (in thousands):

	Six Months Ended
	June 30,						Three Months Ended March 31,
	2021			2020			2022			2021
Net cash used in operating activities	$	(6,340	)	$	(7,533	)	$	(5,708	)	$	(3,173	)
Net cash used in investing activities		(11	)		(15	)		(3	)		(9	)
Net cash provided by financing activities		50,236			5,303			-			50,236
Net cash flow	$	43,885		$	(2,245	)	$	(5,711	)	$	47,054

Net Cash Used in Operating Activities

Net cash used in operating activities ~~decreased~~increased by ~~$1.2~~$2.5 million or ~~16%~~80% primarily due to ~~improvement in working capital as well as no interest payments to Kreos as we repaid our debt under the Loan Agreement in full in December 2020.~~

increased insurance prepaid expenses, increased inventory purchases, and higher business development costs.

Net Cash Provided byFinancing Activities

Net cash provided by financing activities ~~increased by $44.9~~was $0 for the three months ended March 31, 2022 compared to $50.2 million for the ~~six~~three months ended ~~June 30,~~March 31, 2021, ~~compared to~~was from the ~~six months ended June 30, 2020, primarily due to the higher~~ proceeds received through our February 2021 ~~offering~~Offering and warrants exercises received during the first quarter of ~~2021, as well as the fact that we did not have any principal payments pursuant to the Loan Agreement with Kreos after repaying our debt in full in December 2020.~~

2021.

Obligations and ~~Commercial~~Contractual Commitments

Set forth below is a summary of our contractual obligations as of ~~June 30, 2021.~~

March 31, 2022.

Payments due by period
(in thousands)
Less than
Contractual obligations
Total
1 year
1-3 years

Purchase obligations (1)
$
1,307
$
1,307
$
—
Collaboration Agreement and License Agreement obligations (2)
1,656
1,056
600
Operating lease obligations (3)
1,659
682
977
Total
$
4,622
$
3,045
$
1,577

	Payments due by period (in dollars, in thousands)
Contractual obligations	Total		Less than 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 one contract manufacturer, Sanmina Corporation, for both the ReStore products and the SCI Products. We place our manufacturing orders with Sanmina pursuant to purchase orders or by providing forecasts for future ~~requirements.~~ requirements
(2)
~~(2)~~	Our Collaboration Agreement with Harvard was originally ~~signed~~ for a ~~period~~term of ~~six~~five years, commencing in May 2016, and was subsequently amended in April 2018 to extend the term by one additional year. The Collaboration Agreement expired as of ~~June 30, 2021, has a remaining term of approximately 1.66 years.~~March 31, 2022. Under the Collaboration Agreement, we ~~are~~were required to pay in quarterly installments the funding of our joint research collaboration with Harvard, subject to a minimum funding commitment under applicable circumstances. Our License Agreement with Harvard consists of patent reimbursement expenses payments and of a license upfront fee payment. There are also several milestone payments contingent upon the achievement of certain product development and commercialization milestones and royalty payments on net sales from certain patents licensed to Harvard. ~~These~~All product development milestones contemplated by the License Agreement have been met as of ~~June 30, 2021. There~~March 31, 2022; however, there are still outstanding commercialization milestones ~~which~~under the License Agreement that depend on us reaching certain sales amounts, some or all of which may not occur.
(3)
~~(3)~~	Our operating leases consist of leases for our facilities in the United 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 ~~3.26:$1.00,~~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 ~~1.188 euro:$1:00,~~€1.00: $1.109, both of which were the applicable exchange rates as of ~~June 30, 2021.~~March 31, 2022.

Off-Balance Sheet Arrangements

We had no off-balance sheet arrangements or guarantees of third-party obligations as of ~~June 30, 2021.~~

March 31, 2022.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes to our market risk during the ~~second~~first quarter of ~~2021.~~2022. For a discussion of our exposure to market risk, please see Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” of our ~~2020~~2021 Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and ~~Chief~~Principal Financial Officer, as appropriate, to allow timely decisions regarding required financial disclosure.

As of the end of the period covered by this quarterly report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and ~~Chief~~Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based upon, and as of the date of, this evaluation, the Chief Executive Officer and the ~~Chief~~Principal Financial Officer concluded that our disclosure controls and procedures were effective such that the information required to be disclosed by us in our SEC reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and is accumulated and communicated to our management, including our Chief Executive Officer and ~~Chief~~Principal Financial Officer, as appropriate, to allow timely decisions regarding required ~~disclosure~~

disclosure.

Changes in Internal Control over Financial Reporting

During the quarter ended ~~June 30, 2021,~~March 31, 2022, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There have been no material changes to our legal proceedings as described in “Part I, Item 3. Legal Proceedings” of our ~~2020~~2021 Form 10-K, except as described in Note 5 in our condensed consolidated financial statements included in “Part I, Item 1” of this quarterly report.

ITEM 1A. RISK FACTORS

There have been no material changes to our risk factors from those disclosed in “Part I, Item 1A. Risk Factors” of our ~~2020~~2021 Form 10-K except as noted below:

Risks Related to ~~Our Business and Our Industry~~Government Regulation

~~Defects in our products or~~We are subject to extensive governmental regulations relating to the ~~software that drives them could adversely affect the results of our operations.~~

~~The design, manufacture~~manufacturing, labeling, and marketing of our products, ~~involve certain inherent risks. Manufacturing or design defects, unanticipated use of ReWalk or ReStore, or inadequate disclosure of risks relating~~and a failure to the use of our products can lead to injury or other adverse events. In addition, because the manufacturing of our products is outsourced to Sanmina, our original equipment manufacturer, we may not be aware of manufacturing defects that could occur. Such adverse eventscomply with such regulations could lead to ~~recalls~~withdrawal or ~~safety alerts relating to our products (either voluntary or required by the FDA or similar governmental authorities in other countries), and could result, in certain cases, in the removal~~recall of our products from the market. ~~A recall~~

Our medical products and manufacturing operations are subject to regulation by the FDA, the European Union, and other governmental authorities both inside and outside of the United States. These agencies enforce laws and regulations that govern the development, testing, manufacturing, labeling, storage, installation, servicing, advertising, promoting, marketing, distribution, import, export and market surveillance of our products.

Our products are regulated as medical devices in the United States under the FFDCA as implemented and enforced by the FDA. Under the FFDCA, medical devices are classified into one of three classes (Class I, Class II or Class III) depending on the degree of risk associated with the medical device, what is known about the type of device, and the extent of control needed to provide reasonable assurance of safety and effectiveness. Classification of a device is important because the class to which a device is assigned determines, among other things, the necessity and type of FDA review required prior to marketing the device. For more information, see “Part I, Item 1. Business—Government Regulation” above.

In June 2014, the FDA granted our petition for “de novo” classification, which provides a route to market for medical devices that are low to moderate risk, but are not substantially equivalent to a predicate device, and classified ReWalk as Class II subject to certain special controls. The ReWalk is intended to enable individuals with spinal cord injuries to perform ambulatory functions under supervision of a specially trained companion, and inside rehabilitation institutions. The special controls established in the de novo order include the following: compliance with medical device consensus standards; clinical testing to demonstrate safe and effective use considering the level of supervision necessary and the use environment; non-clinical performance testing, including durability testing to demonstrate that the device performs as intended under anticipated conditions of use; a training program; and labeling related to device use and user training. In order for us to market ReWalk, we must comply with both general controls, including controls related to quality, facility registration, reporting of adverse events and labeling, and the special controls established for the device. Failure to comply with these requirements could lead to an FDA enforcement action, which would have a material adverse effect on our business.

In June 2019, the FDA issued a 510(k) clearance for our ReStore device. ReStore is intended to be used to assist ambulatory functions in rehabilitation institutions under the supervision of a trained therapist for people with hemiplegia or hemiparesis due to stroke who have a specified amount of ambulatory function. In order for us to market ReStore, we must comply with both general controls, including controls related to quality, facility registration, reporting of adverse events and labeling, and the special controls established for the device that include clinical testing, non-clinical performance testing, and a training program. Failure to comply with these requirements could lead to an FDA enforcement action, which would have a material adverse effect on our business.

In the E.U. we are subject to regulations and standards regulating the design, manufacture, clinical trials, labeling and adverse event (i.e., vigilance) reporting for medical devices. The Medical Devices Regulation (EU) 2017/745 (MDR) became fully applicable on May 26, 2021, repealing and replacing the pre-existing E.U. Medical Devices Directive 93/42/EEC. Devices that comply with the requirements of the MDR, subject to certain transitional provisions that allow continued compliance of certain products to the Directive until May 2024 at the latest, are entitled to bear the CE mark, indicating that the device conforms to the essential requirements of the MDR and, accordingly, can be commercially distributed throughout the European Economic Area (i.e., the E.U. Member States plus Norway, Iceland, and Lichtenstein). We comply with the E.U. requirements and have received the CE mark for all of our ReWalk systems including the ReStore device which are distributed in the E.U. As compared with the Directive, the MDR includes additional premarket and post-market requirements, as well as potential product reclassifications and more stringent commercialization requirements that could adversely affect our CE mark. Failure to comply with these new requirements could lead to substantial penalties, including fines, revocation or suspension of CE mark and criminal sanctions.

Following the introduction of a product, the governmental agencies will periodically review our manufacturing processes and quality controls, and we are under a continuing obligation to ensure that all applicable regulatory requirements continue to be met. The process of complying with the applicable good manufacturing practices, adverse event reporting and other requirements can be costly and time consuming, and could delay or prevent the production, manufacturing, or sale of our devices. In addition, if we fail to comply with applicable regulatory requirements, it could result in ~~significant costs. To the extent any~~fines or delays of regulatory clearances, closure of manufacturing ~~defect occurs, our agreement with Sanmina contains a limitation on Sanmina’s liability, and therefore we could be required to incur the majority of related costs. Product defects~~sites, seizures or recalls ~~could also result in negative publicity,~~of products and damage to our reputation, ~~or, in some circumstances, delays in new product approvals.~~

When an exoskeleton is used by a paralyzed individual to walk, the individual relies completely on the exoskeleton to hold him or her upright. In addition, our products incorporate sophisticated computer software. Complex software frequently contains errors, especially when first introduced. Our software may experience errors or performance problems in the future. If any part of our product’s hardware or software were to fail, the user could experience death or serious injury.as well as enforcement actions against us. For example, ~~ReWalk recently submitted medical device reports, or MDRs, to~~ the FDA ~~and medical~~could request that we recall our ReWalk Personal 6.0 or ReStore device ~~vigilance reports,~~in case of product defects, or ~~MDVs,~~require us to the European regulatory authorities and initiated a correction in response to two complaints regarding battery thermal runaway events. The correction that includes clarified use instructions and information on battery information and storage was implemented in Europe and is in final implementation stage in the United State. Additionally, users may not use or maintain our products in accordance with safety, storage, and training protocols, which could enhance the risk of death or injury. Any such occurrence could cause delay in market acceptance of our products, damage to our reputation, additional regulatory filings, product recalls, increased service and warranty costs, product liability claims and loss of revenue relating to such hardware or software defects.

The medical device industry has historically been subject to extensive litigation over product liability claims. We have been and anticipate that as part of our ordinary course of business we may be, subject to product liability claims alleging defects in the design, manufacture, or labeling of our products. A product liability claim, regardless of its merit or eventual outcome, could result in significant legal defense costs and high punitive damage payments. Although we maintain product liability insurance, the coverage is subject to deductibles and limitations, and may not be adequate to cover future claims. Additionally, we may be unable to maintain our existing product liability insurance in the future at satisfactory rates or adequate amounts.

~~Risks Related to Government Regulation~~

~~While we addressed the observations that the FDA cited in a 2015 warning letter related to our mandatory~~conduct post-market surveillance ~~study and initiated~~studies. If we fail to recall the ~~study, we are currently experiencing enrollment issues that make our study progress inadequate and our modified protocol (intended~~device and/or conduct requested postmarket surveillance studies to overcome the enrollment issues so that we may complete the study, as required) has not yet been approved by FDA. Going forward, if we cannot meet certain FDA requirements and enrollment criteria for the study or otherwise satisfy FDA requests promptly, or if our study produces unfavorable results,FDA’s satisfaction, we could be subject to ~~additional~~ FDA ~~warnings letters~~enforcement action.

In addition, governmental agencies may impose new requirements regarding registration or ~~more significant enforcement action, which could materially and adversely affect our commercial success.~~

We are conducting an ongoing mandatory FDA postmarket surveillance study on our ReWalk Personal 6.0, which began in June 2016. Before we began the current study, the FDA sent us a warning letter on September 30, 2015 (“the September 2015 Warning Letter”), threatening potential regulatory action against us for violations of Section 522 of the U.S. Federal Food, Drug, and Cosmetic Act, based on our failure to initiate a postmarket surveillance study by the September 28, 2015, deadline, our allegedly deficient protocol forlabeling that study and the lack of progress and communication regarding the study. Between June 2014 and our receipt of the September 2015 Warning Letter, we had responded late to certain of the FDA’s requests related to our study protocol. In February 2016, the FDA sent us an additional information request, or the February 2016 Letter, requesting additional changes to our study protocol and asking that we amend the study within 30 days. This letter also discussed the FDA’s request, as further discussed in later communications with the FDA, for a new premarket notification for our ReWalk device, or a special 510(k), linked to what the FDA viewed as changes to the labeling and the device, including to a computer included with the device. In late March 2016, following multiple discussions with the FDA, including an in-person meeting, the FDA confirmed that the agency would permit the continued marketing of the ReWalk device conditioned upon our timely submitting a special 510(k) and initiating our postmarket surveillance study by June 1, 2016. The special 510(k) was timely submitted on April 8, 2016, and the FDA’s substantial equivalence determination was received by us on July 22, 2016, granting us permission to continue marketing the ReWalk device.

~~Additionally, we submitted a protocol to the FDA for the postmarket surveillance study that was approved by the FDA on May 5, 2016.~~

We began the study on June 13, 2016, with Stanford University as the lead investigational site. In August 2016, the FDA sent us a letter stating that, based on its evaluation of our corrective and preventive actions in response to the September 2015 Warning Letter, it appeared we had adequately addressed the violations cited in the September 2015 Warning Letter. As part of our study, we provided the FDA with the required periodic reports on the study’s progress, in a few cases with delay, and we intend to continue providing the FDA with periodic reports as required. Through these reports, we made the FDA aware that due to enrollment issues, we were unable to satisfy the target enrollment specified in the original study protocol. As of March 6, 2021, the study has been closed. Twelve subjects were enrolled in the study, three completed the study and one was using the device at the time the study was closed. This was substantially below the required number of patients included in our original study protocol.

In March 2021, FDA accepted another protocol supplement to the original postmarket study that we prepared to address our inability to obtain certain study information due to the COVID-19 pandemic. Our modification to the original protocol allowed us to close all study sites. The data from the original postmarket study, along with the real world data, was submitted to FDA and is currently under review. However, despite the revised study protocol there can be no assurance that we will be able to satisfy the post-market study requirements. If we cannot meet FDA requirements for the post-market study or timely address requests from the FDA related to the study, or if the results of the study are not as favorable as we expect, the FDA may ~~issue additional warning letters to us, impose limitations on the labeling of our device or~~ require us to ~~stop marketing~~modify or re-register our products or otherwise impact our ability to market our products in those countries, such as the ~~ReWalk Personal device~~May 2021 Medical Device Regulation changes in the ~~United States. We derived 40%~~European Union. The process of complying with these governmental regulations can be costly and time consuming, and could delay or prevent the production, manufacturing, or sale of our revenues in the year ended December 31, 2020, from sales of the ReWalk device in the United States and, if we are unable to market the ReWalk device in the United States, we expect that these sales would be adversely impacted, which could materially adversely affect our business and overall results of operations.

products.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

There are no transactions that have not been previously included in a Current Report on Form 8-K.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINE SAFETY ~~DISCLOSURES.~~DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Not applicable.

ITEM 6. EXHIBIT INDEX

Exhibit Number		Description
~~Number~~10.1		~~Description~~
~~3.1~~		~~Third Amended and Restated Articles of Association of the Company (incorporated by reference to Exhibit 3.1 of the~~ ~~Company’s Current Report on Form 8-K filed with the SEC on April 1, 2019).~~
~~4.1~~		~~Form of purchaser warrant from February 2021 private placement (incorporated by reference to Exhibit 4.1 of the~~ ~~Company’s Current Report on Form 8-K filed with the SEC on February 25, 2021).~~
~~4.2~~		~~Form of placement agent warrant from February 2021 private placement (incorporated by reference to Exhibit 4.2 of the~~ ~~Company’s Current Report on Form 8-K filed with the SEC on February 25, 2021).~~
~~10.1~~		~~Form of purchase agreement from February 2021 private placement (incorporated by reference to Exhibit 10.1 of the~~ ~~Company’s Current Report on Form 8-K filed with the SEC on February 25, 2021).#~~
~~10.2~~		~~Form of registration rights agreement from February 2021 private placement (incorporated by reference to Exhibit 10.2 of~~ ~~the Company’s Current Report on Form 8-K filed with the SEC on February 25, 2021).~~
~~10.3~~		~~Engagement Letter,~~Employment Agreement dated December ~~2, 2020,~~10, 2019, by and between the Company and ~~H.C. Wainwright & Co., LLC (incorporated by~~ ~~reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the SEC on December 8, 2020).~~Almog Adar. ^
10.2		Separation Agreement, dated March 8, 2022, by and between the Company and Ori Gon.
31.1		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act 2002.
31.2		Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act 2002.
32.1		Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
32.2		Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

_______________________


~~104~~ *		~~Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).~~

Furnished herewith.


*	~~Furnished herewith.~~
^
^	Portions of this exhibit (indicated by asterisks) have been omitted under rules of the ~~U.S. Securities and Exchange Commission~~SEC permitting the confidential treatment of select information.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ReWalk Robotics Ltd.

Date: ~~August 9, 2021~~ May 13, 2022	By:	/s/ Larry Jasinski
		Larry Jasinski
		Chief Executive Officer (Principal Executive Officer)

Date: ~~August 9, 2021~~ May 13, 2022	By:	/s/ ~~Ori Gon~~ Almog Adar
		~~Ori Gon~~ Almog Adar
		~~Chief~~ Director of Finance and Corporate Financial ~~Officer~~ Controller
		(Principal Financial and Principal Accounting Officer)

	June 30,			December 31,
	2021			2020
Customer A		15	%		0*)
Customer B		14	%		0*)
Customer C		14	%		0*)
Customer D		13	%		0*)
Customer E		13	%		0*)
Customer F		0*)			15	%
Customer G		0*)			15	%
Customer H		0*)			15	%
Customer I		0*)			14	%
Customer J		0*)			12	%
Customer K		0*)			11	%

2021	$	343
2022		664		$	520
2023		481			523
2024					32
2025					4
Total lease payments		1,488			1,079
Less: imputed interest		(186	)		(111	)
Present value of future lease payments		1,302			968
Less: current maturities of operating leases		(640	)		(638	)
Non-current operating leases	$	662		$	330
Weighted-average remaining lease term (in years)		2.22			1.62
Weighted-average discount rate		12.6	%		12.5	%

	Number			Average exercise price		Average remaining contractual life (in years)		Aggregate intrinsic value (in thousands)
Options outstanding at the beginning of the period		69,606		$	37.90		5.59	$	0—
Granted		0—			0—		—		—
Exercised		0—			0—		—		—
Forfeited		(5,563	)		33.64		—		—
Options outstanding at the end of the period		64,043		$	38.31		5.08	$	0—

Options exercisable at the end of the period		53,547		$	42.71		4.65	$	0—

	Number of shares underlying outstanding RSUs			Weighted average grant date fair value
Unvested RSUs at the beginning of the period		1,251,311		$	1.69
Granted		583,216			1.75
Vested		(132,571	)		2.24
Forfeited		(106,370	)		1.57
Unvested RSUs at the end of the period		1,595,586		$	1.60

	Number			Average exercise price		Average remaining contractual life (in years)		Aggregate intrinsic value (in thousands)
Options outstanding at the beginning of the period		61,832		$	38.34		4.55	$	-
Granted		-			-		-		-
Exercised		-			-		-		-
Forfeited		(165	)		15.09		-		-
Options outstanding at the end of the period		61,667		$	38.37		3.71	$	-

Options exercisable at the end of the period		57,732		$	40.32		3.50	$	-

	Ordinary Shares					Additional paid-in			Accumulated			Total shareholders’
	Number		Amount			capital			deficit			equity
Balance as of April 1, 2020		12,930,155		903			184,489			(172,309	)		13,083
Share-based compensation to employees and non-employees		—		—			113			—			113
Issuance of ordinary shares upon exercise of options to purchase ordinary shares and RSUs by employees and non-employees		14,030		0*	)		—			—			—
Exercise of warrants (1) (2)		1,246,500		90			1,468			—			1,558
Net loss		—		—			—			(2,855	)		(2,855	)
Balance as of June 30, 2020		14,190,685		993			186,070			(175,164	)		11,899

Balance as of April 1, 2021		46,092,577		3,385			250,141			(184,507	)		69,019
Share-based compensation to employees and non-employees		—		—			200			—			200
Issuance of ordinary shares upon exercise of options to purchase ordinary shares and RSUs by employees and non-employees		108,475		9			(9	)		—			—
Net loss		—		—			—			(3,141	)		(3,141	)
Balance as of June 30, 2021		46,201,052		3,394			250,332			(187,648	)		66,078

	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Units placed	$	1,313	$	1,428	$	2,455	$	2,061
Spare parts and warranties		123		240		297		367
Total Revenues	$	1,436	$	1,668	$	2,752	$	2,428

(1)	~~(1)~~	Balance presented net of unrecognized revenues that were not yet collected.
(2)	~~(2)~~	During the ~~six~~three months ended ~~June 30, 2021, $293~~March 31, 2022, $123 thousand of the December 31, ~~2020,~~2021 deferred revenues balance was recognized as revenues.

	US Dollars in thousands
Balance at December 31, 2021	$	112
Provision		67
Usage		(72	)
Balance at March 31, 2022	$	107

Range of exercise price	Options and RSUs outstanding as of June 30, 2021		Weighted average remaining contractual life (years) (1)		Options outstanding and exercisable as of June 30, 2021		Weighted average remaining contractual life (years) (1)		Options and RSUs outstanding as of March 31, 2022		Weighted average remaining contractual life (years) (1)		Options outstanding and exercisable as of March 31, 2022		Weighted average remaining contractual life (years) (1)
RSUs only		1,595,586		—		0—		—		1,182,289		-		-		-
$5.37		12,425		7.75		6,989		7.75		12,425		6.99		9,318		6.99
$20.42 - $33.75		32,905		4.71		27,845		4.32		30,990		2.65		30,162		2.55
$37.14 - $38.75		9,316		2.48		9,316		2.48		8,946		1.73		8,946		1.73
$50 - $52.5		6,731		5.97		6,731		5.97
$182.5 - $524.25		2,666		4.20		2,666		4.20
$50 - $52.50										6,731		5.22		6,731		5.22
$182.5 - $524										2,575		3.60		2,575		3.60
		1,659,629		5.08		53,547		4.65		1,243,956		3.71		57,732		3.50


(1)	Calculation of weighted average remaining contractual term does not include the RSUs that were granted, which have an indefinite contractual term.	~~Calculation of weighted average remaining contractual term does not include the RSUs that were granted, which have an indefinite contractual term.~~

					Warrants
	Warrant		Exercise price per		outstanding and		Contractual
Issuance date	outstanding		warrant		exercisable		term
	(number)				(number)
December 31, 2015 (1)		4,771	$	7.500		4,771		See footnote (1)
November 1, 2016 (2)		97,496	$	118.750		97,496		November 1, 2021
December 28, 2016 (3)		1,908	$	7.500		1,908		See footnote (1)
November 20, 2018 (4)		126,839	$	7.500		126,839		November 20, 2023
November 20, 2018 (5)		106,680	$	9.375		106,680		November 15, 2023
February 25, 2019 (6)		45,600	$	7.187		45,600		February 21, 2024
April 5, 2019 (7)		408,457	$	5.140		408,457		October 7, 2024
April 5, 2019 (8)		49,015	$	6.503		49,015		April 3, 2024
June 5, 2019, and June 6, 2019 (9)		1,464,665	$	7.500		1,464,665		June 5, 2024
June 5, 2019 (10)		87,880	$	9.375		87,880		June 5, 2024
June 12, 2019 (11)		416,667	$	6.000		416,667		December 12, 2024
June 10, 2019 (12)		50,000	$	7.500		50,000		June 10, 2024
February 10, 2020 (13)		28,400	$	1.250		28,400		February 10, 2025
February 10, 2020 (14)		105,840	$	1.5625		105,840		February 10, 2025
July 6, 2020 (15)		448,698	$	1.76		448,698		July 2, 2025
July 6, 2020 (16)		296,297	$	2.2781		296,297		July 2, 2025
December 3, 2020 (17)		586,760	$	1.34		586,760		June 8, 2026
December 3, 2020 (18)		108,806	$	1.7922		108,806		June 8, 2026
February 26, 2021 (19)		5,460,751	$	3.6		5,460,751		August 26, 2026
February 26, 2021 (20)		655,290	$	4.5781		655,290		August 26, 2026
		10,550,820				10,550,820


	Three Months Ended March 31,
	2022		2021
Major customer data as a percentage of total revenues:
Customer A	18	%	*	)
Customer B	14	%	0
Customer C	13	%	0
Customer D	11	%	0
Customer E	10	%	*	)
Customer F	10	%	0
Customer G	*	)	15	%
Customer H	0		10	%
Customer I	0		10	%

	Payments due by period (in thousands)
			Less than
Contractual obligations	Total		1 year		1-3 years

Purchase obligations (1)	$	1,307	$	1,307	$	—
Collaboration Agreement and License Agreement obligations (2)		1,656		1,056		600
Operating lease obligations (3)		1,659		682		977
Total	$	4,622	$	3,045	$	1,577