ReWalk Robotics Announces Closing of $40.0 Million Private Placement Priced At-the-Market
February 26 2021 - 12:41PM
ReWalk Robotics Ltd. (Nasdaq: RWLK) (“ReWalk” or the
“Company”) today announced the closing of its previously announced
private placement of 10,921,502 ordinary shares and warrants to
purchase up to 5,460,751 ordinary shares, at a purchase price of
$3.6625 per share and associated warrant, that was priced
“at-the-market” under Nasdaq rules and resulted in gross proceeds
of approximately $40.0 million before the deduction of placement
agent fees and expenses and estimated offering expenses payable by
the Company. The warrants have a term of five and one-half years,
are exercisable immediately and have an exercise price of $3.60 per
ordinary share.
H.C. Wainwright & Co., LLC acted as the sole placement agent
for the offering.
The Company intends to use the net proceeds for: (i) sales,
marketing and reimbursement expenses related to market development
activities of its ReStore and Personal 6.0 devices, broadening
third-party payor and CMS coverage for its ReWalk Personal device
and commercializing its new product lines added through
distribution agreements; (ii) research and development of its
lightweight exo-suit technology for potential home personal health
utilization for multiple indications and future generation designs
for its spinal cord injury device; (iii) routine product updates;
and (iv) general corporate purposes, including working capital
needs.
The offer and sale of the foregoing securities were made in a
transaction not involving a public offering and have not been
registered under the Securities Act of 1933, as amended (the
"Securities Act"), or applicable state securities laws.
Accordingly, the securities may not be reoffered or resold
in the United States except pursuant to an effective
registration statement or an applicable exemption from the
registration requirements of the Securities Act and such applicable
state securities laws.
Under an agreement with the investors, the Company is required
to file an initial registration statement with the Securities and
Exchange Commission (the “SEC”) covering the resale of the ordinary
shares to be issued to the investors (including the shares
underlying the warrants) no later than March 11, 2021 and to use
best efforts to have the registration statement declared effective
as promptly as practical thereafter, and in any event no later than
May 20, 2021 in the event of a “full review” by the SEC.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of the securities in any state in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of such state.
About ReWalk Robotics Ltd.
ReWalk Robotics Ltd. develops, manufactures, and
markets wearable robotic exoskeletons for individuals with lower
limb disabilities as a result of spinal cord injury or
stroke. ReWalk’s mission is to fundamentally change the
quality of life for individuals with lower limb disability through
the creation and development of market leading robotic
technologies. Founded in 2001, ReWalk has headquarters in the U.S.,
Israel, and Germany. For more information on the ReWalk systems,
please visit www.rewalk.com.
ReWalk® is a registered trademark of ReWalk Robotics Ltd.
in Israel and the United States.
ReStore® is a registered trademark of ReWalk Robotics Ltd.
in Europe and an allowed trademark in the United States.
Forward-Looking Statements
In addition to historical information, this press release
contains forward-looking statements within the meaning of
the U.S. Private Securities Litigation Reform Act of
1995, Section 27A of the U.S. Securities Act of 1933, and
Section 21E of the U.S. Securities Exchange Act of 1934.
Such forward-looking statements may include projections regarding
ReWalk's future performance and other statements that are not
statements of historical fact and, in some cases, may be identified
by words like "anticipate," "assume," "believe," "continue,"
"could," "estimate," "expect," "intend," "may," "plan,"
"potential," "predict," "project," "future," "will," "should,"
"would," "seek" and similar terms or phrases. The forward-looking
statements contained in this press release, including the intended
use of net proceeds from the private placement, are based on
management's current expectations, which are subject to
uncertainty, risks and changes in circumstances that are difficult
to predict and many of which are outside of ReWalk's control.
Important factors that could cause ReWalk's actual results to
differ materially from those indicated in the forward-looking
statements include, among others: the adverse effect that the
COVID-19 pandemic has had and may continue to have on the
Company’s business and results of operations; ReWalk's
ability to have sufficient funds to meet certain future capital
requirements, which could impair the Company's efforts to develop
and commercialize existing and new products; ReWalk's ability to
maintain compliance with the continued listing requirements of the
Nasdaq Capital Market and the risk that its ordinary shares will be
delisted if it cannot do so; ReWalk's ability to maintain and grow
its reputation and the market acceptance of its products; ReWalk's
ability to achieve reimbursement from third-party payors for its
products; ReWalk's limited operating history and its ability to
leverage its sales, marketing and training infrastructure; ReWalk's
expectations as to its clinical research program and clinical
results; ReWalk's expectations regarding future growth, including
its ability to increase sales in its existing geographic markets
and expand to new markets; ReWalk's ability to obtain certain
components of its products from third-party suppliers and its
continued access to its product manufacturers; ReWalk's ability to
repay its secured indebtedness; ReWalk's ability to improve its
products and develop new products; ReWalk's compliance with medical
device reporting regulations to report adverse events involving the
Company's 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; ReWalk's ability to gain and maintain
regulatory approvals; ReWalk's expectations as to the results of,
and the Food and Drug Administration's potential
regulatory developments with respect to its mandatory 522
postmarket surveillance study; ReWalk's ability to maintain
adequate protection of its intellectual property and to avoid
violation of the intellectual property rights of others; the risk
of a cybersecurity attack or breach of the Company's IT systems
significantly disrupting its business operations; ReWalk's ability
to establish a pathway to commercialize its products in China;
the impact of substantial sales of the Company's shares by certain
shareholders on the market price of the Company's ordinary shares;
ReWalk's ability to use effectively the proceeds of its offerings
of securities; the risk of substantial dilution resulting from the
periodic issuances of ReWalk's ordinary shares; the impact of the
market price of the Company's ordinary shares on the determination
of whether it is a passive foreign investment company; market and
other conditions; and other factors discussed under the heading
"Risk Factors" in ReWalk's annual report on Form 10-K for the year
ended December 31, 2020 filed with the SEC and
other documents subsequently filed with or furnished to
the SEC. Any forward-looking statement made in this press
release speaks only as of the date hereof. Factors or events that
could cause ReWalk's actual results to differ from the statements
contained herein may emerge from time to time, and it is not
possible for ReWalk to predict all of them. Except as required by
law, ReWalk undertakes no obligation to publicly update any
forward-looking statements, whether as a result of new information,
future developments or otherwise.
Investor Contact: Ori Gon Chief Financial Officer ReWalk
Robotics Ltd. T: +972-4-9590123 E:
investorrelations@rewalk.com
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