What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2021-04-13 compared with 2020-04-14 · 135 added, 275 removed, 34 unchanged (92% of the section changed)

1 unchanged sentence

of April 13, 2021, there were approximately ______ holders of record of our Common Stock.

have never declared or paid any cash dividends on our Common Stock and do not anticipate paying any dividends on our Common Stock

in the foreseeable future.

have never declared or paid any cash dividends on our Common Stock and do not anticipate paying any dividends on our Common Stock in

the foreseeable future.

Any cash that might be available for payment of dividends will be used to expand our business.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations.

investors should read the following discussion and analysis of our financial condition and results of operations together with

our financial statements and the related notes and other financial information included elsewhere in this report.

of the information contained in this discussion and analysis or set forth elsewhere in this report, including information with

respect to our plans and strategy for our business and related financing, includes forward-looking statements that involve risks

and uncertainties.

You should review the “Risk Factors”

section of this report for a discussion of important factors

that could cause actual results to differ materially from the results described in or implied by the forward-looking statements

contained in the following discussion and analysis .

are a medical device company focused on the design, development and commercialization of non-invasive glucose monitoring devices

for use by people with diabetes.

Integrity Israel was founded in 2001 with a mission to develop, produce and market non-invasive

glucose monitors for home use by diabetics.

We have developed a non-invasive blood glucose monitor, the GlucoTrack®

DF-F glucose monitoring device, which is designed to help people with diabetes obtain blood glucose level readings without the

pain, inconvenience, cost and difficulty of conventional (invasive) spot finger stick devices.

The GlucoTrack®

utilizes a patented combination of ultrasound, electromagnetic and thermal technologies to obtain blood glucose measurements in

less than one minute via a small sensor that is clipped onto one’s earlobe and connected to a small, handheld control and

display unit, all without drawing blood.

June 4, 2013, we received initial CE Mark approval for the GlucoTrack®

model DF-F non-invasive glucose monitoring device from

DEKRA Certification B.V., our European notified body (the “Notified Body”).

In March 2014, we received CE Mark approval

for six months’

calibration validity of the same device.

Receipt of the CE Mark allows us to market and sell the GlucoTrack®

model DF-F glucose monitoring device in European Union (“EU”) member countries that have adopted the European Medical

Device Directive (the “MDD”) without being subject to additional national regulations with regard to demonstration

of performance and safety.

However, although the MDD is applicable throughout the EU, in practice it does not ensure uniform regulation

throughout the EU.

Accordingly, member countries may apply and enforce the MDD’s terms differently, and certain EU member

countries may request or require performance and/or safety data additional to the MDD’s requirements from time to time,

on a case-by-case basis.

The CE Mark also permits the sale in countries that have an MDD Mutual Recognition Agreement with the

August 31, 2015, we received approval from the Notified Body for improvements to the GlucoTrack®

model DF-F which simplify

and shorten (from approximately 2.5 hours to approximately half an hour) the initial calibration process for the device.

improvements are intended to reduce the backlog created as purchasers of the device await calibration.

In addition, we received

approval from the Notified Body on the updated intended use for the device, which expands the intended user population to include

not only Type 2 diabetics, but persons suffering from pre-diabetes conditions as well, which we believe represents a material

expansion of the potential market for the device.

In December 2015, we received approval from the Notified Body for further improvements

to the GlucoTrack®

model DF-F that increase the accuracy and efficacy of the device.

On February 19, 2016, we received an

extension of our ISO 13485:2003 certificate and Annex II certification from the EU.

The ISO 13485:2003 certification signifies

that we have met the standards required for company-wide implementation of device quality management system(s).

The scope of the

certification is design, development, manufacture and service of non-invasive glucose monitoring systems for home use.

also addresses quality control systems.

The certification allows us to self-certify certain modifications and changes and simplifies

some of the reporting to and review by the relevant Notified Body.

This can shorten CE-mark review process of future GlucoTrack®

model DF-F enhancements or revisions.

Without an Annex II certification, each new device enhancement or modified version would

be subject to the full EU CE-mark review process.

The ISO 13485:2003 and Annex II certifications enable us to potentially improve

the time to market for product sales on new, enhanced or modified GlucoTrack®

model DF-F devices.

January 2020, we announced CE Mark approval for our self-calibration module.

addition to the improvements to the GlucoTrack®

model DF-F described above, we have also continued to work on additional improvements

to the device and the development of new devices and intend to continue these efforts in 2020.

Specifically, we developed wireless

communication module (WLM) with embedded Bluetooth Low-Energy (BLE) and Wi-Fi technologies, which we expect will enable transmission

of measurement data captured by the GlucoTrack®

model DF-F to a cloud-based server.

We also started to design the next generation

of GlucoTrack®.

investors should read the following discussion and analysis of our financial condition and results of operations together with our financial

statements and the related notes and other financial information included elsewhere in this report.

Some of the information contained

in this discussion and analysis or set forth elsewhere in this report, including information with respect to our plans and strategy for

our business and related financing, includes forward-looking statements that involve risks and uncertainties.

You should review the “Risk

Factors”

section of this report for a discussion of important factors that could cause actual results to differ materially from

the results described in or implied by the forward-looking statements contained in the following discussion and analysis .

are a medical device company focused on the design, development and commercialization of non-invasive glucose monitoring devices for

use by people with diabetes.

Integrity Israel was founded in 2001 with a mission to develop, produce and market non-invasive glucose

monitors for home use by diabetics.

We have developed a non-invasive blood glucose monitor, GlucoTrack®, which is designed to

help people with diabetes obtain blood glucose level readings without the pain, inconvenience, cost and difficulty of conventional

(invasive) spot finger stick devices.

Our first generation product, GlucoTrack®

1.0 utilizes a patented

combination of ultrasound, electromagnetic and thermal technologies to obtain blood glucose measurements in less than one minute via

a small sensor that is clipped onto one’s earlobe and connected to a small, handheld control and display unit, all without

drawing blood.

Our next generation product, GlucoTrack®

2.0 which is currently under development, utilizes

substantially identical underlying sensor technology, and is expected to be a completely wireless sensor to be clipped on the

GlucoTrack eliminates the handheld unit and will transmit results directly to a user’s smartphone.

may be at risk as a result of the current COVID-19 pandemic.

Risks that could affect our business include the duration and scope

of the COVID-19 pandemic and the impact on the demand for our products;

actions by governments, businesses and individuals taken

in response to the pandemic;

Risks that could affect our business include the duration and scope of the

COVID-19 pandemic and the impact on the demand for our products;

actions by governments, businesses and individuals taken in response

to the pandemic;

the length of time of the COVID-19 pandemic and the possibility of its reoccurrence;

the timing required

to develop effective treatments and a vaccine in the event of future outbreaks;

the eventual impact of the pandemic and actions

taken in response to the pandemic on global and regional economies;

the timing required to develop

effective treatments and a vaccine in the event of future outbreaks;

the eventual impact of the pandemic and actions taken in response

to the pandemic on global and regional economies;

and the pace of recovery when the COVID-19 pandemic subsides.

Accounting Policies

Management’s Discussion and Analysis of Financial Condition and Results of Operations discuss our financial statements,

which have been prepared in accordance with accounting principles generally accepted in the United States of America

Management’s Discussion and Analysis of Financial Condition and Results of Operations discuss our financial statements, which have

been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.

GAAP”).

In connection with the preparation of our financial statements, we are required to make

assumptions and estimates about future events, and apply judgments that affect the reported amounts of assets, liabilities,

revenue, expenses and the related disclosures.

We base our assumptions, estimates and judgments on historical experience,

current trends and other factors that management believes to be relevant at the time our consolidated financial statements

are prepared.

On a regular basis, management reviews the accounting policies, assumptions, estimates and judgments to ensure

that our financial statements are presented fairly and in accordance with U.S.

However, because future events and their

effects cannot be determined with certainty, actual results could differ from our assumptions and estimates, and such

differences could be material.

As applicable to the consolidated financial statements included elsewhere in this report, the

most significant estimates and assumptions relate to (i) the measurement of the benefit to warrants with down round

protection upon trigger event commencing January 1, 2018, (ii) the going concern assumptions, (iii) measurement of stock

based compensation, and (iv) determination of net realizable value of inventory.

significant accounting policies are discussed in Note 2, Summary of Significant Accounting Policies, of the Notes to Consolidated

Financial Statements included elsewhere in this report.

Our management believes that, as for the financial statements for the

periods included in this report, the going concern assessment is a critical accounting policy.

However, due to the early stage

of operations of the Company, there are no other accounting policies that are considered to be critical accounting policies by

Issued Accounting Pronouncements

Accounting Standard Update 2014-09, “Revenue from Contracts with Customers”

January 1, 2018, the Company adopted Accounting Standard Update 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU

2014-09”).

2014-09 outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers and supersedes

most current revenue recognition guidance, including industry-specific guidance.

ASU 2014-09 also requires entities to disclose

sufficient information, both quantitative and qualitative, to enable users of financial statements to understand the nature, amount,

timing and uncertainty of revenue and cash flows arising from contracts with customers.

entity should apply the amendments in ASU 2014-09 using one of the following two methods:

Retrospectively to each prior reporting

period presented with a possibility to elect certain practical expedients, or, 2.

Retrospectively with the cumulative effect of

initially applying ASU 2014-09 recognized at the date of initial application.

If an entity elects the latter transition method,

it also should provide certain additional disclosures.

2016, the FASB issued several ASUs that focus on certain implementation issues of the new revenue recognition guidance including

Narrow-Scope Improvements, Practical Expedients and technical corrections.

accordance with an amendment to ASU 2014-09, introduced by Accounting Standard 2015-14, “Revenue from contracts with Customers

Deferral of the Effective Date”, for a public entity, the amendments in ASU 2014-09 became effective for annual

reporting periods beginning after December 15, 2017, including interim periods within that reporting period (the first quarter

of fiscal year 2018 for the Company).

the Company did not report significant revenues, the adoption of ASU 2014-09 did not have a significant impact on its consolidated

financial statements.

Accounting Standard Update 2018-07, Compensation—Stock Compensation (Topic 718):

Improvements to Nonemployee Share-Based

Payment Accounting

June 2018, the FASB issued Accounting Standard Update 2018-07, Compensation—Stock Compensation (Topic 718):

to Nonemployee Share-Based Payment Accounting (ASU 2018-07).

ASU 2018-07 aligns the measurement and classification guidance for

share-based payments to nonemployees with the guidance for share-based payments to employees, with certain exceptions.

with the accounting requirement for employee share-based payment awards, nonemployee share-based payment awards within the scope

of Topic 718 will be measured at grant-date fair value of the equity instruments that an entity is obligated to issue when the

good has been delivered or the service has been rendered and any other conditions necessary to earn the right to benefit from

the instruments have been satisfied.

Equity-classified nonemployee share-based payment awards will be measured at the grant date.

respect to awards with performance conditions ASU 2018-07 concludes that, consistent with the accounting for employee share-based

payment awards, an entity will consider the probability of satisfying performance conditions when nonemployee share-based payment

awards contain such conditions.

2018-07 also requires that the classification of equity classified nonemployee share-based payment awards will continue to be

subject to the requirements of Topic 718 unless the award was modified after the good has been delivered, the service has been

rendered, any other conditions necessary to earn the right to benefit from the instruments have been satisfied, and the nonemployee

is no longer providing goods or services.

This eliminates the requirement to reassess classification of such awards upon vesting.

addition, ASU 2018-07 includes certain Non-public Entity-Specific Amendments

2018-07 is effective for Public entities in annual periods beginning after December 15, 2018, and interim periods within those

years (first quarter of 2019 for the company).

Early adoption is permitted, including in an interim period, but not before an

entity adopts the new revenue guidance (which was adopted by the Company in its interim financial statements for 2018).

An entity should only

remeasure liability-classified awards that have not been settled by the date of adoption and equity-classified awards for which

a measurement date has not been established through a cumulative-effect adjustment to retained earnings as of the beginning of

the fiscal year of adoption.

Upon transition, the entity is required to measure these nonemployee awards at fair value as of the

adoption date.

The adoption of ASU

2018-07 did not have a significant impact on its consolidated financial statements.

Accounting Standards Update 2016-02, “Leases”

February 2016, the FASB issued its new lease accounting guidance in Accounting Standards Update (ASU) No.

2016-02, Leases (Topic

the new guidance, lessees will be required to recognize the following for all leases (with the exception of short-term leases)

at the commencement date:

A lease liability, which is a lessee’s obligation to make lease payments arising from a lease,

measured on a discounted basis;

A right-of-use asset, which is an asset that represents the lessee’s right to use,

or control the use of, a specified asset for the lease term.

the new guidance, lessor accounting is largely unchanged.

Certain targeted improvements were made to align, where necessary, lessor

accounting with the lessee accounting model and Topic 606, Revenue from Contracts with Customers.

The new lease guidance simplified

the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities.

Lessees will no longer be provided with a source of off-balance sheet financing.

Company has adopted this standard.

(for capital and operating leases) and lessors (for sales-type, direct financing, and operating leases) must apply a modified

retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period

presented in the financial statements.

The modified retrospective approach would not require any transition accounting for leases

that expired before the earliest comparative period presented.

Lessees and lessors may not apply a full retrospective transition

Company has completed an initial assessment of the potential impact on its consolidated financial statements.

The Company expects

that following adoption of the new standard to recognize additional operating liabilities in an estimated amount of $250 thousand,

with corresponding right-of-use assets of approximately the same amount based on the present value of the remaining minimum rental

payments under current leasing standards for existing operating leases

In connection with the preparation of our financial statements, we are required to make assumptions and estimates about future events,

and apply judgments that affect the reported amounts of assets, liabilities, revenue, expenses and the related disclosures.

assumptions, estimates and judgments on historical experience, current trends and other factors that management believes to be relevant

at the time our consolidated financial statements are prepared.

On a regular basis, management reviews the accounting policies, assumptions,

estimates and judgments to ensure that our financial statements are presented fairly and in accordance with U.S.

However, because

future events and their effects cannot be determined with certainty, actual results could differ from our assumptions and estimates,

and such differences could be material.

significant accounting policies are discussed in Note 2, Summary of Significant Accounting Policies, of the Notes to Consolidated Financial

Statements included elsewhere in this report.

issued accounting pronouncements not yet adopted

Standards Update 2016-13, “Financial Instruments –

Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments”

June 2016, The FASB has issued Accounting Standards Update (ASU) No.

2016-13, Financial Instruments –

Credit Losses (Topic 326):

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

ASU is intended to improve financial reporting by requiring timelier recording of credit losses on loans and other financial instruments

held by financial institutions and other organizations.

2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience,

current conditions, and reasonable and supportable forecasts.

Financial institutions and other organizations will now use forward-looking

information to better inform their credit loss estimates.

of the loss estimation techniques applied today are still be permitted, although the inputs to those techniques will change to reflect

the full amount of expected credit losses.

Organizations will continue to use judgment to determine which loss estimation method is appropriate

for their circumstances.

2016-13 requires enhanced disclosures to help investors and other financial statement users better understand significant estimates and

judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio.

These disclosures include qualitative and quantitative requirements that provide additional information about the amounts recorded in

the financial statements.

addition, ASU 2016-13 amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with

credit deterioration.

November 2019, the FASB issued ASC Update Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815),

and Leases (Topic 842) –

Effective dates, which, among other provisions the effective date of ASU 2016-13 was amended as follows

business entities that meet the definition of an SEC filer, excluding entities eligible to

be smaller reporting companies (SRCs) as defined by the SEC, for fiscal years beginning after

December 15, 2019, including interim periods within those fiscal years.

other entities for fiscal years beginning after December 15, 2022, including interim periods

within those fiscal years.

the company is eligible to considered as smaller reporting company ASU 2016-13 is effective for fiscal years beginning after December

15, 2022, including interim periods within those fiscal years, with early adoption permitted.

adoption of this standard is not expected to result in a material impact to the Company’s financial statements

of Operations

1 unchanged sentence

2020 and December 31, 2019.

The discussion should be read in conjunction with the financial statements and related notes included

elsewhere in this report.

The discussion should be read in conjunction with the financial statements and related notes included elsewhere

in this report.

Ended December 31, 2020 Compared to Year Ended December 31, 2019

the year ended December 31, 2019, we had revenues of $208,762 from orders for our GlucoTrack®

model DF-F glucose monitoring

device and personal ear-clip (“PEC”) that are replaced every six months, as compared with $43,488 for the prior-year

The increase in revenues is attributed to increased orders for the device and PEC.

the year ended December 31, 2020 and 2019, our revenues were immaterial.

and development expenses

and development expenses were $1,605,631 for the year ended December 31, 2019, as compared to $3,032,863 for the prior-year

The decrease is mainly attributable to decrease in salaries and provision to slow inventory that was recorded for the

year ended December 31, 2018.

and development expenses consist primarily of salaries and other personnel-related expenses, including stock-based compensation

expenses, materials, (including provision for slow inventory), travel expenses, clinical trials and other expenses.

research and development expenses to increase in 2020 and beyond, primarily due to hiring additional personnel and developing

our product line, as well as improvement of the GlucoTrack®

however, we may adjust or allocate the level of our

research and development expenses based on available financial resources and based on our commercial needs, including the FDA

registration process, specific requirements from customers, development of new GlucoTrack®

and development expenses were $1,532 thousand for the year ended December 31, 2020, as compared to $1,606 thousand for the prior-year

The decrease is immaterial.

and development expenses consist primarily of salaries and other personnel-related expenses, including stock-based compensation expenses,

materials, travel expenses, clinical trials and other expenses.

We expect research and development expenses to increase in 2021 and beyond,

primarily due to hiring additional personnel and developing our product line, as well the development of GlucoTrack®

however, we may adjust or allocate the level of our research and development expenses based on available financial resources and

based on our commercial needs, including the FDA registration process, specific requirements from customers, development of new GlucoTrack®

models and others.

and marketing expenses

Selling and marketing expenses were $573,495

for the year ended December 31, 2019, as compared to $1,092,462 for the prior-year period.

The decrease is primarily attributable

to the Company’s decision to reduce its business development expenses in the European market until such a time when

the proof of concept of obtaining reimbursement for the product in test markets is realized and general review and streamlining

Selling and marketing

expenses consist primarily of professional services, salaries, travel expenses and other related expenses.

and marketing expenses were $415 thousand for the year ended December 31, 2020, as compared to $573 thousand for the prior-year period.

The decrease is primarily attributable to the Company’s decision to reduce its business development expenses in the European market

until such a time when the proof of concept of obtaining reimbursement for the product in test markets is realized and general review

and streamlining of expenses.

and marketing expenses consist primarily of professional services, salaries, travel expenses and other related expenses.

We expect selling

and marketing expenses to increase in 2020 and beyond as we continue our focus on marketing and sales of the GlucoTrack®

DF-F and potential FDA clinical trials.

and marketing expenses to increase in 2021 and beyond as we continue our focus on marketing and sales.

and administrative expenses

and administrative expenses were $1,535,262 for the year ended December 31, 2019, as compared to $2,456,763 for the prior-year

The decrease is attributable to eliminating several positions in the Company

and associated reductions in legal and other professional fees.

and administrative expenses consist primarily of professional services, salaries, travel expenses and other related expenses for

executive, finance and administrative personnel, including stock-based compensation expenses.

Other general and administrative

costs and expenses include facility-related costs not otherwise included in research and development costs and expenses, and professional

fees for legal and accounting services.

and administrative expenses were $1,185 thousand for the year ended December 31, 2020, as compared to $1,535 thousand for the

prior-year period.

The decrease is attributable to eliminating several positions in the Company’s headquarters

and administrative expenses consist primarily of professional services, salaries, travel expenses and other related expenses for executive,

finance and administrative personnel, including stock-based compensation expenses.

Other general and administrative costs and expenses

include facility-related costs not otherwise included in research and development costs and expenses, and professional fees for legal

and accounting services.

(Income) expenses, net

expense, net was $10,520 for the year ended December 31, 2019, as compared to financing expense, net, of $176,820

for the prior-year period.

For the year ended December 31, 2018 the Company incurred a penalty related due to late payment of

dividends in the amount of 127,057, which did not recur in 2019.

Income (Loss)

loss was $3,516,146 for the year ended December 31, 2019, as compared to a net loss of $6,715,420 for the prior-year period.

The decrease in net loss is attributable primarily to the decrease in our general and administrative expenses, financing expenses,

selling and marketing expenses and research and development expenses as described above.

Income, net was $98 thousand for the year ended December 31, 2020, as compared to financing expense, net, of $10 thousand for the prior-year

The increased is attributable to Interest Income on deposit in the amount of $140 thousand, which did not recur in 2019.

loss was $3,132 thousand for the year ended December 31, 2020, as compared to a net loss of $3,506 thousand for the prior-year period.

The decrease in net loss is attributable primarily to the decrease in our general and administrative expenses, financing expenses, selling

and marketing expenses and research and development expenses as described above.

and Capital Resources

of December 31, 2019, and December 31, 2018, cash on hand was $418,621 and $97,079, respectively.

of December 31, 2020, and December 31, 2019, cash on hand was $9,823 thousand and $419 thousand, respectively.

During 2020, we received

from the issuance and sale of Series D Units, which consist of common stock and warrants (“Series D Units”).

During 2018, we received aggregate net proceeds of approximately $5.0 million (net of related cash expenses) from the issuance

and sale of Series D Units.

During 2019, we did not collect a material amount in cash proceeds from the fulfillment of orders

for our improved GlucoTrack®

While we expect to generate additional cash from sales, we do not anticipate that

our income from operations will be sufficient to sustain our operations in the next 12 months.

Based on our current cash burn

rate, strategy and operating plan and the cash raised in our February 2020 private placement, we believe that our cash and cash

equivalents will enable us to operate for a period of significantly more than one year from the date of this report.

Avner Gal and Zvi Cohen collectively loaned us NIS 176,000 ($51,014 based on the exchange rate of 3.45 NIS/dollar as of December

31, 2019) in May 2002 pursuant to an oral agreement.

Nir Tarlovsky, Yitzhak Fisher and Asher Kugler loaned us NIS 336,300

($97,478 based on the same exchange rate) on March 16, 2004.

These loans are not required to be repaid until the first year in

which we realize profits in our statement of operations.

At such time, the loans are to be repaid on a quarterly basis in an amount

equal to 10% of our total sales after deduction of VAT in the relevant quarter, beginning the quarter following the first year

in which we realize profits in our annual statement of operations.

The total amount to be repaid by us to each lender shall be

an amount equal to the aggregate principal amount loaned by such lender to us, plus an amount equal to the product of the amount

of each payment made by us in respect of such loan multiplied by the percentage difference between the Israeli Consumer Price

Index on the date on which the loan was made and the Israeli Consumer Price Index on the date of such payment.

However, notwithstanding

the abovementioned mechanism, we will not be required to repay the loans during any time when such repayment would cause a deficit

in our working capital.

The Israeli Consumer Price Index was 177.6386, and 178.5793, respectively, as of the dates of the Gal/Cohen

Loan and the Tarlovsky/Fisher/Kugler Loan.

As of December 31, 2019, the Israeli Consumer Price Index, was 100.8.

entitled to modify the repayment terms of these loans, so long as such modification does not discriminate against any particular

lender, and provided that all payments must be allocated among the lenders on a pro-rata basis.

are required to pay royalties to the Office of the Chief Scientist at a rate ranging between 3-5% of the proceeds from the sale

of the Company’s products arising from the development plan up to an amount equal to $93,300, plus interest at LIBOR from

the date of grant.

As of December 31, 2019, the contingent liability with respect to royalty payment on future sales equals to

approximately $43,000, excluding interest.

$13,009 thousand from the issuance and sale of our common stocks, We do not anticipate that our income from operations will be

sufficient to sustain our operations in the next 12 months.

Based on our current cash burn rate, strategy and operating plan, we believe

that our cash and cash equivalents will enable us to operate for a period of significantly more than one year from the date of this report

the years 2003-2004, Integrity Israel received loans from stockholders (four separate lenders) in a total amount of approximately $400

However, following the repayment of the entire balance to lender in 2015, the remaining balance as of December 31,2020

is approximately $197 thousand.

are required to pay royalties to the Office of the Chief Scientist at a rate ranging between 3-5% of the proceeds from the sale of the

Company’s products arising from the development plan up to an amount equal to $93 thousand, plus interest at LIBOR from the date

As of December 31, 2020, the contingent liability with respect to royalty payment on future sales equals to approximately $43

thousand, excluding interest.

Ended December 31, 2020 Compared to Year Ended December 31, 2019

Cash Used in Operating Activities for the Years Ended December 31, 2020 and December 31, 2019

cash used in operating activities was $3,899,087 and $4,892,277 for the years ended December 31, 2019 and 2018, respectively.

Net cash used in operating activities primarily reflects the net loss for those periods of $3,516,146 and $6,715,420, respectively.

cash used in operating activities was $3,501 thousand and $3,899 thousand for the years ended December 31, 2020 and 2019, respectively.

Net cash used in operating activities primarily reflects the net loss for those periods of $2,696 thousand and $3,516 thousand, respectively.

Cash Used in Investing Activities for the Years Ended December 31, 2020 and December 31, 2019

cash used in investing activities was $23,432 and $5,371 for the years ended December 31, 2019 and 2018, respectively, consisting

of equipment purchases (such as computers, research and development and office equipment) in the amount of $23,432 and $5,371.

cash used in investing activities was $53 thousand and $23 thousand for the years ended December 31, 2020 and 2019, respectively, consisting

of equipment purchases (such as computers, research and development and office equipment).

Cash Provided by Financing Activities for the Years Ended December 31, 2020 and December 31, 2019

cash provided by financing activities was $4,198,574 and $4,961,862 for the years ended December 31, 2019 and 2018, respectively.

Cash provided by financing activities for the years ended December 31, 2019 and 2018 reflected net capital raised from the issuance

of Series D Units.

cash provided by financing activities was $13,009 thousand and $4,198 thousand for the years ended December 31, 2020 and 2019,

respectively.

Cash provided by financing activities for the years ended December 31, 2019 reflected net capital raised from the

issuance of Series D Units.

Cash provided by financing activities for the years ended December 31, 2020 reflected net capital

raised in February 2020 throughout issuance of 37.5 million common stocks.

Sheet Arrangements

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

What changed 10-K

Item 5. Market for Registrant’s Common Equity