Item 7. Management’s Discussion and Analysis
Item
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The
following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying
consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K.
Overview
We
are a medical device company focusing on the development and commercialization of our proprietary MicroNet™ stent platform technology
for the treatment of complex vascular and coronary disease. A stent is an expandable “scaffold-like” device, usually constructed
of a metallic material, that is inserted into an artery to expand the inside passage and improve blood flow. MicroNet, a micron mesh
sleeve, is wrapped over a stent to provide embolic protection in stenting procedures.
Our
CGuard EPS combines MicroNet and a self-expandable nitinol stent in a single device for use in carotid artery applications. Our CGuard
EPS received CE mark approval in the European Union in March 2013 and was fully launched in Europe in September 2015. Subsequently, we
launched CGuard EPS in Russia and certain countries in Latin America and Asia, including India. In September 2020, we launched CGuard
EPS in Brazil after receiving regulatory approval in July 2020 and as discussed below, on February 3, 2021, we executed a distribution
agreement with Chinese partners for the purpose of expanding our presence in China. Currently, we are seeking strategic partners for
a potential launch of CGuard EPS in Japan.
On
September 8, 2020, we received approval from the FDA of our IDE, thereby allowing us to proceed with a pivotal study of our CGuard™
Carotid Stent System, C-Guardians, for prevention of stroke in patients in the United States. C-Guardians is a prospective, multicenter,
single-arm, pivotal study to evaluate the safety and efficacy of the CGuard™ Carotid Stent System when used to treat symptomatic
and asymptomatic carotid artery stenosis in patients undergoing carotid artery stenting. The trial was designed to enroll approximately
315 subjects in a maximum of 40 study sites located in the United States and Europe. Study sites in Europe may contribute a maximum of
approximately 50% of the total enrollees. The primary endpoint of the study will be the composite of incidence of death (all-cause mortality),
all stroke, and myocardial infarction (DSMI) through 30-days post-index procedure, based on the clinical events committee (CEC) adjudication
and ipsilateral stroke from 31-365 day follow-up, based on Clinical Events Committee (CEC) adjudication.
On
July 23, 2021, we announced the initiation of enrollment and successful completion of the first cases of our C-Guardian trial of CGuard
EPS. The first patients, who were under the care of principal investigator, Chris Metzger, M.D., system chair of clinical research at
Ballard Health System in Eastern Tennessee, were successfully implanted with the CGuard EPS stent device. These are the first of 315
patients who are expected to be enrolled in the trial and receive CGuard EPS in the treatment of carotid artery stenosis in symptomatic
and asymptomatic patients undergoing carotid artery stenting. We are currently continuing with the enrollment phase.
Additionally,
we intend to continue to invest in current and future potential product and manufacturing enhancements for CGuard EPS that are expected
to reduce cost of goods and/or provide the best-in-class performing delivery system. In furtherance of our strategy that focuses on establishing
CGuard EPS as a viable alternative to vascular surgery, we are exploring adding new delivery systems and accessory solutions for procedural
protection to our portfolio.
- 56 -
We
consider the current addressable market for our CGuard EPS to be individuals with diagnosed, symptomatic high-grade carotid artery stenosis
(HGCS, ≥70% occlusion) for whom intervention is preferable to medical (drug) therapy. This group includes not only carotid artery
stenting patients but also individuals undergoing carotid endarterectomy, as the two approaches compete for the same patient population.
Assuming full penetration of the intervention caseload by CGuard EPS, we estimate that the addressable market for CGuard EPS will be
approximately $666 million in 2022 (source: Health Research International Personal Medical Systems, Inc. September 13, 2021 Results of
Update Report on Global Carotid Stenting Procedures and Markets by Major Geography and Addressable Markets). According to this same report,
assuming full penetration of the caseload for all individuals diagnosed with high-grade carotid artery stenosis, we estimate that the
total available market for CGuard EPS in 2022 will be approximately $5 billion.
Our
MGuard Prime EPS is marketed for use in patients with acute coronary syndromes, notably acute myocardial infarction (heart attack) and
saphenous vein graft coronary interventions, or bypass surgery. MGuard Prime EPS combines MicroNet with a bare-metal cobalt-chromium
based stent. MGuard Prime EPS received CE mark approval in the European Union in October 2010 for improving luminal diameter and providing
embolic protection. However, as a result of a shift in industry preferences away from bare-metal stents in favor of drug-eluting, or
drug-coated, stents, in 2014 we decided to curtail further development of this product in order to focus on the development of a drug-eluting
stent product, MGuard DES™. Due to limited resources, however, our efforts have been limited to testing drug-eluting stents manufactured
by potential partners for compatibility with MicroNet and seeking to incorporate MicroNet onto a drug-eluting stent manufactured by a
potential partner. The FDA has clarified that the primary mode of action for drug-eluting cardiovascular stents, which are regulated
as combination products, is that of the device component and has assigned the FDA Center for Devices and Radiological Health (CDRH) primary
responsibility for premarket review and regulation, providing some clarity about what to expect regarding the regulatory framework related
to the development of MGuard DES™. As a result of declining sales of the MGuard Prime EPS, which we believe is largely driven by
the predominant industry preferences favoring drug-eluting stents rather than bare metal stents such as MGuard Prime EPS in STEMI patients,
we intend to phase out future sales of our MGuard Prime EPS in 2022.
We
also intend to develop a pipeline of other products and additional applications by leveraging our MicroNet technology to new applications
to improve peripheral vascular and neurovascular procedures, such as the treatment of the superficial femoral artery disease, vascular
disease below the knee and neurovascular stenting to seal aneurysms in the brain.
Presently,
none of our products may be sold or marketed in the United States, but we do derive revenues from the use of our products in the currently
ongoing trials.
We
were organized in the State of Delaware on February 29, 2008.
Critical
Accounting Policies
We
prepared our consolidated financial statements in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”).
U.S. GAAP represents a comprehensive set of accounting and disclosure rules and requirements, and applying these rules and requirements
requires management judgments and estimates including, in certain circumstances, choices between acceptable U.S. GAAP alternatives. The
following is a discussion of our most critical accounting policies, judgments and uncertainties that are inherent in our application
of U.S. GAAP.
Use
of estimates
The
preparation of financial statements in conformity with U.S. GAAP requires management to make estimates using assumptions that affect
the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements
and the reported amounts of sales and expenses during the reporting periods. Actual results could differ from those estimates.
- 57 -
As
applicable to these consolidated financial statements, the most significant estimates and assumptions relate to inventory valuations
and assessing the likelihood of exercise of options to extend the lease term.
Concentration
of credit risk and allowance for doubtful accounts
Financial
instruments that may potentially subject us to a concentration of credit risk consist of cash and cash equivalents, which are deposited
in major financially sound institutions in the United States, Israel and Germany, and trade accounts receivable. Our trade accounts receivable
is derived from revenues earned from customers from various countries. We perform ongoing credit evaluations of our customers’
financial condition and, generally, require no collateral from customers. We also have a credit insurance policy for some customers.
We maintain an allowance for doubtful accounts receivable based upon the expected ability to collect the accounts receivable. We review
our allowance for doubtful accounts quarterly by assessing individual accounts receivable and all other balances based on historical
collection experience and an economic risk assessment. If we determine that a specific customer is unable to meet its financial obligations
to us, we provide an allowance for credit losses to reduce the receivable to the amount management reasonably believes will be collected,
which is netted against “Accounts receivable — Trade”.
Inventory
Inventories
are stated at the lower of cost (cost is determined on a “first-in, first-out” basis) or net realizable value. Our inventories
generally have a limited shelf life and are subject to impairment as they approach their expiration dates. We regularly evaluate the
carrying value of our inventories and when, based on such evaluation, factors indicate that impairment has occurred, we impair the inventories’
carrying value. In addition, we write-off fails in production based on actual and estimated.
Leases
Operating
leases are included in operating lease right-of-use (“ROU”) assets, Accounts payable and accruals - Other, and operating
lease liabilities. ROU assets represent Company’s right to use an underlying asset for the lease term and lease liabilities represent
obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement
date based on the present value of lease payments over the lease term. In determining the present value of lease payments, we use the
incremental borrowing rate based on the information available at the lease commencement date as the rate implicit in the lease is not
readily determinable. The determination of the incremental borrowing rate requires management judgment based on information available
at lease commencement. The lease terms may include periods covered by options to extend the lease when it is reasonably certain that
we will exercise such options, and periods covered by options to terminate the lease when it is reasonably certain that we will not exercise
such options. Operating lease cost is recognized on a straight-line basis over the lease term. Lease agreements that include lease and
non-lease components are accounted for as a single lease component. The Company elected the short-term lease recognition exemption for
leases with a lease term of 12 months or less. Our Israeli subsidiary has a lease agreement for a facility in Israel, which expires on
December 31, 2022 with an option to extend the agreement for two additional years until December 31, 2024 under the terms stipulated
in the agreement. The Option Period was taken in consideration when calculating the operating lease right of use assets and liabilities
since we believe that we will stay in this facility until atleast the end of the Option Period. The Option period added approximately
$780,000 to the leasing liability.
Revenue
recognition
A
contract with a customer exists only when: 1) the parties to the contract have approved it and are committed to perform their respective
obligations, 2) we can identify each party’s rights regarding the distinct goods or services to be transferred (“Performance
Obligations”), 3) we can determine the transaction price for the goods or services to be transferred, 4) the contract has commercial
substance and 5) it is probable that we will collect the consideration to which it will be entitled in exchange for the goods or services
that will be transferred to the customer. Revenues are recorded in the amount of consideration to which we expect to be entitled in exchange
for Performance Obligations upon transfer of control to the customer, excluding sales taxes.
Revenue
from sales of goods, including sales to distributors, is recognized when the customer obtains control of the product, once we have a
present right to payment, legal title, and risk and rewards of ownership are obtained by the customer. This occurs when products are
shipped.
We
recognize the incremental costs of obtaining contracts as an expense since the amortization period of the assets that we otherwise would
have recognized is one year or less. The costs are recorded under selling and marketing expenses.
- 58 -
We
recognize revenue net of value added tax (VAT).
Share-based
compensation
Employee
option awards are classified as equity awards and accounted for using the grant-date fair value method. The fair value of share-based
awards is estimated using the Black-Scholes valuation model and expensed over the requisite service period, net of estimated forfeitures.
We elected to account for forfeitures as they occur.
We
elected to recognize compensation expenses for awards with only service conditions that have graded vesting schedules using the accelerated
multiple option approach.
Results
of Operations
Twelve
months ended December 31, 2021 compared to the twelve months ended December 31, 2020
Revenues .
For the twelve months ended December 31, 2021, revenue increased by $2,010,000, or 80.9%, to $4,495,000, from $2,485,000 during the twelve
months ended December 31, 2020. This increase was predominantly driven by a 55.9% increase in sales volume of CGuard EPS, from $2,764,000
during the twelve months ended December 31, 2020, to $4,309,000 during the twelve months ended December 31, 2021. This sales increase
was mainly due to the fact that in the twelve months ended December 31, 2021, procedures with the CGuard EPS, which are generally scheduled
for non-emergency procedures began to return to normal levels as compared to the twelve months ended December 31, 2020, when procedures
with CGuard EPS were postponed as hospitals shifted resources to patients affected by COVID-19 (beginning in February 2020). In addition,
the increase in revenue is also partially attributable to an increase in sales of MGuard Prime EPS, from a Revenue net of settlement
payment of ($279,000) during the twelve months ended December 31, 2020, to $186,000 during the twelve months ended December 31, 2021.
Revenues during the twelve months ended December 31, 2020 were negatively impacted by a settlement of litigation with a former distributor
in 2014 under which we agreed to pay them $580,000, as under U.S. generally accepted accounting principles, we were required to charge
that amount against revenues.
With
respect to regions, the increase in revenue was primarily attributable to an increase of $1,762,000 in revenue from sales made in Europe.
This increase was predominately driven by an increase of $1,250,000 in sales volume of CGuard EPS due to the impact of COVID-19 as discussed
in the paragraph above and a $512,000 increase of MGuard Prime EPS driven by the settlement payment in 2020 as discussed above. In addition,
there was an increase of revenue of $115,000 in Asia, $106,000 in Latin American and $27,000 in other regions predominately driven by
the impact of COVID-19 on CGuard EPS as discussed above and the decrease in MGuard EPS revenue as discussed above.
Gross
Profit . For the twelve months ended December 31, 2021, gross profit (revenue less cost of revenues) increased by 808.4%, or $671,000,
to $754,000, compared to a gross profit of $83,000 for the same period in 2020. This increase in gross profit resulted from the impact
of the $580,000 settlement with our former distributor in 2014 which was recorded in the twelve months ended December 31, 2020 (as mentioned
above), as well as a $419,000 increase in revenues, less the related material and labor costs (as mentioned above). This increase was
partially offset by an increase in write-offs of $187,000, which were driven mainly by components supply issues, a $100,000 increase
in new employees training costs and an increase of $41,000 in miscellaneous expenses. Gross margin (gross profits as a percentage of
revenue) increased to 16.8% during the twelve months ended December 31, 2021 from 3.3% during the twelve months ended December 31, 2020,
driven by the reasons mentioned above.
Research
and Development Expenses . For the twelve months ended December 31, 2021, research and development expenses increased by 131.0%, or
$2,925,000, to $5,158,000, from $2,233,000 during the twelve months ended December 31, 2020. This increase resulted primarily from an
increase of $2,032,000 in expenses related to the commencement of the C-Guardians FDA study, $458,000 in development expenses related
to CGuard EPS new delivery system and accessory solutions, $353,000 in compensation expenses and $82,000 in miscellaneous expenses.
Selling
and Marketing Expenses . For the twelve months ended December 31, 2021, selling and marketing expenses increased by 38.2%, or $804,000,
to $2,907,000, from $2,103,000 during the twelve months ended December 31, 2020. This increase resulted primarily from an increase in
compensation expenses of $629,000 and other sales and marketing expenses of $175,000, both relating to increased activity associated
with expansion of existing and new markets.
General
and Administrative Expenses . For the twelve months ended December 31, 2021, general and administrative expenses increased by 20.9%,
or $1,278,000, to $7,405,000, from $6,127,000 during the twelve months ended December 31, 2020. This increase resulted primarily from
an increase in compensation expenses of $1,198,000, consisting of increases in share-based compensation-related expenses of $755,000
following the expense recognition of grants made since August 31, 2020. In addition, compensation expenses increased due to an increase
in salary expenses and related accruals of $443,000 primarily as a result of temporary salary reductions during the twelve months ended
December 31, 2020 that were implemented in response to the COVID-19 effect on revenues, as well as additional headcount. In addition,
we had an increase in directors’ and officers’ liability insurance expenses of $351,000 due to increased premiums caused
by recent trends in the overall insurance industry, and an increase in shareholder related expenses of $170,000 mainly due to a special
shareholders meeting and higher costs of our annual stockholder meeting in 2021 compared to our annual stockholder meeting in 2020. These
increases were partially offset by a decrease of $400,000 due to expenses for a settlement agreement with an underwriter of prior offerings
which occurred in the three months ended March 31, 2020 and a decrease of $41,000 in miscellaneous expenses.
- 59 -
Financial
Expenses. For the twelve months ended December 31, 2021, financial expenses decreased by 1.9%, or $3,000, to $157,000, from $160,000
during the twelve months ended December 31, 2020.
Tax
Expenses. For the twelve months ended December 31, 2021, tax increased by $41,000 compared to the twelve months ended December 31,
2020. Our expenses for income taxes reflect primarily the tax liability due to potential tax exposure.
Net
Loss . Our net loss increased by $4,374,000, or 41.5%, to $14,918,000, for the twelve months ended December 31, 2021, from $10,544,000
during the twelve months ended December 31, 2020. The increase in net loss resulted primarily from an increase of $5,007,000 in operating
expenses partially offset by an increase of $671,000 in gross profit.
Liquidity
and Capital Resources
As
of the date of issuance of the consolidated financial statements, we have the ability to fund our planned operations for at least the
next 12 months. However, we expect to continue incurring losses and negative cash flows from operations until our products (primarily
CGuard™ EPS) reach commercial profitability. Therefore, in order to fund our operations until such time that we can generate substantial
revenues, we may need to raise additional funds.
Equity
Financings
On
June 5, 2020, we closed an underwritten public offering of (i) 509,053 Units, with each Unit being comprised of one share of our common
stock, par value $0.0001 per share, and one Series F warrant to purchase one share of common stock, and (ii) 972,427 Pre-Funded Units,
with each Pre-Funded Unit being comprised of one Pre-Funded Warrant to purchase one share of common stock and one Series F Warrant. In
connection with this public offering, the underwriter exercised the option practically in full, for 222,220 shares of common stock and
222,220 Series F Warrants. The offering price to the public was $6.75 per Unit and $6.735 per Pre-Funded Unit. Our net proceeds from
the offering and the exercise of the underwriter’s over-allotment option were approximately $10.7 million, after deducting underwriting
discounts and commissions and payment of other estimated expenses associated with the offering, but excluding the proceeds, if any, from
the exercise of Series F Warrants and the Pre-Funded Warrants sold in the offering.
On
July 28, 2020, we entered into a Sales Agreement with A.G.P. in connection with the ATM Facility. Any shares to be offered and sold under
the Sales Agreement will be issued and sold pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-223130),
filed with the SEC on February 21, 2018 and the prospectus supplement thereto filed with the SEC on July 28, 2020, by methods deemed
to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended,
or if specified by us, by any other method permitted by law. On January 11, 2021, we increased the aggregate amount of our shares of
common stock that may be sold under the Sales Agreement from $9,300,000 to $10,382,954, and, as a result, utilized and sold the maximum
amount allowable under the ATM Facility, which resulted in an aggregate amount of $10,381,958.
- 60 -
On
February 8, 2021, we closed an underwritten public offering of 1,935,484 units, with each such unit being comprised of one share of our
common stock, par value $0.0001 per share, and one Series G Warrant to purchase one-half of one share of common stock. The offering price
to the public was $9.30 per unit. The Series G Warrants were immediately exercisable at a price of $10.23 per share, subject to adjustment
in certain circumstances, and expire five years from the date of issuance. We also granted the underwriter of the offering an option
to purchase an additional 290,322 shares of common stock and Series G Warrants to purchase 145,161 shares of common stock, which the
underwriter exercised in full. In connection with the offering, we granted to the underwriter a compensation warrant to purchase up to
111,290 shares of common stock with an exercise price of $10.23 per share and which are exercisable for five years from February 3, 2021,
the date of effectiveness of the registration statement filed in connection with the offering. Our net proceeds from the offering, after
giving effect to the exercise of the underwriter’s over-allotment option, were approximately $18.9 million, after deducting underwriting
discounts and commissions and payment of other estimated expenses associated with the offering, but excluding the proceeds, if any, from
the exercise of Series G Warrants sold in the offering.
On
February 3, 2021, we entered into a Distribution Agreement with three China-based partners and on the same day, we entered into an investment
transaction with QIDI, which included (i) an SPA, pursuant to which QIDI agreed to invest $900,000 in exchange for shares of our common
stock at a purchase price of $10.062 per share, and (ii) an IRA, whereby QIDI was provided certain customary registration rights, including
a commitment by us to file a registration statement with the SEC on Form S-1 or Form S-3 and have such registration statement become
effective not later than 150 days following the closing of the transactions under the SPA. The transaction closed on February 5, 2021.
Twelve
months ended December 31, 2021 compared to the twelve months ended December 31, 2020
General.
At December 31, 2021, we had cash and cash equivalents of $12,004,000 and Short-term bank deposits of $22,036,000 as compared to $12,645,000
of cash and cash equivalents and $0 Short-term bank deposits as of December 31, 2020. We have historically met our cash needs through
a combination of issuing new shares, borrowing activities and product sales. Our cash requirements are generally for research and development,
marketing and sales activities, finance and administrative cost, capital expenditures and general working capital.
For
the twelve months ended December 31, 2021, net cash used in our operating activities increased by $4,129,000 to $13,210,000, from $9,081,000
during the same period in 2020. The primary reason for the increase in cash used in our operating activities was an increase of $2,739,000
in payments for third party related expenses and for professional services (primarily due to payments related to our ongoing FDA trial,
payments related to ongoing projects and production related payments), an increase of $1,658,000 in salary and bonus payments from $6,098,000
in the twelve months ended December 31, 2020 to $7,756,000 during the same period in 2021 offset, in part, by an increase of $268,000
in payments received from customers to $3,715,000 during the twelve months ended December 31, 2021, from $3,447,000 during the same period
in 2020.
- 61 -
Cash
used by our investing activities was $22,457,000 during the twelve months ended December 31, 2021 compared to $187,000 during the twelve
months ended December 31, 2020. The primary reasons for the increase in cash used by our investing activities was investment in short-term
deposits of $24,000,000 an increase of $278,000 in net payments made for purchase of property, plant and equipment to $344,000 during
the twelve months ended December 31, 2021, from $66,000 during the same period in 2020, offset, in part, by the withdrawal of $2,000,000
of short-term deposits and a decrease of $8,000 in cash deposited to employee funds, to $113,000 during the twelve months ended December
31, 2021, from $121,000 during the same period in 2020.
Cash
provided by financing activities for the twelve months December 31, 2021 was $35,034,000, compared to $16,395,000 during the same period
in 2020. The principal sources of the cash provided by financing activities during the twelve months ended December 31, 2021 were our
February 2021 public offering of common stock and warrants, exercise of Series F and Series G warrants, proceeds from an At-the-market
offering as well as proceeds from the issuance of shares to Chinese distributor that resulted in approximately $35,034,000 of aggregate
net proceeds. The principal sources of the cash provided by financing activities during the twelve months ended December 31, 2020 were
our June 2020 public offering of common stock, pre-funded warrants and warrants, the subsequent exercise of the pre-funded warrants sold
in the offering, as well as exercise of warrants F and Unit Purchase Options, that resulted in approximately $12,169,000 of aggregate
net proceeds, and funds received from our ATM Facility that resulted in approximately $ 4,126,000 of aggregate net proceeds.
As
of December 31, 2021, our current assets exceeded our current liabilities by a multiple of 8.5. Current assets increased by $21,755,000
during the period and current liabilities increased by $642,000 during the period. As a result, our working capital increased by $21,113,000
to $32,747,000 as of December 31, 2021.
Off
Balance Sheet Arrangements
We
have no off-balance sheet transactions, arrangements, obligations (including contingent obligations), or other relationships with unconsolidated
entities or other persons that have, or may have, a material effect on our financial condition, changes in financial condition, revenues
or expenses, results of operations, liquidity, capital expenditures or capital resources.
- 62 -
Recent
Accounting Pronouncements
In
June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326)-Measurement of Credit Losses on Financial Instruments.
This guidance replaces the current incurred loss impairment methodology. Under the new guidance, on initial recognition and at each reporting
period, an entity is required to recognize an allowance that reflects its current estimate of credit losses expected to be incurred over
the life of the financial instrument based on historical experience, current conditions and reasonable and supportable forecasts. In
November 2019, the FASB issued ASU No. 2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815),
and Leases (Topic 842): Effective Dates (“ASU 2019-10”). The purpose of this amendment is to create a two tier rollout of
major updates, staggering the effective dates between larger public companies and all other entities. This granted certain classes of
companies, including Smaller Reporting Companies (“SRCs”), additional time to implement major FASB standards, including ASU
2016-13. Larger public companies will have an effective date for fiscal years beginning after December 15, 2019, including interim periods
within those fiscal years. All other entities are permitted to defer adoption of ASU 2016-13, and its related amendments, until the earlier
of fiscal periods beginning after December 15, 2022. Under the current SEC definitions, we meet the definition of an SRC as of the ASU
2019-10 issuance date and is adopting the deferral period for ASU 2016-13. The guidance requires a modified retrospective transition
approach through a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. We are currently
evaluating the impact of the adoption of ASU 2016-13 on its consolidated financial statements, but does not believe the adoption of this
standard will have a material impact on its consolidated financial statements.
In
November 2021, the FASB issued ASU 2021-10 “Government Assistance (Topic 832)”, which requires annual disclosures that increase
the transparency of transactions involving government grants, including (1) the types of transactions, (2) the accounting for those transactions,
and (3) the effect of those transactions on an entity’s financial statements. The amendments in this update are effective for financial
statements issued for annual periods beginning after December 15, 2021. However, it is not expected to have a material impact on the
consolidated financial results of operations, financial position or cash flows.
Factors
That May Affect Future Operations
We
believe that our future operating results will continue to be subject to quarterly variations based upon a wide variety of factors, including
the cyclical nature of the ordering patterns of our distributors, timing of regulatory approvals, the implementation of various phases
of our clinical trials and manufacturing efficiencies due to the learning curve of utilizing new materials and equipment. Our operating
results could also be impacted by a weakening of the Euro and strengthening of the NIS, both against the U.S. dollar. Lastly, other economic
conditions we cannot foresee may affect customer demand, such as individual country reimbursement policies pertaining to our products.
Item
7A. Quantitative and Qualitative Disclosures About Market Risk.
Not
applicable.