0001213900-19-006295.txt : 20190412 0001213900-19-006295.hdr.sgml : 20190412 20190412171523 ACCESSION NUMBER: 0001213900-19-006295 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190412 DATE AS OF CHANGE: 20190412 GROUP MEMBERS: DANIEL B. ASHER GROUP MEMBERS: MITCHELL P. KOPIN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ReWalk Robotics Ltd. CENTRAL INDEX KEY: 0001607962 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88650 FILM NUMBER: 19747022 BUSINESS ADDRESS: STREET 1: KOCHAV YOKNEAM BUILDING, FLOOR 6 STREET 2: P.O. BOX 161 CITY: YOKNEAM ILIT STATE: L3 ZIP: 20692 BUSINESS PHONE: 97249590123 MAIL ADDRESS: STREET 1: KOCHAV YOKNEAM BUILDING, FLOOR 6 STREET 2: P.O. BOX 161 CITY: YOKNEAM ILIT STATE: L3 ZIP: 20692 FORMER COMPANY: FORMER CONFORMED NAME: Argo Medical Technologies Ltd. DATE OF NAME CHANGE: 20140513 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INTRACOASTAL CAPITAL, LLC CENTRAL INDEX KEY: 0001646799 IRS NUMBER: 320460881 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 245 PALM TRAIL CITY: DELRAY BEACH STATE: FL ZIP: 33483 BUSINESS PHONE: 8475629030 MAIL ADDRESS: STREET 1: 245 PALM TRAIL CITY: DELRAY BEACH STATE: FL ZIP: 33483 SC 13G 1 sc13g0419intraco_rewalkrobot.htm SCHEDULE 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

ReWalk Robotics Ltd.

(Name of Issuer)

Ordinary Shares, NIS 0.25 par value per share

(Title of Class of Securities)

M8216Q101

(CUSIP Number)

April 3, 2019

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

a.	☐ Rule 13d-1(b)

b.	☒ Rule 13d-1(c)

c.	☐ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 9

CUSIP No.

M8216Q101

1.	Names of Reporting Persons. Mitchell P. Kopin
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
3.	SEC Use Only
4.	Citizenship or Place of Organization United States of America

Number of

Shares Beneficially

Owned by Each

Reporting

Person With:

Sole Voting Power

Shared Voting Power

229,395

Sole Dispositive Power

Shared Dispositive Power

229,395

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 229,395 (see Item 4)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 4.99% (see Item 4)
12.	Type of Reporting Person (See Instructions) IN; HC

Page 2 of 9

CUSIP No.

M8216Q101

1.	Names of Reporting Persons. Daniel B. Asher
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
3.	SEC Use Only
4.	Citizenship or Place of Organization United States of America

Number of

Shares Beneficially

Owned by Each

Reporting

Person With:

Sole Voting Power

Shared Voting Power

229,395

Sole Dispositive Power

Shared Dispositive Power

229,395

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 229,395 (see Item 4)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 4.99% (see Item 4)
12.	Type of Reporting Person (See Instructions) IN; HC

Page 3 of 9

CUSIP No.

M8216Q101

1.	Names of Reporting Persons. Intracoastal Capital LLC
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
3.	SEC Use Only
4.	Citizenship or Place of Organization Delaware

Number of

Shares Beneficially

Owned by Each

Reporting

Person With:

Sole Voting Power

Shared Voting Power

229,395

Sole Dispositive Power

Shared Dispositive Power

229,395

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 229,395 (see Item 4)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 4.99% (see Item 4)
12.	Type of Reporting Person (See Instructions) OO

Page 4 of 9

Item 1.

(a)

Name of Issuer

ReWalk Robotics Ltd. (the “Issuer”)

(b)

Address of Issuer’s Principal Executive Offices

3 Hatnufa St., Floor 6

Yokneam Ilit, Israel 2069203

Item 2.

(a)

Name of Person Filing

(b)

Address of Principal Business Office or, if none, Residence

(c)

Citizenship

This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual who is a citizen of the United States of America (“Mr. Kopin”), (ii) Daniel B. Asher, an individual who is a citizen of the United States of America (“Mr. Asher”) and (iii) Intracoastal Capital LLC, a Delaware limited liability company (“Intracoastal” and together with Mr. Kopin and Mr. Asher, collectively the “Reporting Persons”).

The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 1, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.

The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483.

The principal business office of Mr. Asher is 111 W. Jackson Boulevard, Suite 2000, Chicago, Illinois 60604.

(d)

Title of Class of Securities

Ordinary shares, NIS 0.25 par value per share, of the Issuer (the “Ordinary Shares”).

(e)

CUSIP Number

M8216Q101

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Page 5 of 9

Item 4. Ownership.

(a) and (b):

(i) Immediately following the execution of the Securities Purchase Agreement with the Issuer on April 3, 2019 (the “SPA”) (as disclosed in the Form 8-K filed by the Issuer with the Securities and Exchange Commission on April 5, 2019), each of the Reporting Persons may have been deemed to have beneficial ownership of 269,200 Ordinary Shares to be issued to Intracoastal at the closing of the transaction contemplated by the SPA, and all such Ordinary Shares in the aggregate represent beneficial ownership of approximately 6.8% of the Ordinary Shares, based on (1) 3,694,916 Ordinary Shares outstanding as of March 31, 2019 as reported by the Issuer, plus (2) 269,200 Ordinary Shares to be issued to Intracoastal at the closing of the transaction contemplated by the SPA. The foregoing excludes (I) 136,152 Ordinary Shares issuable upon an exercise of a warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA (“Intracoastal Warrant 1”) because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates, and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 4.99% of the Ordinary Shares, (II) 3,900 Ordinary Shares issuable upon exercise of a warrant held by Intracoastal (“Intracoastal Warrant 2”) because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates, and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 4.99% of the Ordinary Shares, and (III) 33,333 Ordinary Shares issuable upon exercise of a second warrant held by Intracoastal (“Intracoastal Warrant 3”) because Intracoastal Warrant 3 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 3 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates, and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 4.99% of the Ordinary Shares. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 442,585 Ordinary Shares.

(ii) As of the close of business on April 12, 2019, each of the Reporting Persons may have been deemed to have beneficial ownership of 229,395 Ordinary Shares, which consisted of (i) 144,130 Ordinary Shares held by Intracoastal and (ii) 85,265 Ordinary Shares issuable upon exercise of Intracoastal Warrant 1, and all such Ordinary Shares represented beneficial ownership of approximately 4.99% of the Ordinary Shares, based on (1) 3,694,916 Ordinary Shares outstanding as of April 3, 2019 as reported by the Issuer, plus (2) 816,914 Ordinary Shares in the aggregate issued at the closing of the transaction contemplated by the SPA, and (3) 85,265 Ordinary Shares issuable upon exercise of Intracoastal Warrant 1. The foregoing excludes (I) 50,887 Ordinary Shares issuable upon exercise of Intracoastal Warrant 1 because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates, and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 4.99% of the Ordinary Shares, (II) 3,900 Ordinary Shares issuable upon exercise of Intracoastal Warrant 2 because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates, and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 4.99% of the Ordinary Shares, and (III) 33,333 Ordinary Shares issuable upon exercise of Intracoastal Warrant 3 because Intracoastal Warrant 3 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 3 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder’s affiliates, and any other persons acting as a group together with the holder or any of the holder’s affiliates, of more than 4.99% of the Ordinary Shares. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 317,515 Ordinary Shares.

(iii)

Page 6 of 9

(1) Sole power to vote or to direct the vote: 0 .

(2) Shared power to vote or to direct the vote: 229,395 .

(3) Sole power to dispose or to direct the disposition of 0 .

(4) Shared power to dispose or to direct the disposition of 229,395 .

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following þ.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

Page 7 of 9

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: April 12, 2019	/s/ Mitchell P. Kopin
	Mitchell P. Kopin

	/s/ Daniel B. Asher
	Daniel B. Asher

	Intracoastal Capital LLC

	By:	/s/ Mitchell P. Kopin
		Mitchell P. Kopin, Manager

Page 8 of 9

Exhibit 1

JOINT FILING AGREEMENT

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Date: April 12, 2019	/s/ Mitchell P. Kopin
	Mitchell P. Kopin

	/s/ Daniel B. Asher
	Daniel B. Asher

	Intracoastal Capital LLC

	By:	/s/ Mitchell P. Kopin
		Mitchell P. Kopin, Manager

Page 9 of 9