Lifeward Ltd. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Lifeward Ltd. (LFWD) on July 7, 2026, reporting events occurring on June 30, 2026. The filing details the entry into material definitive agreements regarding senior secured convertible notes and warrants with certain investors and Oramed Pharmaceuticals Inc. as collateral agent.
Key Financial Metrics and Transaction Details
- Initial Capital Raised: $5,580,000 in aggregate principal amount of Senior Secured Convertible Notes (Initial Notes).
- Potential Additional Capital: Up to $5,580,000 in Second Notes, subject to specific performance or stock price conditions.
- Interest Rate: 8.0% per annum, increasing to 15.0% per annum upon an event of default.
- Conversion Price: $5.40 per share for both Notes and Warrants.
- Warrant Coverage: Warrants exercisable for 100% of the shares underlying the Notes.
- Maturity: Three years from the date of issuance.
- Exchange Cap: Issuance of shares upon conversion or exercise is capped at 19.99% of outstanding Ordinary Shares unless shareholder approval is obtained.
Material Changes and Conditions
The filing reports the amendment and restatement of previously issued notes and warrants to provide pari passu treatment and revise redemption and beneficial ownership provisions. A new Securities Purchase Agreement was executed on June 30, 2026, closing on July 6, 2026. The issuance of the Second Notes is contingent upon meeting one of the following conditions:
- Achieving a 150% increase in ReWalk Unit Sales (in U.S. dollars) relative to the trailing twelve-month period preceding the Additional Closing Date.
- The closing price of Ordinary Shares equals or exceeds $13.80 per share for ten consecutive trading days prior to the Additional Closing Date.
Outlook, Risks, and Contingencies
The Company has agreed to file a registration statement for the underlying shares within 30 days of the Initial Note closing and use commercially reasonable efforts to have it declared effective within 45 days (or 75 days if reviewed by the SEC). The Notes contain customary events of default; if triggered, the principal and accrued interest become immediately due and payable in cash. Beneficial ownership limitations restrict conversion or exercise if a purchaser would own more than 4.99% of outstanding shares, subject to a 61-day notice period for increases.
Investor Verification Checklist
- Verify the exact closing date and receipt of funds for the Initial Notes ($5.58M).
- Monitor ReWalk Unit Sales figures to assess the likelihood of triggering the Second Notes funding.
- Track the stock price to determine if the $13.80 threshold for the Second Notes is met.
- Review the status of the registration statement filing and its effectiveness with the SEC.
- Confirm the total dilution impact considering the 19.99% Exchange Cap and potential future issuances.