NanoVibronix (NAOV) 10-K 20 May 20 2019 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	May 18, 2020	Jun. 30, 2019
Document And Entity Information
Entity Registrant Name	NanoVibronix, Inc.
Entity Central Index Key	0001326706
Document Type	10-K
Document Period End Date	Dec. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Public Float			$ 0
Entity Common Stock, Shares Outstanding		4,313,764
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 1,338	$ 896
Trade receivables	111	95
Other accounts receivable and prepaid expenses	268	95
Inventory	121	144
Total current assets	1,838	1,230
Non-current assets:
Fixed assets, net	4	8
Severance pay fund	194	342
Total non-current assets	198	350
Total assets	2,036	1,580
Current liabilities:
Trade payables	129	193
Other accounts payable and accrued expenses	280	447
Total current liabilities	409	640
Non-current liabilities:
Accrued severance pay	279	477
Total liabilities	688	1,117
COMMITMENTS AND CONTINGENCIES (Note 11)
Stockholders' equity:
Common stock of $0.001 par value - Authorized: 24,000,000 shares at December 31, 2019 and 2018; Issued and outstanding: 4,203,764 and 3,801,522 shares at December 31, 2019 and 2018, respectively	5	4
Additional paid in capital	39,669	32,993
Accumulated deficit	(38,330)	(32,536)
Total stockholders' equity	1,348	463
Total liabilities and stockholders' equity	2,036	1,580
Series C Preferred Stock [Member]
Stockholders' equity:
Preferred stock value	2	2
Total stockholders' equity	2	2
Series D Preferred Stock [Member]
Stockholders' equity:
Preferred stock value
Total stockholders' equity
Series E Preferred Stock [Member]
Stockholders' equity:
Preferred stock value	2
Total stockholders' equity	$ 2

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	24,000,000	24,000,000
Common stock, shares issued	4,203,764	3,801,522
Common stock, shares outstanding	4,203,764	3,801,522
Series C Preferred Stock [Member]
Preferred stock, par value		$ 0.001
Preferred stock, shares authorized	5,500,000	5,500,000
Preferred stock, shares issued	2,993,142	2,733,142
Preferred stock, shares outstanding	2,993,142	2,733,142
Series D Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	506	506
Preferred stock, shares issued	304	304
Preferred stock, shares outstanding	304	304
Series E Preferred Stock [Member]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	3,999,494	0
Preferred stock, shares issued	1,825,000	0
Preferred stock, shares outstanding	1,825,000	0

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Statement [Abstract]
Revenues	$ 530	$ 318
Cost of revenues	249	158
Gross profit	281	160
Operating expenses:
Research and development	514	614
Selling and marketing	1,096	1,212
General and administrative	3,822	2,637
Total operating expenses	5,432	4,463
Loss from operations	(5,151)	(4,303)
Interest expense	(15)
Financial income (expense), net	(47)	22
Change in fair value of derivative liabilities	102
Loss on extinguishment of derivative liability	(288)
Warrant modification expense	(412)
Loss before taxes	(5,811)	(4,281)
Income tax benefit	17	127
Net loss	$ (5,794)	$ (4,154)
Basic and diluted net loss available for holders of common stock, Series C Preferred Stock and Series D Preferred Stock	$ (0.83)	$ (0.64)
Weighted average common shares outstanding: Basic and diluted	6,939,358	6,448,343

Consolidated Statement of Stock

Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands	Series C Preferred Stock [Member]	Series D Preferred Stock [Member]	Series E Preferred Stock [Member]	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
Beginning balance at Dec. 31, 2017	$ 2			$ 4	$ 32,010	$ (28,382)	$ 3,634
Beginning balance, shares at Dec. 31, 2017	2,483,142	304		3,935,865
Stock-based compensation related to options granted to employees					889		889
Exercise of warrants for common stock					91		91
Exercise of warrants for common stock, shares				67,670
Exercise of stock options for common stock					3		$ 3
Exercise of stock options for common stock, shares				48,017
Exchange of common Stock into Preferred D
Exchange of common Stock into Preferred D, shares	250,000			(250,000)
Issuance of common stock as compensation for services, shares
Net loss						(4,154)	(4,154)
Ending balance at Dec. 31, 2018	$ 2			$ 4	32,993	(32,536)	$ 463
Ending balance, shares at Dec. 31, 2018	2,733,142	304		3,801,552
Exercise of stock options for common stock, shares
Issuance of common stock as compensation for services					1,042		$ 1,042
Issuance of common stock as compensation for services, shares				275,000
Stock-based compensation					713		713
Sale of common stock				$ 1	629		630
Sale of common stock, shares				315,000
Exercise of options					66		66
Exercise of options, shares				87,212
Issuance of Series E Preferred Stock			$ 2		3,618		3,620
Issuance of Series E Preferred Stock, shares			1,810,000
Reclassification of warrants					196		196
Warrant modification expense					412		412
Exchange of common Stock into Preferred Stock
Exchange of common Stock into Preferred Stock, shares	260,000		15,000	(275,000)
Net loss						(5,794)	(5,794)
Ending balance at Dec. 31, 2019	$ 2		$ 2	$ 5	$ 39,669	$ (38,330)	$ 1,348
Ending balance, shares at Dec. 31, 2019	2,993,142	304	1,825,000	4,203,764

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Cash flows from operating activities:
Net loss	$ (5,794)	$ (4,154)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	4	6
Stock-based compensation	1,755	889
Noncash interest expense	10
Change in fair value of derivative liabilities	(102)
Warrant modification expense	412
Loss on extinguishment of derivative liability	288
Changes in operating assets and liabilities:
Trade receivable	(16)	(71)
Other accounts receivable and prepaid expenses	(173)	(34)
Inventory	23	(68)
Other assets		(4)
Trade payables	(64)	25
Other accounts payable and accrued expenses	(167)	(182)
Accrued severance pay, net	(50)	43
Net cash used in operating activities	(3,874)	(3,550)
Cash flows from investing activities:
Purchases of property plant and equipment		(8)
Net cash used in investing activities		(8)
Cash flows from financing activities:
Net proceeds from exercise of warrants		91
Proceeds from issuance of convertible notes and warrants	475
Payments of convertible notes	(475)
Proceeds from sale of common stock	630
Proceeds from issuance of Series E Preferred Stock	3,620
Proceeds from exercise of options	66	3
Net cash provided by financing activities	4,316	94
Net increase in cash and cash equivalents	442	(3,464)
Cash and cash equivalents at beginning of period	896	4,360
Cash and cash equivalents at end of period	1,338	896
Supplemental non-cash financing and investing activities:
Cash paid for interest	5
Cash paid for taxes
Reclass warrants to non-derivative instruments	196
Exchange of common Stock into Preferred Stock	275	250
Discount on convertible notes	$ 414

Description of Business

Description of Business	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	NOTE 1 - DESCRIPTION OF BUSINESS NanoVibronix, Inc. (the “Company”), a Delaware corporation, commenced operations on October 20, 2003 and is a medical device company focusing on noninvasive biological response-activating devices that target wound healing and pain therapy and can be administered at home, without the assistance of medical professionals. The Company’s principal research and development activities are conducted in Israel through its wholly-owned subsidiary, NanoVibronix Ltd., a company registered in Israel, which commenced operations in October 2003.

Liquidity and Plan of Operation

Liquidity and Plan of Operations	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Liquidity and Plan of Operations	NOTE 2 - LIQUIDITY AND PLAN OF OPERATIONS The Company’s ability to continue to operate is dependent mainly on its ability to successfully market and sell its products and the receipt of additional financing until profitability is achieved. The Company currently incurs and historically has incurred losses from operations and expects to do so in the foreseeable future. In 2019, the Company raised $3,620 through the issuance of its Series E Preferred Stock and $630 through the issuance of its common stock. Despite the cash infusion, the Company will not have sufficient resources to fund its operations for the next twelve months from the date of this filing. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. During the next twelve months management expects that the Company will need to raise additional capital to finance its losses and negative cash flows from operations and may continue to be dependent on additional capital raising as long as its products do not reach commercial profitability. Management’s plans include the continued commercialization of the Company’s products and raising capital through the sale of additional equity securities, debt or capital inflows from strategic partnerships. There are no assurances, however, that the Company will be successful in obtaining the level of financing needed for its operations. If the Company is unsuccessful in commercializing its products and raising capital, it will need to reduce activities, curtail or cease operations. The financial statements do not include any adjustments with respect to the carrying amounts of assets and liabilities and their classification that might be necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and principles of consolidation The accompanying consolidated financial statements include the accounts of NanoVibronix, Inc. and its wholly owned subsidiary. Intercompany accounts and transactions have been eliminated. The preparation of these consolidated financial statements and accompanying notes in conformity with U.S. generally accepted accounting principles (“US GAAP”) requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Foreign currency translation and transactions Non-U.S. dollar denominated transactions and balances have been re-measured to U.S. dollars. All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-U.S. dollar currencies are reflected in the statements of operations as financial income or expenses, as appropriate. Gains and losses from foreign currency transactions and translation for the years ended December 31, 2019 and 2018 and the cumulative translation gains and losses as of years ended December 31, 2019 and 2018 were $24 and $19, respectively. Earnings per share Basic loss per share was computed using the weighted average number of common shares outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock option, warrants and exercise of preferred stock as of December 31, 2019 and 2018, respectively, were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been antidilutive. Inventory Inventories are stated at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Cost is determined using the “first-in, first-out” method. Inventory write-offs are provided to cover risks arising from slow-moving items or technological obsolescence. The Company periodically evaluates the quantities on hand relative to current and historical selling prices and historical and projected sales volume. Based on this evaluation, provisions are made when required to write-down inventory to its net market value. As of December 31, 2019 and 2018, there was no allowance on inventory. Property and equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: Years Computers and peripheral equipment 3 Office furniture and equipment 5-7 Impairment of Long-Lived Assets Management reviews for impairment whenever events or changes in circumstances indicate that the carrying amount of property and equipment may not be recoverable under the provisions of accounting for the impairment of long-lived assets. If it is determined that an impairment loss has occurred based upon expected future cash flows, the loss is recognized in the Consolidated Statements of Operations. Derivative Liability The Company’s derivative financial instruments are measured at fair value using the Black Scholes Model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock and its expected volatility, expected dividends on the stock and the risk-free interest rate for the term of the instrument. The liability is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss under the caption “Change in fair value of derivative liabilities.” As of December 31, 2019 and 2018, there were no derivative liabilities on the consolidated balance sheet, respectively. Severance pay The Company’s liability for severance pay is for its Israeli employees and is calculated pursuant to Israeli Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date, and is in large part covered by regular deposits with recognized pension funds, deposits with severance pay funds and purchases of insurance policies. The value of these deposits and policies is recorded as an asset in the Company’s balance sheet. Accrued severance pay liability at December 31, 2019 and 2018 was $279 and $477, respectively. Severance expenses for the years ended December 31, 2019 and 2018 amounted to $4 and $46, respectively. Revenue recognition It is the Company’s policy that revenues from product sales is recognized in accordance with ASC 606 “Revenue Recognition.” Five basic steps must be followed before revenue can be recognized; (1) Identifying the contract(s) with a customer that creates enforceable rights and obligations; (2) Identifying the performance obligations in the contract, such as promising to transfer goods or services to a customer; (3) Determining the transaction price, meaning the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer; (4) Allocating the transaction price to the performance obligations in the contract, which requires the company to allocate the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or services promised in the contract; and (5) Recognizing revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service to a customer. The amount of revenue recognized is the amount allocated to the satisfied performance obligation. Adoption of ASC 606 has not changed the timing and nature of the Company’s revenue recognition and there has been no material effect on the Company’s financial statements. Revenue from product sales is recorded at the net sales price, or “transaction price,” which includes estimates of variable consideration that result from coupons, discounts, chargebacks and distributor fees, processing fees, as well as allowances for returns and government rebates. The Company constrains revenue by giving consideration to factors that could otherwise lead to a probable reversal of revenue. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. Revenues from sales to distributors are recognized at the time the products are delivered to the distributors (“sell-in”). The Company does not grant rights of return, credits, rebates, price protection, or other privileges on its products to distributors. Income taxes The Company accounts for income taxes in accordance with ASC 740, “Income Taxes”. This topic prescribes the use of the liability method whereby deferred tax assets and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides full valuation allowance, to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company implements a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions on the income tax expense line in the accompanying consolidated statement of operations. Accrued interest and penalties are included on the related tax liability line in the consolidated balance sheet. Stock-based payments The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation - Stock Compensation”, (“ASC 718”), which requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods on a straight-line method in the Company’s consolidated statement of operations. The Company selected the Black-Scholes-Merton option pricing model as the most appropriate fair value method for its stock-options awards. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon similar traded companies’ historical share price movements. The expected option term represents the period that the Company’s stock options are expected to be outstanding. The Company currently uses the simplified method and will continue to do so until sufficient historical exercise data supports using expected life assumptions. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The expected dividend yield assumption is based on the Company’s historical experience and expectation of no future dividend payouts. The Company has historically not paid cash dividends and has no foreseeable plans to pay cash dividends in the future. Recently issued accounting pronouncements not yet adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right of use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Public business entities should apply the amendments in ASU 2016-02 for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all public business entities and all nonpublic business entities upon issuance. The Company (as an EGC) that is taking advantage of the extended transition period offered to private entities would apply this for fiscal years beginning after December 15, 2021. The Company does not believe that the adoption will have a material effect on the Company’s condensed interim consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement”, which adds disclosure requirements to Topic 820 for the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. This ASU is effective for interim and annual reporting periods beginning after December 15, 2019. The Company is evaluating the effect that ASU 2018-13 will have on consolidated financial statements. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) and also issued subsequent amendments to the initial guidance: ASU 2018-19, ASU 2019-04, and ASU 2019-05 (collectively, “Topic 326”). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. The Company will be required to adopt this ASU for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The adoption of Topic 326 is not expected to have a material on the Company’s financial statements and financial statement disclosures. Recently adopted accounting standards In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815)” (“ASU 2017-11”), which addresses the complexity of accounting for certain financial instruments with down round features. Down round features are features of certain equity-linked instruments (or embedded features) that result in the strike price being reduced on the basis of the pricing of future equity offerings. Current accounting guidance creates cost and complexity for entities that issue financial instruments (such as warrants and convertible instruments) with down round features that require fair value measurement of the entire instrument or conversion option. The Company adopted ASU 2017-11 on January 1, 2019 and as a result, the down round feature of equity instruments that were issued in the first and second quarter of 2019 were not considered when determining the classification of those instruments.

Prepaid Expenses and Other Rece

Prepaid Expenses and Other Receivables	12 Months Ended
	Dec. 31, 2019
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid Expenses and Other Receivables	NOTE 4 - PREPAID EXPENSES AND OTHER RECEIVABLES Prepaid expenses and other receivables consist of the following: December 31, 2019 2018 Prepaid expenses $ 249 $ 46 Other receivables 19 49 $ 268 $ 95

Inventory

Inventory	12 Months Ended
	Dec. 31, 2019
Inventory Disclosure [Abstract]
Inventory	NOTE 5 – INVENTORY Inventory consists of the following components: December 31, 2019 2018 Raw materials $ 88 $ 110 Work in process - 13 Finished goods 33 21 $ 121 $ 144

Property and Equipment, Net

Property and Equipment, Net	12 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Property and Equipment, Net	NOTE 6 – PROPERTY AND EQUIPMENT, NET December 31, 2019 2018 Cost: Computers and peripheral equipment $ 55 $ 55 Office furniture and equipment 3 3 Total cost 58 58 Accumulated depreciation: Less accumulated depreciation (54 ) (50 ) Depreciated cost $ 4 $ 8 Depreciation expenses for the years ended December 31, 2019 and 2018 were $4 and $6, respectively.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Stockholders' Equity	NOTE 7 - STOCKHOLDERS’ EQUITY Common Stock The common stock confers upon the holders the right to receive notice to participate and vote in general meetings of the Company, and the right to receive dividends, if declared, and to participate in the distribution of the surplus assets and funds of the Company in the event of liquidation, dissolution or winding up of the Company. In February 2019, the Company issued 275,000 shares of common stock to a consultant for services valued at the stock price on the date of issuance which was $3.79 per share, or $1,042. In December 2019, these shares of common stock were converted into Series C Preferred Stock and Series E Preferred Stock, of which 260,000 shares and 15,000 shares were issued, respectively. During 2019, the Company sold 290,000 shares of common stock to private investors and 25,000 shares to a board member at $2 per share, or $630. The shares also included one warrant for each share of common stock issued. No common stock or preferred stock was sold or issued for services in 2018. Options During the years ended December 31, 2019 and 2018, 87,212 and 48,017 employee options were exercised, and 200,000 and 338,750 options were granted, respectively. No directors or consultants exercised options in 2019 and 2018. The options granted during 2019, were recorded at a fair value of $299 and vested immediately. The options granted during 2018 were recorded at fair market value and vest at different schedules ranging from date granted to 2.63 years. During the year ended December 31, 2019 and 2018, stock-based compensation expense of $713 and $889 was recorded for options that vested, respectively. Options Weighted Weighted Outstanding – December 31, 2017 $ 1,227,774 $ 3.01 $ 7.18 Granted 338,750 4.75 9.65 Forfeited (71,920 ) 4.41 7.16 Exercised (48,017 ) 0.07 (4.24 ) Outstanding – December 31, 2018 $ 1,446,587 $ 3.16 $ 7.87 Granted 200,000 3.17 9.41 Forfeited (3,043 ) 9.06 (0.89 ) Exercised (87,212 ) 0.75 3.79 Outstanding – December 31, 2019 $ 1,556,332 $ 3.62 $ 6.16 The fair value for options granted in 2019 and 2018 is estimated at the date of grant using a Black-Scholes-Merton options pricing model with the following underlying assumptions: Price at valuation $ 2.83 - 3.40 Exercise price $ 2.83 - 3.40 Risk free interest 1.77 – 2.79 % Expected term (in years) 5 Volatility 48% - 58.6 % The total stock-based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table. Year Ended December 31, 2019 2018 Research and development $ - $ - Selling and marketing 44 16 General and administrative 669 873 Total $ 713 $ 889 As of December 31, 2019, the total unrecognized estimated compensation cost related to non-vested stock options granted prior to that date was $185, which is expected to be recognized over a weighted average period of approximately 0.94 years. Series C Preferred Stock Each share of Series C Preferred Stock is convertible into one share of common stock (subject to adjustment) at any time at the option of the holders, provided that each holder would be prohibited from converting Series C Preferred Stock into shares of common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company. In the event of liquidation, dissolution, or winding up, each holder of Series C Preferred Stock could elect to receive either (i) in preference to any payments made to the holders of Common stock and any other junior securities, a payment for each share of Series C Preferred stock then held equal $ 0.001, plus an additional amount equal to any dividends declared but unpaid on such shares, and any other fees or liquidated damages then due and owing thereon or (ii) the amount of cash, securities or other property to which such holder would be entitled to receive with respect to each share of Series C Preferred Stock if such share of Series C Preferred Stock had been converted to common stock immediately prior to such liquidation, dissolution, or winding up (without giving effect to any conversion limitations). Shares of Series C Preferred Stock are not entitled to receive any dividends, unless and until specifically declared by the board of directors. However, holders of Series C Preferred Stock are entitled to receive dividends on shares of Series C Preferred Stock equal (on an as-if-converted-to-common-stock basis) to and in the same form as dividends actually paid on shares of the common stock when such dividends are specifically declared by the board of directors. The Company is not obligated to redeem or repurchase any shares of Series C Preferred Stock. Shares of Series C Preferred Stock are not otherwise entitled to any redemption rights, or mandatory sinking fund or analogous fund provisions. Each holder of Series C Preferred Stock is entitled to the number of votes equal to the number of whole shares of common stock into which the shares of Series C Preferred Stock held by such holder are then convertible (subject to the beneficial ownership limitations) with respect to any and all matters presented to the stockholders for their action or consideration. Holders of Series C Preferred Stock vote together with the holders of common stock as a single class, except as provided by law and except that the consent of holders of a majority of the outstanding Series C Preferred Stock is required to amend the terms of the Series C Preferred Stock. Series D Preferred Stock Each share of Series D Preferred Stock is convertible into 1,000 shares of common stock (subject to the beneficial ownership limitations and adjustment as provided in the certificate of designation) at any time at the option of the holders, provided that each holder would be prohibited from converting Series D Preferred Stock into shares of common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 4.99% of the total number of shares of common stock then issued and outstanding. However, any holder may increase or decrease such percentage to any other percentage not in excess of 9.99%, provided that any increase in such percentage shall not be effective until the 61st day after such notice to the Company. In the event of our liquidation, dissolution, or winding up, each holder of Series D Preferred Stock will be entitled to receive the amount of cash, securities or other property to which such holder would be entitled to receive with respect to such shares of Series D Preferred Stock if such shares had been converted to common stock immediately prior to such event (without giving effect for such purposes to the 4.99% or 9.99% beneficial ownership limitation, as applicable) subject to the preferential rights of holders of any class or series of the Company’s capital stock specifically ranking by its terms senior to the Series D Preferred Stock as to distributions of assets upon such event, whether voluntarily or involuntarily. Shares of Series D Preferred Stock are not entitled to receive any dividends, unless and until specifically declared by the board of directors. However, holders of Series D Preferred Stock are entitled to receive dividends on shares of Series D Preferred Stock equal (on an as-if-converted-to-common-stock basis) to and in the same form as dividends actually paid on shares of the common stock when such dividends are specifically declared by the board of directors, except for stock dividends or distributions payable in shares of common stock on shares of common stock or any other common stock equivalents for which the conversion price will be adjusted. The Company is not obligated to redeem or repurchase any shares of Series D Preferred Stock. Shares of Series D Preferred Stock are not otherwise entitled to any redemption rights, or mandatory sinking fund or analogous fund provision. The holders of the Series D Preferred Stock have no voting rights, except as required by law. The Company may not alter or change adversely the powers, preferences and rights of the Series D Preferred Stock or amend the certificate of designation or amend its certificate of incorporation or bylaws in any manner that adversely affects any right of the holders of the Series D Preferred Stock without the affirmative vote of the holders of a majority of the shares of Series D Preferred Stock then outstanding. The Company is obligated to deliver shares of common stock upon conversion of the Series D Preferred Stock (the “Conversion Shares”), within the time period specified in the certificate of designation. Failure to comply with the timely delivery requirement triggers certain liquidated damages payable by the Company to each of the Series D Preferred Stock holders. If, at any time while the Series D Preferred Stock is outstanding, the Company completed a Fundamental Transaction (as defined in the certificate of designation), then upon any subsequent conversion of the Series D Preferred Stock, the holder will receive, for each Conversion Share that would have been issuable upon such conversion immediately prior to the occurrence of such Fundamental Transaction, the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and any additional cash, securities and/or other property or consideration (the “Alternate Consideration”) receivable by holders of common stock as a result of such Fundamental Transaction for each share of common stock for which this Series D Preferred Stock is convertible immediately prior to such Fundamental Transaction. For purposes of any such conversion, the determination of the Conversion Price shall be appropriately adjusted to apply to such Alternate Consideration based on the amount of Alternate Consideration issuable in respect of one share of common stock in such Fundamental Transaction. If holders of common stock are given any choice as to the securities, cash or property to be received in a Fundamental Transaction, then the Holder shall be given the same choice as to the Alternate Consideration it receives upon any conversion of this Series D Preferred Stock following such Fundamental Transaction. If such Fundamental Transaction is also a Change of Control Transaction in which the Company is not the surviving entity, then all shares of Series D Preferred Stock shall, upon consummation of such Change of Control Transaction, automatically be converted into Conversion Shares. Since the Company has sufficient authorized and unissued shares available to settle its commitments and since all holders of equally (both preferred stock and common stock) would receive the same form of consideration upon the consummation of a Fundamental Transaction, and the shares are not otherwise redeemable, the shares of Series D Preferred Stock are classified within permanent equity, consistent with the guidance of ASC 480. Series E Preferred Stock On June 21, 2019, the Company filed a Certificate of Designation of the Series E Preferred Stock (the “Original Certificate of Designation”) with the Secretary of State of the State of Delaware (the “Secretary of State”). The Original Certificate of Designation was effective upon filing with the Secretary of State and designated the Series E Preferred Stock. On July 31, 2019 and November 15, 2019, the Company filed with the Secretary of State an Amended and Restated Certificates of Designation (the “Amended and Restated Certificates of Designation”) which were effective upon filing with the Secretary of State of Delaware. The Amended Certificates of Designation provide that, among other things, the Series E Preferred Stock is not convertible into the Company’s common stock, and the holders of Series E Preferred Stock had no voting rights, until, in each case, the Company received stockholder approval of the June Offering (as defined below) and the July Preferred Offering (as defined below), which it received on November 18, 2019. On June 21, 2019, the Company entered into and closed a private placement Securities Purchase Agreement with certain existing stockholders relating to the sale to such existing stockholders of 1,600,000 shares of the Company’s Series E Preferred Stock, and seven year warrants to purchase 1,600,000 shares of our Series E Preferred Stock at an exercise price of $2.50 per share, at a purchase price per unit of $2.00 (the “June Offering”), for aggregate proceeds of $3,200 (excluding the exercise of the warrants issued in the June Offering). On July 31, 2019, the Company entered into and closed a private placement Securities Purchase Agreement with certain existing stockholders relating to the sale to such existing investors of 210,000 shares of the Company’s Series E Preferred Stock and seven year warrants to purchase 210,000 shares of our Series E Preferred Stock at an exercise price of $2.50 per share, at a purchase price per unit of $2.00 (the “July Preferred Offering”), for proceeds of $420 (excluding the exercise of the warrants issued in the July Preferred Offering). Each share of Series E Preferred Stock is convertible at any time and from time to time at the option of a holder of Series E Preferred Stock into one share of the Company’s common stock, provided that each holder would be prohibited from converting Series E Preferred Stock into shares of the Company’s common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of the Company’s common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder’s provision of not less than 61 days’ prior written notice to the Company. Upon liquidation, dissolution or winding up of the Company, whether voluntary or involuntary, each holder of the Series E Preferred Stock shall be entitled to receive the amount of cash, securities or other property to which such holder would be entitled to receive with respect to such shares of Series E Preferred Stock if such shares had been converted to the Company’s common stock immediately prior to such liquidation. Shares of Series E Preferred Stock are not entitled to receive any dividends, unless and until specifically declared by the Board. However, holders of Series E Preferred Stock are entitled to receive dividends on shares of Series E Preferred stock equal (on an as-if-converted-to-common-stock basis) to and in the same form as dividends actually paid on shares of the common stock when such dividends are specifically declared by the Board of Directors of the Company. The Company is not obligated to redeem or repurchase any shares of Series E Preferred Stock. Shares of Series E Preferred Stock are not otherwise entitled to any redemption rights, or mandatory sinking fund or analogous fund provisions. Subject to the beneficial ownership limitations, each holder of Series E Preferred Stock shall be entitled to the number of votes equal to the number of shares of the Company’s common stock equal to the Voting Ratio. The Voting Ratio, for each share of Series E Preferred Stock is equal to $2.00 divided by $3.53. These Series E Preferred Shares are classified within permanent equity on the Company’s consolidated balance sheet as they do not meet the criteria that would require presentation outside of permanent equity under ASC 480 “Distinguishing Liabilities from Equity”. Warrants During the year ended December 31, 2019, the Company issued warrants to purchase 190,000 shares of the Company’s common stock or Series C Preferred Stock, at an exercise price of the lesser i.e. The Company issued warrants to purchase 1,600,000 shares of Series E Preferred Stock in the June Offering and warrants to purchase 210,000 shares of Series E Preferred Stock in the July Preferred Offering. In July and August 2019, the Company issued 315,000 warrants to private investors that were issued in conjunction with the sale of common stock. Warrants Outstanding – December 31, 2017 2,641,165 Granted - Exercised - Expired (245,893 ) Outstanding – December 31, 2018 2,395,272 Granted 2,315,000 Exercised - Expired - Outstanding – December 31, 2019 4,710,272 Warrant modification On February 5, 2019, the Company entered into amendments to its two-year warrants (the “Warrant Amendment”) to purchase an aggregate of 266,667 shares of common stock at an exercise price of $3.00 per share (the “$3.00 Warrants”) and warrants to purchase an aggregate of 420,000 shares of common stock at an exercise price of $6.00 per share (the “$6.00 Warrants”), issued in January and February 2015, to extend the expiration date of the warrants for two additional years. The warrants were previously extended for two years in January 2017. In addition, the Warrant Amendment amended the exercise price with respect to the $3.00 Warrants from $3.00 per share to $3.35 per share. The exercise price of the $6.00 Warrants was unchanged. Pursuant to the Warrant Amendment, warrants to purchase 266,667 shares of common stock at $3.35 per share and warrants to purchase 266,667 shares of common stock at $6.00 per share will expire on January 29, 2021, and warrants to purchase 140,000 shares of common stock at $6.00 per share will expire on February 10, 2021, and warrants to purchase 13,333 shares of common stock at $6.00 per share will expire on February 23, 2021. The Warrant Amendment is effective as of January 29, 2019. All other terms of the original warrants remain the same. The Warrant Amendment was accounted for in warrant modification expense, which was measured at the amount equal to the incremental value reflecting the change in the fair value of the warrants before and after the Warrant Amendment. Accordingly, warrant modification expense in the amount of $412 was recorded with a corresponding increase in the additional paid-in capital. In estimating the warrants’ fair value, the Company used the following assumptions: Risk free interest 2.56 % Dividend yield 0 % Volatility 55.6% - 56.5 % Contractual term (in years) 2

Convertible Notes and Derivativ

Convertible Notes and Derivative Liabilities	12 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Convertible Notes and Derivative Liabilities	NOTE 8 - CONVERTIBLE NOTES AND DERIVATIVE LIABILITIES Convertible Notes On March 29, 2019, the Company completed a bridge financing, pursuant to which the Company issued to two accredited investors convertible notes on the aggregate principal amount of $225 (the “Notes”) and seven-year warrants (the “March Warrants”) to purchase an aggregate of 90,000 shares of the Company’s common stock or Series C Preferred Stock. These warrants were initially accounted for as a derivative liability. Between April and May 2019, the Company completed multiple bridge financings, pursuant to which the Company issued to two accredited investors convertible notes in the aggregate principal amount of $250 and seven-year warrants to purchase an aggregate of 100,000 shares of the Company’s common stock or Series C Preferred Stock with the same terms as the notes issued on March 29, 2019. In June 2019, the Company paid off all convertible notes and interest with funds raised from an equity financing of $2,000, or Qualified Financing. The balance of the notes and interest paid off was $475 and $5, respectively. As a result, a loss of $288 was recorded on extinguishment of derivative liabilities upon payoff of convertible notes. December 31, 2019 Convertible Notes: Principal value of 6% convertible notes issued during the six months ended June 30, 2019 $ 475 Fair value of derivative liability of convertible notes prior to payoff date 122 Debt discount less amortization during the period prior to payoff date (410 ) Loss on extinguishment of derivative liabilities upon payoff of convertible notes 288 Payoff of convertible notes (475 ) Total carrying value of convertible notes at December 31, 2019 $ - Derivative Liabilities On March 29, 2019 the Company issued 90,000 warrants in conjunction with the issuance of convertible debt. Between April and May 2019, the Company issued 100,000 warrants in conjunction with the issuance of convertible debt. These warrants were initially accounted for as a derivative liability. A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s purchase warrants that were categorized within Level 3 of the fair value hierarchy during the year ended December 31, 2019 is as follows: Stock price $ 2.77 - $4.05 Conversion price $ 1.60 - $2.50 Contractual term (in years) 5 Volatility (annual) 57.7% - 62.9 % Risk-free rate 2.23% - 2.40 % Dividend yield (per share) 0 % The foregoing assumptions were reviewed quarterly and were subject to change based primarily on management’s assessment of the probability of the events described occurring. As of June 26, 2019, the Company completed a Qualified Financing, at which point the warrants exercise price is fixed and the warrants no longer require derivative treatment. The warrants were remeasured at fair value on that date and the remaining derivative liability of $196 reclassed to equity. Financial Liabilities Measured at Fair Value on a Recurring Basis The fair value accounting standards define fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is determined based upon assumptions that market participants would use in pricing an asset or liability. Fair value measurements are rated on a three-tier hierarchy as follows: ● Level 1 inputs: Quoted prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2 inputs: Inputs, other than quoted prices included in Level 1, that are observable either directly or indirectly; and ● Level 3 inputs: Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions. There were no transfers between Level 3 during the year ended December 31, 2019. The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2019: Derivative Liability - -Warrants Embedded Conversion Feature Derivative Liability Total Derivative Liabilities Balance - January 1, 2019 $ - $ - $ - Liabilities 261 159 420 Change in fair value of warrant liability (65 ) (37 ) (102 ) Eliminate derivative treatment (196 ) (122 ) (318 ) Balance – December 31, 2019 $ - $ - $ -

Loss Per Share Applicable to Co

Loss Per Share Applicable to Common Shareholder	12 Months Ended
	Dec. 31, 2019
Earnings Per Share [Abstract]
Loss Per Share Applicable to Common Shareholder	NOTE 9 - LOSS PER SHARE APPLICABLE TO COMMON SHAREHOLDER Basic net loss per common share (“Basic EPS”) is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. All outstanding share options and warrants for the years ended December 31, 2019 and 2018 have been excluded from the calculation of the diluted net loss per share because all such securities are anti-dilutive for all periods presented. The following table summarizes the Company’s securities, in common share equivalents, which have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: December 31, 2019 December 31, 2018 Series D Preferred Stock Shares 303,782 303,782 Series E Preferred Stock Shares 1,825,000 — Stock Options - employee and non-employee 1,556,332 734,756 Warrants 266,667 266,667 Total 3,951,781 1,305,205 The diluted loss per share equals basic loss per share in the year ended December 31, 2019 and 2018 because the Company had a net loss and the impact of the assumed exercise of stock options and the vesting of restricted stock would have been anti-dilutive.

Geographic Information and Majo

Geographic Information and Major Customer Data	12 Months Ended
	Dec. 31, 2019
Segment Reporting [Abstract]
Geographic Information and Major Customer Data	NOTE 10 - GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA Summary information about geographic areas: The Company manages its business on the basis of one reportable segment and derives revenues from selling its products directly to patients as well as through distributor agreements. The following is a summary of revenues within geographic areas: Year Ended 2019 2018 United States $ 331 $ 164 Europe 168 58 Israel 14 49 India 12 17 Other 5 30 Total $ 530 $ 318 During the year ended December 31, 2019 and 2018, revenues from distributors accounted for 93% and 64% of total revenues, respectively. The Company’s long-lived assets are all located in Israel.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 11 - COMMITMENTS AND CONTINGENCIES Pending litigation In December 17, 2019, a lawsuit was filed by a former officer and director, Jona Zumeris, in the Haifa Israel District Financial Court, seeking damages of approximately $900 for breach of the Separation Agreement executed on July 4, 2018, and to which matter both parties have agreed to proceed to settle in mediation scheduled to begin in late May 2020. We believe that a major part of the allegations included in the suit are without merit, however, due to the uncertainties of litigation or mediation we can give no assurance that we will be able to reach reasonable settlement, or if it were to proceed in court, prevail on the claims made against us in such lawsuit. The Israeli court issued a court order demanding that we restrict approximately $700 of the Company’s money until the matter is adjudicated. The Company appealed the court order and in February 2020, the Company agreed to restrict approximately $350 and agreed to try to settle the matter in mediation which is scheduled to begin in late May 2020. Leases The Company leases office facilities and motor vehicles under operating leases, which expire on various dates, the latest of which is 2020. The Company has $11 of lease obligations throughout the year ended December 31, 2020. Rent and related expenses were $44 and $31 for the year ended December 31, 2019 and 2018, respectively. Other Risks On March 12, 2020, the World Health Organization declared COVID-19 to be a pandemic, and the COVID-19 pandemic has resulted in significant financial market volatility and uncertainty. A continuation or worsening of the levels of market disruption and volatility seen in the recent past could have an adverse effect on our ability to access capital, on our business, results of operations and financial condition, and on the market price of our common shares.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2019
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 12 – RELATED PARTY TRANSACTIONS Exchange of common stock for Preferred stock: In 2018, the Company exchanged 250,000 shares of common stock for 250,000 shares of Series C Preferred Stock with a significant shareholder. In 2019, the Company exchanged 275,000 shares of common stock for 250,000 shares of Series C Preferred Stock and 15,000 shares of Series E Preferred Stock with a significant shareholder. Sale of common stock and Series E Preferred Stock In June and July 2019, the Company sold and aggregate of 1,810,000 shares of Series E Preferred Stock to existing shareholders for $2.00 per share, or $3,620. In November 2019, the Company sold 25,000 shares of common stock to a board member at $2 per share, or $50. Board members resignation and severance agreement: On July 4, 2018, Jona Zumeris, Vice President of Technology and member of the board of directors of NanoVibronix, Inc. and the Company’s subsidiary, submitted his resignation. On July 4, 2018, the Company and Dr. Zumeris and his wife, Janina (Ina) Zumeris entered into a Separation and Release Agreement (the “Separation Agreement”), providing that Dr. Zumeris shall resign from all positions at the Company and that Dr. Zumeris and Janina Zumeris will cooperate with the Company and its officers on meeting certain technical and administrative milestones during the transition period ending 60 days following the date of the Separation Agreement (the “Termination Date”). If Dr. Zumeris and Janina Zumeris have met such milestones to the satisfaction of the Company and fulfilled other obligations under the Separation Agreement, (i) Dr. Zumeris and Janina Zumeris, will be entitled to receive as consulting payments an aggregate of approximately $18 per month for 12 months, commencing 30 days after the Termination Date; (ii) the Company’s management, beginning on November 4, 2018, will use its best efforts to allow the sale of the Company’s securities owned by Dr. Zumeris, provided that such sale would be in compliance with the applicable U.S. securities laws and regulations, and provided further, that, if the Company’s shares of common stock held by Dr. Zumeris had not been sold at a price lower than $4.45 during the fourteen month period from July 4, 2018, and the value of the unsold securities Dr. Zumeris owns plus the value of cash received by Dr. Zumeris from the sale of the Company’s securities during such fourteen month period (the “Aggregate Amount”), in aggregate, is less than $950, then the Company will make up the difference between $950 and the Aggregate Amount by extending the term of engagement of Dr. Zumeris and Janina Zumeris’s consulting services. In addition, if the Company (i) grants a license for the skin rejuvenation technology, then the Company will pay Dr. Zumeris 10% from the payments received by the Company until an aggregate amount of $100,000 has been paid to Dr. Zumeris, (ii) sells the skin rejuvenation technology and/or the rights to such as a standalone product, the Company will pay Dr. Zumeris $100 from the proceeds of such sale, or (iii) sells the skin rejuvenation devices, the Company will pay Dr. Zumeris $5 per unit an aggregate amount of $100 has been paid to Dr. Zumeris. In connection with the Company’s agreement with Dr. Zumeris, the Company was to evaluate if any liability should be accrued for each reporting period. As of December 31, 2018, Dr. Zumeris exercised options under $4.45 a share and therefore the Company will not need to record a liability for this transaction. During the year ended December 31, 2018, The Company incurred expenses of $108 associated with this agreement.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 13 – INCOME TAXES As of December 31, 2019, the U.S. Company had federal and state net operating loss carry forward for tax purposes of approximately $21,199. $7,240 of the federal net operating loss can be carried forward indefinitely and $13,959 of the federal net operating loss can be offset against taxable income for 20 years. Utilization of the U.S. net operating losses may be subject to substantial limitations in the event of a change of ownership provisions of the Internal Revenue Code of 1986. Income tax expense is comprised of the following: Year ended December 31, 2019 2018 Current Tax Federal State $ - $ - Foreign (17,072 ) (127,000 ) Total $ (17,072 ) $ (127,000 ) Deferred Tax Federal $ (1,151,693 ) $ (1,024,000 ) State (358,828 ) - Foreign $ - - Total $ (1,510,521 ) $ (1,024,000 ) Less: Valuation Allowance 1,510,521 1,024,000 Total Tax $ (17,072 ) $ (127,000 ) The difference between the statutory tax rate of the Company and the effective tax rate is primarily the result of tax benefits generated by the Company and its subsidiary which have not been recognized due to the uncertainty that such tax benefits will ultimately be realized. A reconciliation of the statutory U.S Federal rate to the Company’s effective tax rate is as follows: Year ended December 31, 2019 2018 Federal income tax benefit at statutory rate 21.00 % 21.00 % State income taxes, net of federal benefit 6.17 % 0.00 % Foreign rate differential -0.03 % 2.00 % Permanent Items -1.78 % 3.88 % Change in valuation allowance -25.99 % -23.91 % Other 0.92 % 0.00 % Effective tax rate 0.29 % 2.97 % Foreign tax Tax rates applicable to the income of the Israeli subsidiary: The Israeli corporate tax rate in 2019 and 2018 is 23%. In December 2017, the Israeli Parliament approved the Economic Efficiency Law (Legislative Amendments for Applying the Economic Policy for the 2018 and 2017 Budget Years), 2017 which reduced the corporate income tax rate to 24% (instead of 25%) effective from January 1, 2017 and to 23% effective from January 1, 2018. The subsidiary has final tax assessments through 2013. Loss / (income) before taxes on income: Year ended December 31, 2019 2018 Domestic $ 5,853 $ 3,503 Foreign (42 ) 779 $ 5,811 $ 4,282 Deferred income taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: Year ended December 31, 2019 2018 Deferred tax assets: Net operating loss carry forward $ 4,807 $ 3,746 Stock Compensation and Other 484 35 Deferred tax assets before valuation allowance 5,291 3,781 Valuation allowance (5,291 ) (3,781 ) Net deferred tax asset $ - $ - For the year ended December 31, 2019 and 2018, the net increases in valuation allowance of $1,510 and $1,024, respectively was primarily driven by the increase in net operating loss carryforwards. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that all or some portion of the deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences are deductible and net operating losses are able to be utilized. Based on consideration of these factors, the Company concluded that all of its recorded deferred tax assets are not more likely than not realizable and recorded a full valuation allowance at December 31, 2019 and 2018. The Company considers the earnings of its non-U.S. subsidiary to be indefinitely invested outside the United States on the basis of estimates that future domestic cash generation will be sufficient to meet future domestic cash needs and our specific plans for reinvestment of those subsidiary earnings. We have not recorded a deferred tax liability related to the U.S. federal and state income taxes as an estimate of undistributed earnings of foreign subsidiaries would not be practicable to estimate at this time. If the Company does decide to repatriate the foreign earnings, we would need to adjust our income tax provision in the period we determined that the earnings will no longer be indefinitely invested outside the United States. Reconciliation of the theoretical tax expense to the actual tax expense The main reconciling items between the statutory tax rate of the Company and the effective tax rate are the non-recognition of tax benefits from accumulated net operating loss carryforward among the Company and its subsidiary due to the uncertainty of the realization of such tax benefits. A reconciliation of the beginning and ending balances of uncertain tax benefits is as follows: Year ended December 31, 2019 2018 Balance at beginning of the year $ - $ 168 Increases related to tax positions from prior years - - Lapses of statutes of limitation - (168 ) Balance at the end of the year $ - $ - The Company recognizes interest and penalties related to unrecognized tax benefits in tax expense. During the year ended December 31, 2019, the Company accrued $0 for interest and penalties expenses related to uncertain tax positions. U.S. federal and New York State income taxes are open for examination for years 2017-2019 and Israel tax returns are open for examination for years 2016-2019.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	NOTE 14 - SUBSEQUENT EVENTS Effective as of January 2020, the U.S. Centers for Medicare and Medicaid Services (CMS) has approved its PainShield™ for reimbursement for Medicare beneficiaries on a national basis. The company was notified on March 30, 2020 that its Medicare Enrollment Application was approved, and it is now an approved Medicare Supplier for DME through the National Supplier Clearinghouse, Palmetto-GBA as well as Noridian Administrative Services, LLC, the two Medicare Administrative Contractors that handle DME reimbursement nationwide. In March 2020 we signed a license agreement with Sanuwave Health, Inc. for the manufacture and delivery of our WoundShield technology. Under the terms of the agreement, NanoVibronix will receive 100,000 warrants of Sanuwave stock, a $250,000 milestone payment based on FDA approval, and 10% royalty on Sanuwave’s gross revenues from sales or rentals of WoundShield. In return, Sanuwave has received the worldwide, exclusive rights to the company’s WoundShield product and technology. In addition, Sanuwave will bear the costs and clinical validation responsibilities associated with obtaining approval for WoundShield from the U.S. Food and Drug Administration and other regulatory agencies around the world.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of presentation and principles of consolidation The accompanying consolidated financial statements include the accounts of NanoVibronix, Inc. and its wholly owned subsidiary. Intercompany accounts and transactions have been eliminated. The preparation of these consolidated financial statements and accompanying notes in conformity with U.S. generally accepted accounting principles (“US GAAP”) requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates.
Use of Estimates	Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Foreign Currency Translation and Transactions	Foreign currency translation and transactions Non-U.S. dollar denominated transactions and balances have been re-measured to U.S. dollars. All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-U.S. dollar currencies are reflected in the statements of operations as financial income or expenses, as appropriate. Gains and losses from foreign currency transactions and translation for the years ended December 31, 2019 and 2018 and the cumulative translation gains and losses as of years ended December 31, 2019 and 2018 were $24 and $19, respectively.
Earnings Per Share	Earnings per share Basic loss per share was computed using the weighted average number of common shares outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock option, warrants and exercise of preferred stock as of December 31, 2019 and 2018, respectively, were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been antidilutive.
Inventory	Inventory Inventories are stated at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Cost is determined using the “first-in, first-out” method. Inventory write-offs are provided to cover risks arising from slow-moving items or technological obsolescence. The Company periodically evaluates the quantities on hand relative to current and historical selling prices and historical and projected sales volume. Based on this evaluation, provisions are made when required to write-down inventory to its net market value. As of December 31, 2019 and 2018, there was no allowance on inventory.
Property and Equipment	Property and equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: Years Computers and peripheral equipment 3 Office furniture and equipment 5-7
Impairment of Long-lived Assets	Impairment of Long-Lived Assets Management reviews for impairment whenever events or changes in circumstances indicate that the carrying amount of property and equipment may not be recoverable under the provisions of accounting for the impairment of long-lived assets. If it is determined that an impairment loss has occurred based upon expected future cash flows, the loss is recognized in the Consolidated Statements of Operations.
Derivative Liability	Derivative Liability The Company’s derivative financial instruments are measured at fair value using the Black Scholes Model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock and its expected volatility, expected dividends on the stock and the risk-free interest rate for the term of the instrument. The liability is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss under the caption “Change in fair value of derivative liabilities.” As of December 31, 2019 and 2018, there were no derivative liabilities on the consolidated balance sheet, respectively.
Severance Pay	Severance pay The Company’s liability for severance pay is for its Israeli employees and is calculated pursuant to Israeli Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date, and is in large part covered by regular deposits with recognized pension funds, deposits with severance pay funds and purchases of insurance policies. The value of these deposits and policies is recorded as an asset in the Company’s balance sheet. Accrued severance pay liability at December 31, 2019 and 2018 was $279 and $477, respectively. Severance expenses for the years ended December 31, 2019 and 2018 amounted to $4 and $46, respectively.
Revenue Recognition	Revenue recognition It is the Company’s policy that revenues from product sales is recognized in accordance with ASC 606 “Revenue Recognition.” Five basic steps must be followed before revenue can be recognized; (1) Identifying the contract(s) with a customer that creates enforceable rights and obligations; (2) Identifying the performance obligations in the contract, such as promising to transfer goods or services to a customer; (3) Determining the transaction price, meaning the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer; (4) Allocating the transaction price to the performance obligations in the contract, which requires the company to allocate the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or services promised in the contract; and (5) Recognizing revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service to a customer. The amount of revenue recognized is the amount allocated to the satisfied performance obligation. Adoption of ASC 606 has not changed the timing and nature of the Company’s revenue recognition and there has been no material effect on the Company’s financial statements. Revenue from product sales is recorded at the net sales price, or “transaction price,” which includes estimates of variable consideration that result from coupons, discounts, chargebacks and distributor fees, processing fees, as well as allowances for returns and government rebates. The Company constrains revenue by giving consideration to factors that could otherwise lead to a probable reversal of revenue. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. Revenues from sales to distributors are recognized at the time the products are delivered to the distributors (“sell-in”). The Company does not grant rights of return, credits, rebates, price protection, or other privileges on its products to distributors.
Income Taxes	Income taxes The Company accounts for income taxes in accordance with ASC 740, “Income Taxes”. This topic prescribes the use of the liability method whereby deferred tax assets and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides full valuation allowance, to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company implements a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions on the income tax expense line in the accompanying consolidated statement of operations. Accrued interest and penalties are included on the related tax liability line in the consolidated balance sheet.
Stock-based Payments	Stock-based payments The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation - Stock Compensation”, (“ASC 718”), which requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods on a straight-line method in the Company’s consolidated statement of operations. The Company selected the Black-Scholes-Merton option pricing model as the most appropriate fair value method for its stock-options awards. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon similar traded companies’ historical share price movements. The expected option term represents the period that the Company’s stock options are expected to be outstanding. The Company currently uses the simplified method and will continue to do so until sufficient historical exercise data supports using expected life assumptions. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The expected dividend yield assumption is based on the Company’s historical experience and expectation of no future dividend payouts. The Company has historically not paid cash dividends and has no foreseeable plans to pay cash dividends in the future.
Recently Issued Accounting Pronouncements Not Yet Adopted	Recently issued accounting pronouncements not yet adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right of use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Public business entities should apply the amendments in ASU 2016-02 for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all public business entities and all nonpublic business entities upon issuance. The Company (as an EGC) that is taking advantage of the extended transition period offered to private entities would apply this for fiscal years beginning after December 15, 2021. The Company does not believe that the adoption will have a material effect on the Company’s condensed interim consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement”, which adds disclosure requirements to Topic 820 for the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. This ASU is effective for interim and annual reporting periods beginning after December 15, 2019. The Company is evaluating the effect that ASU 2018-13 will have on consolidated financial statements. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) and also issued subsequent amendments to the initial guidance: ASU 2018-19, ASU 2019-04, and ASU 2019-05 (collectively, “Topic 326”). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. The Company will be required to adopt this ASU for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The adoption of Topic 326 is not expected to have a material on the Company’s financial statements and financial statement disclosures.
Recently Adopted Accounting Standards	Recently adopted accounting standards In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815)” (“ASU 2017-11”), which addresses the complexity of accounting for certain financial instruments with down round features. Down round features are features of certain equity-linked instruments (or embedded features) that result in the strike price being reduced on the basis of the pricing of future equity offerings. Current accounting guidance creates cost and complexity for entities that issue financial instruments (such as warrants and convertible instruments) with down round features that require fair value measurement of the entire instrument or conversion option. The Company adopted ASU 2017-11 on January 1, 2019 and as a result, the down round feature of equity instruments that were issued in the first and second quarter of 2019 were not considered when determining the classification of those instruments.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Schedule of Depreciation Calculated Over Estimated Useful Lives of Assets	Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: Years Computers and peripheral equipment 3 Office furniture and equipment 5-7

Prepaid Expenses and Other Re_2

Prepaid Expenses and Other Receivables (Tables)	12 Months Ended
	Dec. 31, 2019
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of Prepaid Expenses and Other Receivables	Prepaid expenses and other receivables consist of the following: December 31, 2019 2018 Prepaid expenses $ 249 $ 46 Other receivables 19 49 $ 268 $ 95

Inventory (Tables)

Inventory (Tables)	12 Months Ended
	Dec. 31, 2019
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventory consists of the following components: December 31, 2019 2018 Raw materials $ 88 $ 110 Work in process - 13 Finished goods 33 21 $ 121 $ 144

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	12 Months Ended
	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment, Net	December 31, 2019 2018 Cost: Computers and peripheral equipment $ 55 $ 55 Office furniture and equipment 3 3 Total cost 58 58 Accumulated depreciation: Less accumulated depreciation (54 ) (50 ) Depreciated cost $ 4 $ 8

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Schedule of Options Activity	Options Weighted Weighted Outstanding – December 31, 2017 $ 1,227,774 $ 3.01 $ 7.18 Granted 338,750 4.75 9.65 Forfeited (71,920 ) 4.41 7.16 Exercised (48,017 ) 0.07 (4.24 ) Outstanding – December 31, 2018 $ 1,446,587 $ 3.16 $ 7.87 Granted 200,000 3.17 9.41 Forfeited (3,043 ) 9.06 (0.89 ) Exercised (87,212 ) 0.75 3.79 Outstanding – December 31, 2019 $ 1,556,332 $ 3.62 $ 6.16
Schedule of Fair Value Assumptions for Options Granted	The fair value for options granted in 2019 and 2018 is estimated at the date of grant using a Black-Scholes-Merton options pricing model with the following underlying assumptions: Price at valuation $ 2.83 - 3.40 Exercise price $ 2.83 - 3.40 Risk free interest 1.77 – 2.79 % Expected term (in years) 5 Volatility 48% - 58.6 %
Schedule of Stock Based Expenses Recognized for Services from Employees and Non-Employees	The total stock-based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table. Year Ended December 31, 2019 2018 Research and development $ - $ - Selling and marketing 44 16 General and administrative 669 873 Total $ 713 $ 889
Schedule of Warrants Activity	Warrants Outstanding – December 31, 2017 2,641,165 Granted - Exercised - Expired (245,893 ) Outstanding – December 31, 2018 2,395,272 Granted 2,315,000 Exercised - Expired - Outstanding – December 31, 2019 4,710,272
Schedule of Fair Value Assumptions for Warrants	In estimating the warrants’ fair value, the Company used the following assumptions: Risk free interest 2.56 % Dividend yield 0 % Volatility 55.6% - 56.5 % Contractual term (in years) 2

Convertible Notes and Derivat_2

Convertible Notes and Derivative Liabilities (Tables)	12 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Schedule of Convertible Notes	December 31, 2019 Convertible Notes: Principal value of 6% convertible notes issued during the six months ended June 30, 2019 $ 475 Fair value of derivative liability of convertible notes prior to payoff date 122 Debt discount less amortization during the period prior to payoff date (410 ) Loss on extinguishment of derivative liabilities upon payoff of convertible notes 288 Payoff of convertible notes (475 ) Total carrying value of convertible notes at December 31, 2019 $ -
Summary of Quantitative Information to Valuation Methodology and Unobservable Inputs	A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s purchase warrants that were categorized within Level 3 of the fair value hierarchy during the year ended December 31, 2019 is as follows: Stock price $ 2.77 - $4.05 Conversion price $ 1.60 - $2.50 Contractual term (in years) 5 Volatility (annual) 57.7% - 62.9 % Risk-free rate 2.23% - 2.40 % Dividend yield (per share) 0 %
Schedule of Changes in Level 3 Liabilities Measured at Fair Value	The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2019: Derivative Liability - -Warrants Embedded Conversion Feature Derivative Liability Total Derivative Liabilities Balance - January 1, 2019 $ - $ - $ - Liabilities 261 159 420 Change in fair value of warrant liability (65 ) (37 ) (102 ) Eliminate derivative treatment (196 ) (122 ) (318 ) Balance – December 31, 2019 $ - $ - $ -

Loss Per Share Applicable to _2

Loss Per Share Applicable to Common Shareholder (Tables)	12 Months Ended
	Dec. 31, 2019
Earnings Per Share [Abstract]
Summary of Common Share Equivalents been Excluded from Dilutive Loss Per Share as Anti-dilutive	The following table summarizes the Company’s securities, in common share equivalents, which have been excluded from the calculation of dilutive loss per share as their effect would be anti-dilutive: December 31, 2019 December 31, 2018 Series D Preferred Stock Shares 303,782 303,782 Series E Preferred Stock Shares 1,825,000 — Stock Options - employee and non-employee 1,556,332 734,756 Warrants 266,667 266,667 Total 3,951,781 1,305,205

Geographic Information and Ma_2

Geographic Information and Major Customer Data (Tables)	12 Months Ended
	Dec. 31, 2019
Segment Reporting [Abstract]
Summary of Revenue within Geographic Areas	The Company manages its business on the basis of one reportable segment and derives revenues from selling its products directly to patients as well as through distributor agreements. The following is a summary of revenues within geographic areas: Year Ended 2019 2018 United States $ 331 $ 164 Europe 168 58 Israel 14 49 India 12 17 Other 5 30 Total $ 530 $ 318

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Schedule of Provision for Income Taxes Expenses	Income tax expense is comprised of the following: Year ended December 31, 2019 2018 Current Tax Federal State $ - $ - Foreign (17,072 ) (127,000 ) Total $ (17,072 ) $ (127,000 ) Deferred Tax Federal $ (1,151,693 ) $ (1,024,000 ) State (358,828 ) - Foreign $ - - Total $ (1,510,521 ) $ (1,024,000 ) Less: Valuation Allowance 1,510,521 1,024,000 Total Tax $ (17,072 ) $ (127,000 )
Schedule of Reconciliation of Statutory U.S. Federal Rate	A reconciliation of the statutory U.S Federal rate to the Company’s effective tax rate is as follows: Year ended December 31, 2019 2018 Federal income tax benefit at statutory rate 21.00 % 21.00 % State income taxes, net of federal benefit 6.17 % 0.00 % Foreign rate differential -0.03 % 2.00 % Permanent Items -1.78 % 3.88 % Change in valuation allowance -25.99 % -23.91 % Other 0.92 % 0.00 % Effective tax rate 0.29 % 2.97 %
Schedule of Income Before Taxes on Domestic and Foreign	Loss / (income) before taxes on income: Year ended December 31, 2019 2018 Domestic $ 5,853 $ 3,503 Foreign (42 ) 779 $ 5,811 $ 4,282
Schedule of Deferred Tax Assets	Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: Year ended December 31, 2019 2018 Deferred tax assets: Net operating loss carry forward $ 4,807 $ 3,746 Stock Compensation and Other 484 35 Deferred tax assets before valuation allowance 5,291 3,781 Valuation allowance (5,291 ) (3,781 ) Net deferred tax asset $ - $ -
Schedule of Uncertain Tax Benefits	A reconciliation of the beginning and ending balances of uncertain tax benefits is as follows: Year ended December 31, 2019 2018 Balance at beginning of the year $ - $ 168 Increases related to tax positions from prior years - - Lapses of statutes of limitation - (168 ) Balance at the end of the year $ - $ -

Liquidity and Plan of Operati_2

Liquidity and Plan of Operations (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Proceeds from issuance of Series E Preferred Stock	$ 3,620
Proceeds from issuance of common stock	$ 630

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Cumulative translation gains and losses	$ 24	$ 19
Accrued severance pay liability	279	477
Severance expenses	4	46
Derivative liabilities

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Depreciation Calculated Over Estimated Useful Lives of Assets (Details)	12 Months Ended
	Dec. 31, 2019
Computers and Peripheral Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Office Furniture and Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Office Furniture and Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years

Prepaid Expenses and Other Re_3

Prepaid Expenses and Other Receivables - Schedule of Prepaid Expenses and Other Receivables (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expenses	$ 249	$ 46
Other receivables	19	49
Prepaid Expenses and Other Receivable	$ 268	$ 95

Inventory - Schedule of Invento

Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Inventory Disclosure [Abstract]
Raw materials	$ 88	$ 110
Work in process		13
Finished goods	33	21
Inventory	$ 121	$ 144

Property and Equipment, Net (De

Property and Equipment, Net (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Abstract]
Depreciation expenses	$ 4	$ 6

Property and Equipment, Net - S

Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Total cost	$ 58	$ 58
Less accumulated depreciation	(54)	(50)
Depreciated cost	4	8
Computers and Peripheral Equipment [Member]
Property, Plant and Equipment [Line Items]
Total cost	55	3
Office Furniture and Equipment [Member]
Property, Plant and Equipment [Line Items]
Total cost	$ 3	$ 55

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Jul. 31, 2019	Jun. 21, 2019	Feb. 05, 2019	Dec. 31, 2019	Feb. 28, 2019	Dec. 31, 2019	Dec. 31, 2018	Aug. 31, 2019
Number of shares issued for services, value						$ 1,042
Number of options, exercised
Number of options, granted						200,000	338,750
Fair value of options, vested						$ 299
Fair value options vesting term							2 years 7 months 17 days
Stock-based compensation expense						713	$ 889
Non-vested stock options granted, unrecognized estimated compensation cost				$ 185		$ 185
Non-vested stock options granted, weighted average period						11 months 8 days
Warrants, term				2 years		2 years
Gross proceeds from warrants exercised							$ 91
Warrants, modification expense						$ 412
Warrant Amendment [Member]
Warrants, amendment description			On February 5, 2019, the Company entered into amendments to its two-year warrants (the "Warrant Amendment") to purchase an aggregate of 266,667 shares of Common Stock at an exercise price of $3.00 per share (the "$3.00 Warrants") and warrants to purchase an aggregate of 420,000 shares of Common Stock at an exercise price of $6.00 per share (the "$6.00 Warrants"), issued in January and February 2015, to extend the expiration date of the warrants for two additional years. The warrants were previously extended for two years in January 2017. In addition, the Warrant Amendment amended the exercise price with respect to the $3.00 Warrants from $3.00 per share to $3.35 per share. The exercise price of the $6.00 Warrants was unchanged.
Common Stock [Member]
Number of shares issued for services						275,000
Number of shares issued for services, value
Number of shares issued
Number of options, exercised							48,017
Common Stock [Member] | Warrant Amendment [Member] | Warrant One [Member]
Warrants issued to purchase stock			266,667
Warrants, exercise price			$ 3
Warrants, maturity date			Jan. 29, 2021
Common Stock [Member] | Warrant Amendment [Member] | Warrant Two [Member]
Warrants issued to purchase stock			420,000
Warrants, exercise price			$ 6
Warrants, maturity date			Jan. 29, 2021
Common Stock [Member] | Warrant Amendment [Member] | Warrant Three [Member]
Warrants issued to purchase stock			140,000
Warrants, exercise price			$ 6
Warrants, maturity date			Feb. 10, 2021
Common Stock [Member] | Warrant Amendment [Member] | Warrant Four [Member]
Warrants issued to purchase stock			13,333
Warrants, exercise price			$ 6
Warrants, maturity date			Feb. 23, 2021
Preferred Stock [Member]
Number of shares issued for services
Employee Options [Member]
Number of options, exercised							48,017
Number of options, granted						200,000	338,750
Series C Preferred Stock [Member]
Number of shares issued for services
Number of shares issued for services, value
Number of shares issued				260,000
Number of options, exercised
Preferred stock, conversion description						Each share of Series C Preferred stock is convertible into one share of Common stock (subject to adjustment) at any time at the option of the holders, provided that each holder would be prohibited from converting Series C Preferred stock into shares of Common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of Common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder's provision of not less than 61 days' prior written notice to the Company.
Preferred stock, liquidation preference, per share				$ 0.001		$ 0.001
Warrants issued to purchase stock				190,000		190,000
Preferred stock, par value							$ 0.001
Warrants, issuance description						lesser of: (a) 80% (i.e., a 20% discount) of the exercise price per share of the warrants to purchase shares of the Company's capital stock issued in the first equity financing of the Company following the date of issuance, or (b) $4.80, with a stipulation that in no event will the exercise price be less than $3.00 per warrant share. The warrants were issued in conjunction with the issuance of convertible debt which has since been repaid and the warrants remain outstanding - See Note 8. The warrants were initially accounted for as a derivative liability until the completion of the June Financing.
Series E Preferred Stock [Member]
Number of shares issued for services
Number of shares issued for services, value
Number of shares issued				15,000		1,810,000
Number of options, exercised
Preferred stock, conversion description						Each share of Series E Preferred Stock is convertible at any time and from time to time at the option of a holder of Series E Preferred Stock into one share of the Company's common stock, provided that each holder would be prohibited from converting Series E Preferred Stock into shares of the Company's common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of the Company's common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder's provision of not less than 61 days' prior written notice to the Company.
Preferred stock, voting rights						The Voting Ratio, for each share of Series E Preferred Stock is equal to $2.00 divided by $3.53.
Preferred stock, par value				$ 0.001		$ 0.001	$ 0.001
Series D Preferred Stock [Member]
Number of shares issued for services
Number of shares issued for services, value
Number of shares issued
Number of options, exercised
Preferred stock, conversion description						Each share of Series D Preferred Stock is convertible into 1,000 shares of common stock (subject to the beneficial ownership limitations and adjustment as provided in the certificate of designation) at any time at the option of the holders, provided that each holder would be prohibited from converting Series D Preferred Stock into shares of common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 4.99% of the total number of shares of common stock then issued and outstanding. However, any holder may increase or decrease such percentage to any other percentage not in excess of 9.99%, provided that any increase in such percentage shall not be effective until the 61st day after such notice to the Company.
Preferred stock, participation rights						In the event of our liquidation, dissolution, or winding up, each holder of Series D Preferred Stock will be entitled to receive the amount of cash, securities or other property to which such holder would be entitled to receive with respect to such shares of Series D Preferred Stock if such shares had been converted to common stock immediately prior to such event (without giving effect for such purposes to the 4.99% or 9.99% beneficial ownership limitation, as applicable) subject to the preferential rights of holders of any class or series of the Company's capital stock specifically ranking by its terms senior to the Preferred D stock as to distributions of assets upon such event, whether voluntarily or involuntarily.
Preferred stock, par value				0.001		$ 0.001	$ 0.001
Consultant [Member]
Number of shares issued for services					275,000
Shares issued price per share					$ 3.79
Number of shares issued for services, value					$ 1,042
Private Investors [Member] | Common Stock [Member]
Sale of stock, number of shares issued						290,000
Sale of stock, number of shares issued value						$ 630
Sale of stock, price per share				2		$ 2
Sale of stock, description of transaction						The shares also included one warrant for each share of common stock issued.
Private Investors [Member] | Common Stock [Member] | July and August 2019 [Member]
Warrants issued to purchase stock								315,000
Board Member [Member] | Common Stock [Member]
Sale of stock, number of shares issued						25,000
Sale of stock, number of shares issued value						$ 630
Sale of stock, price per share				$ 2		$ 2
Sale of stock, description of transaction						The shares also included one warrant for each share of common stock issued.
Existing Stockholders [Member] | Series E Preferred Stock [Member] | Private Placement Securities Purchase Agreement [Member]
Sale of stock, number of shares issued	210,000	1,600,000
Warrants, term	7 years	7 years
Warrants issued to purchase stock	210,000	1,600,000
Warrants, exercise price	$ 2.50	$ 2.50
Warrants, purchase price	$ 2	$ 2
Gross proceeds from warrants exercised	$ 420	$ 3,200

Stockholders' Equity - Schedule

Stockholders' Equity - Schedule of Options Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Options, Granted	200,000	338,750
Options, Exercised
Employee Options [Member]
Options, Outstanding - beginning balance	1,446,587	1,227,774
Options, Granted	200,000	338,750
Options, Forfeited	(3,043)	(71,920)
Options, Exercised		(48,017)
Options, Outstanding - ending balance	1,556,332	1,446,587
Weighted Average Exercise Price per Share, Outstanding - beginning balance	$ 3.16	$ 3.01
Weighted Average Exercise Price per Share, Granted	3.17	4.75
Weighted Average Exercise Price per Share, Forfeited	9.06	4.41
Weighted Average Exercise Price per Share, Exercised	0.75	0.07
Weighted Average Exercise Price per Share, Outstanding - ending balance	$ 3.62	$ 3.16
Weighted Average Remaining Life (Years), Outstanding - beginning balance	7 years 10 months 14 days	7 years 2 months 5 days
Weighted Average Remaining Life (Years), Granted	9 years 4 months 28 days	9 years 7 months 24 days
Weighted Average Remaining Life (Years), Forfeited	10 months 21 days	7 years 1 month 27 days
Weighted Average Remaining Life (Years), Exercised	3 years 9 months 14 days	4 years 2 months 27 days
Weighted Average Remaining Life (Years), Outstanding - ending balance	6 years 1 month 27 days	7 years 10 months 14 days

Stockholders' Equity - Schedu_2

Stockholders' Equity - Schedule of Fair Value Assumptions for Options Granted (Details)	12 Months Ended
	Dec. 31, 2019$ / shares
Risk free interest, minimum	1.77%
Risk free interest, maximum	2.79%
Expected term (in years)	5 years
Volatility, minimum	48.00%
Volatility, maximum	58.60%
Minimum [Member]
Price at valuation	$ 2.83
Exercise price	2.83
Maximum [Member]
Price at valuation	3.40
Exercise price	$ 3.40

Stockholders' Equity - Schedu_3

Stockholders' Equity - Schedule of Stock Based Expenses Recognized for Services from Employees and Non-Employees (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 713	$ 889
Research and Development [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation
Selling and Marketing [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	44	16
General and Administrative [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 669	$ 873

Stockholders' Equity - Schedu_4

Stockholders' Equity - Schedule of Warrants Activity (Details) - Warrants [Member] - Private Investors [Member] - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Warrants, Outstanding - beginning balance	2,395,272	2,641,165
Warrants, Granted	2,315,000
Warrants, Exercised
Warrants, Expired		(245,893)
Warrants, Outstanding - ending balance	4,710,272	2,395,272

Stockholders' Equity - Schedu_5

Stockholders' Equity - Schedule of Fair Value Assumptions for Warrants (Details)	Dec. 31, 2019
Contractual term (in years)	2 years
Risk Free Interest [Member]
Warrants, measurement input	2.56
Dividend Yield [Member]
Warrants, measurement input	0
Volatility [Member] | Minimum [Member]
Warrants, measurement input	55.6
Volatility [Member] | Maximum [Member]
Warrants, measurement input	56.5

Convertible Notes and Derivat_3

Convertible Notes and Derivative Liabilities (Details Narrative) - USD ($) $ in Thousands	Jun. 26, 2019	Jun. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	May 31, 2019	Mar. 29, 2019
Warrants term			2 years
Convertible debt				$ 475
Loss on extinguishment of derivative liabilities			(288)
Warrants issued conjunction with issuance of convertible debt					100,000	90,000
Bridge Financing [Member] | Two Accredited Investors [Member]
Aggregate principal amount					$ 250	$ 225
Warrants term					7 years	7 years
Warrants to purchase share of common stock					100,000	90,000
Qualified Financing [Member]
Equity financing		$ 2,000
Convertible debt		475
Interest paid		$ 5
Loss on extinguishment of derivative liabilities			$ 288
Derivative liability reclassified to equity	$ 196

Convertible Notes and Derivat_4

Convertible Notes and Derivative Liabilities - Schedule of Convertible Notes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Debt Disclosure [Abstract]
Principal value of 6% convertible notes issued during the six months ended June 30, 2019	$ 475
Fair value of derivative liability of convertible notes prior to payoff date	122
Debt discount less amortization during the period prior to payoff date	(410)
Loss on extinguishment of derivative liabilities upon payoff of convertible notes	288
Payoff of convertible notes	(475)
Total carrying value of convertible notes at December 31, 2019		$ 475

Convertible Notes and Derivat_5

Convertible Notes and Derivative Liabilities - Schedule of Convertible Notes (Details) (Parenthetical)	Jun. 30, 2019
Debt Disclosure [Abstract]
Convertible notes, percentage	6.00%

Convertible Notes and Derivat_6

Convertible Notes and Derivative Liabilities - Summary of Quantitative Information to Valuation Methodology and Unobservable Inputs (Details)	12 Months Ended
	Dec. 31, 2019$ / shares
Minimum [Member]
Share price	$ 2.83
Maximum [Member]
Share price	$ 3.40
Derivative Liability [Member] | Contractual Term (In Years) [Member]
Fair value assumptions, measurement input, term	5 years
Derivative Liability [Member] | Dividend Yield [Member]
Fair value assumptions, measurement input, percentage	0
Derivative Liability [Member] | Minimum [Member] | Stock Price [Member]
Share price	$ 2.77
Derivative Liability [Member] | Minimum [Member] | Conversion Price [Member]
Share price	$ 1.60
Derivative Liability [Member] | Minimum [Member] | Volatility [Member]
Fair value assumptions, measurement input, percentage	57.7
Derivative Liability [Member] | Minimum [Member] | Risk-free Rate [Member]
Fair value assumptions, measurement input, percentage	2.23
Derivative Liability [Member] | Maximum [Member] | Stock Price [Member]
Share price	$ 4.05
Derivative Liability [Member] | Maximum [Member] | Conversion Price [Member]
Share price	$ 2.50
Derivative Liability [Member] | Maximum [Member] | Volatility [Member]
Fair value assumptions, measurement input, percentage	62.9
Derivative Liability [Member] | Maximum [Member] | Risk-free Rate [Member]
Fair value assumptions, measurement input, percentage	2.40

Convertible Notes and Derivat_7

Convertible Notes and Derivative Liabilities - Schedule of Changes in Level 3 Liabilities Measured at Fair Value (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019USD ($)
Derivative Liabilities, beginning balance
Liabilities	420
Change in fair value of warrant liability	(102)
Eliminate derivative treatment	(318)
Derivative Liabilities, ending balance
Derivative Liability Warrants [Member]
Derivative Liabilities, beginning balance
Liabilities	261
Change in fair value of warrant liability	(65)
Eliminate derivative treatment	(196)
Derivative Liabilities, ending balance
Embedded Conversion Feature Derivative Liability [Member]
Derivative Liabilities, beginning balance
Liabilities	159
Change in fair value of warrant liability	(37)
Eliminate derivative treatment	(122)
Derivative Liabilities, ending balance

Loss Per Share Applicable to _3

Loss Per Share Applicable to Common Shareholder - Summary of Common Share Equivalents been Excluded from Dilutive Loss Per Share as Anti-dilutive (Details) - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Total	3,951,781	1,305,205
Series D Preferred Stock Shares [Member]
Total	303,782	303,782
Series E Preferred Stock Shares [Member]
Total	1,825,000
Stock Options - Employee and Non-Employee [Member]
Total	1,556,332	734,756
Warrants [Member]
Total	266,667	266,667

Geographic Information and Ma_3

Geographic Information and Major Customer Data (Details Narrative) - segment	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Number of reportable segments	1
Sales Revenue [Member]
Concentration risk, percentage	93.00%	64.00%

Geographic Information and Ma_4

Geographic Information and Major Customer Data - Summary of Revenue within Geographic Areas (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Revenues	$ 530	$ 318
United States [Member]
Revenues	331	164
Europe [Member]
Revenues	168	58
Israel [Member]
Revenues	14	49
India [Member]
Revenues	12	17
Other [Member]
Revenues	$ 5	$ 30

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	Dec. 17, 2019	Feb. 29, 2020	Dec. 31, 2019	Dec. 31, 2018
Lease obligations			$ 11
Leases description			The Company leases office facilities and motor vehicles under operating leases, which expire on various dates, the latest of which is 2020. The Company has $11 of lease obligations throughout the year ended December 31, 2020.
Rent and related expenses			$ 44	$ 31
Jona Zumeris [Member]
Litigation damages sought value	$ 900
Former Officer [Member]
Litigation damages sought value	$ 700
Former Officer [Member] | Subsequent Event [Member]
Litigation settlement, amount		$ 350

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Jul. 04, 2018	Nov. 30, 2019	Jul. 31, 2019	Jun. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Dr. Zumeris and Janina Zumeris [Member] | Separation and Release Agreement [Member]
Sale stock price per share	$ 4.45
Consulting payments	$ 18
Value of cash received	$ 950
Description of payment term	In addition, if the Company (i) grants a license for the skin rejuvenation technology, then the Company will pay Dr. Zumeris 10% from the payments received by the Company until an aggregate amount of $100,000 has been paid to Dr. Zumeris, (ii) sells the skin rejuvenation technology and/or the rights to such as a standalone product, the Company will pay Dr. Zumeris $100 from the proceeds of such sale, or (iii) sells the skin rejuvenation devices, the Company will pay Dr. Zumeris $5 per unit an aggregate amount of $100 has been paid to Dr. Zumeris.
Exercise price of options						$ 4.45
Costs and expense						$ 108
Common Stock [Member]
Number of common stock exchanged into preferred stock					275,000	250,000
Common Stock [Member] | Board Member [Member]
Number of shares sold		25,000
Value of shares sold		$ 50
Sale stock price per share		$ 2
Series C Preferred Stock [Member]
Number of common stock exchanged into preferred stock					250,000	250,000
Series E Preferred Stock [Member]
Number of common stock exchanged into preferred stock					15,000
Series E Preferred Stock [Member] | Existing Shareholders [Member]
Number of shares sold			1,810,000	1,810,000
Value of shares sold			$ 3,620	$ 3,620
Sale stock price per share			$ 2	$ 2

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Net operating loss carry forward	$ 21,199
Federal net operating loss carried forward	7,240
Federal net operating loss offset against taxable income	$ 13,959
Net operating loss carry forward expiration term	20 years
Corporate tax rate	21.00%	21.00%
Increase in valuation allowance	$ 1,510	$ 1,024
Accrued interest and penalties expenses	$ 0
Israel [Member]
Corporate tax rate	23.00%	23.00%	25.00%
Reduced corporate tax rate			24.00%

Income Taxes - Schedule of Prov

Income Taxes - Schedule of Provision for Income Taxes Expenses (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Current Tax: Federal
Current Tax: State
Current Tax: Foreign	(17,072)	(127,000)
Current Tax: Total	(17,072)	(127,000)
Deferred Tax: Federal	(1,151,693)	(1,024,000)
Deferred Tax: State	(358,828)
Deferred Tax: Foreign
Deferred Tax: Total	(1,510,521)	(1,024,000)
Less: Valuation Allowance	1,510,521	1,024,000
Total Tax	$ (17,000)	$ (127,000)

Income Taxes - Schedule of Reco

Income Taxes - Schedule of Reconciliation of Statutory U.S. Federal Rate (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Federal income tax benefit at statutory rate	21.00%	21.00%
State income taxes, net of federal benefit	6.17%	0.00%
Foreign rate differential	(0.03%)	2.00%
Permanent Items	(1.78%)	3.88%
Change in valuation allowance	(25.99%)	(23.91%)
Other	0.92%	0.00%
Effective tax rate	0.29%	2.97%

Income Taxes - Schedule of Inco

Income Taxes - Schedule of Income Before Taxes on Domestic and Foreign (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Domestic	$ 5,853	$ 3,503
Foreign	(42)	779
Loss before taxes on income	$ (5,811)	$ (4,281)

Income Taxes - Schedule of Defe

Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Net operating loss carry forward	$ 4,807	$ 3,746
Stock Compensation and Other	484	35
Deferred tax assets before valuation allowance	5,291	3,781
Valuation allowance	(5,291)	(3,781)
Net deferred tax asset

Income Taxes - Schedule of Unce

Income Taxes - Schedule of Uncertain Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Balance at beginning of the year		$ 168
Increases related to tax positions from prior years
Lapses of statutes of limitation		(168)
Balance at the end of the year

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Subsequent Event [Member]	1 Months Ended
	Mar. 31, 2020shares
Number of warrants will receive in agreement	100,000
License agreement description	In March 2020 we signed a license agreement with Sanuwave Health, Inc. for the manufacture and delivery of our WoundShield technology. Under the terms of the agreement, NanoVibronix will receive 100,000 warrants of Sanuwave stock, a $250,000 milestone payment based on FDA approval, and 10% royalty on Sanuwave's gross revenues from sales or rentals of WoundShield. In return, Sanuwave has received the worldwide, exclusive rights to the company's WoundShield product and technology.
Royalty percentage	10.00%