You should read the following discussion of our financial condition and results
of operations in conjunction with our financial statements and the accompanying
notes to those financial statements included elsewhere in this Quarterly Report
on Form 10-Q. This discussion contains forward-looking statements that involve
risks and uncertainties. For a description of factors that may cause our actual
results to differ materially from those anticipated in these forward-looking
statements, please refer to the below section of this Quarterly Report on
Form 10-Q titled "Cautionary Note Regarding Forward-Looking Statements." Unless
the context otherwise requires, all references to "we", "us", the "Company", or
"NeuroMetrix" in this Quarterly Report on Form 10-Q refer to NeuroMetrix, Inc.


Our Business

Our mission is to reduce the impact of neurological disorders and pain syndromes
on individuals and on population health through innovative non-invasive medical
devices.

Our business is fully integrated with in-house capabilities spanning research
and development, manufacturing, regulatory affairs and compliance, sales and
marketing, product fulfillment and customer support. We derive revenues from the
sale of medical devices and after-market consumable products and accessories.
Our products are proprietary and encompass point-of-care neuropathy diagnostic
tests and wearable neurotherapeutic devices.

DPNCheck is our testing technology for peripheral neuropathies. It is designed
to address unmet physician needs in the assessment of peripheral neuropathy
risk, particularly in value-based care models such as Medicare Advantage. The
technology is well-suited to this task given its ease of use, rapid testing,
quantitative results, and overall high sensitivity and specificity. DPNCheck has
been evaluated in numerous clinical studies. It contributes attractive gross
margins and has posted average revenue growth exceeding 20% over the past five
years through December 31, 2021. We believe there is significant, accessible
opportunity to expand DPNCheck usage. Towards that goal, we are investing in
commercial resources and in the technology itself. Our next generation DPNCheck
technology, targeted for commercial launch in 2022, will further enhance the
user experience and improve our manufacturing efficiency.

Quell is our wearable neuromodulation technology for chronic pain and associated
syndromes. Patients control and personalize the technology via a mobile phone
app and their utilization and certain clinical metrics may be tracked in the
Quell Health Cloud. Quell is currently sold over-the-counter (OTC) for the
management of lower extremity chronic pain. Its technological sophistication,
combined with our extensive consumer experience and the compelling results of
recent clinical studies provide the opportunity to leverage the technology
platform into a portfolio of Quell-based prescription (Rx) wearable
neurotherapeutics. The first product in that portfolio will be a Quell
fibromyalgia indication which is currently under FDA regulatory review as a De
Novo request.

ADVANCE is our legacy neurodiagnostic technology primarily used for the
diagnosis and screening of Carpal Tunnel Syndrome (CTS). The technology has been
marketed since 2008. While we no longer market ADVANCE devices, we continue to
provide disposable electrodes to a loyal base of hand surgeons and manufacturers
for industrial health use.

Recent Developments

Breakthrough Device Designation for Quell fibromyalgia indication - In 2021,
Quell received Breakthrough Device Designation (BDD) from the FDA for a
fibromyalgia indication. A pivotal clinical study of Quell for fibromyalgia was
completed, and the indication is currently the subject of an FDA De Novo
request, the outcome of which is expected during the second half of 2022. A
positive FDA decision could lead to commercial launch in late 2022 or early
2023. We plan a similar
                                                                            

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approach with other disease indications involving chronic pain and associated
syndromes. These include chemotherapy induced peripheral neuropathy (CIPN) and,
potentially, chronic overlapping pain conditions (COPC) and restless leg
syndrome (RLS). We intend to end sales of the current OTC version of Quell in
advance of the launch of the Quell fibromyalgia indication. Our focus would then
be on the development of a Quell prescription portfolio for disease-specific
indications where we would have unique product offerings without direct,
non-pharmaceutical competition.

Breakthrough Device Designation for Chronic Chemotherapy CIPN indication - In
January 2022, Quell received BDD from the FDA for reducing moderate to severe
symptoms of chemotherapy induced peripheral neuropathy that have persisted for
at least six months following the end of chemotherapy. A National Cancer
Institute (NCI) funded, multi-center, double blind, randomized, sham-controlled
trial of Quell in CIPN is currently ongoing. The study is expected to complete
by the end of 2022. Depending on the outcome of the trial, we hope to be
positioned for an FDA filing in 2023.

Equity sales - We secured $1.94 million in net proceeds from equity sales in the
first quarter of 2022. We maintain a debt-free, common stock only equity capital
structure, and adequate cash resources to support operations and our growth
initiatives.

COVID-19 - The ongoing COVID-19 pandemic continues to adversely affect our
business. It is difficult to quantify the disruption to our markets and
customers; however, we believe the effects have been more pronounced in the
diagnostic testing markets for DPNCheck and ADVANCE, and less pronounced in the
consumer retail markets for Quell. Generally, we see continued purchases of
testing consumables by existing customers but with less predictability than in
the past. Also, our growth via new customer acquisition has been lower due to
the marketing challenges resulting from COVID-19 restrictions.

We have been able to maintain our business operations during the past two years
while prioritizing employee safety. On-premises staffing in production and
fulfillment has successfully met our business requirements. Other functional
areas including R&D, sales and marketing, and administration have been a blend
of on-premises and remote work. These functional areas have been disadvantaged
to a degree by the pandemic.

We plan to continue with our present blend of staff activity until we have
greater clarity on the opportunities and risks of a more personally interactive
business model. The extent to which COVID-19 affects future operations will
depend on new developments which are uncertain and cannot be predicted with
confidence, including the pandemic duration, severity, vaccination
effectiveness, and treatments available to those with severe COVID-19 symptoms.
Also uncertain are the potential effects on our business of the eventual
economic recovery from the pandemic including inflation, electronic parts and
components availability, labor availability and costs, and other issues.


Results of Operations

Comparison of Quarters Ended March 31, 2022 and March 31, 2021



                                                   Three months ended March 31,                       Increase (Decrease)
                                                     2022                   2021                Amount                 Percent

Revenues                                      $    2,302,391           $ 2,155,472          $    146,919                      6.8  %
Gross profit                                       1,793,517             1,579,183          $    214,334                     13.6  %
-% of revenues                                          77.9   %              73.3  %                                         4.6  %
Operating expenses                                 2,755,507             1,639,378          $  1,116,129                     68.1  %
Other income, net                                      3,428                   412          $      3,016                    732.0  %
Net loss                                      $     (958,562)          $   (59,783)         $    898,779                  1,503.4  %
Net loss per common share                     $        (0.14)          $     (0.02)         $       0.12                    600.0  %



Revenues

Revenues for the first quarter of 2022 increased by $147 thousand or 6.8% from
the first quarter of 2021. DPNCheck contributed the majority of revenues in both
quarters. It posted revenue growth of 15.6% in the first quarter of 2022,
attributable to new Medicare Advantage customers and to sales price increases.
Quell revenue declined in the first quarter of 2022 with lower advertising
spending and an emphasis on product line profitability. Our legacy ADVANCE
revenues also declined with the continuing erosion of the customer base.
                                                                            

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Gross Profit

Gross profit for the first quarter of 2022 increased by $214 thousand or 13.6%
from the first quarter of 2021. The increase reflected growth in revenues plus
increased weighting of our higher margin DPNCheck business within total
revenues, which expanded by 460 basis points to 77.9% in comparison with the
first quarter of 2021.

Operating Expenses

Operating expenses increased in the first quarter of 2022 by $1,116 thousand or
68.1% from the first quarter of 2021. The increase reflects investment in our
DPNCheck initiatives to drive future growth, including the restructuring and
expansion of our commercial capabilities and bringing to market our next
generation testing technology. The increase also includes early regulatory costs
and a market analysis related to potential Quell disease-specific indications.

Research and development spending in the first quarter of 2022 of $711 thousand
was $477 thousand higher than the first quarter of 2021 which benefited from a
$450 thousand reversal of previously accrued technology costs upon the expiry of
the relevant statute of limitations. Sales and marketing spending of $859
thousand increased by $465 thousand over the first quarter of 2021. The increase
was attributable to personnel costs of $393 thousand greater than the prior year
quarter reflecting new employee hires, employee severance costs and an increase
in advertising and consulting costs of $61 thousand. General and administrative
costs of $1,186 thousand included an increase of $147 thousand in personnel
costs related to employee severance costs and the restoration of previously
reduced executive compensation. Professional costs in the first quarter of 2022
were greater than the first quarter of 2021 by $58 thousand offset by a savings
of $60 thousand upon vacating a previously leased facility.

Net loss



The net loss in 2022 increased by $899 thousand from 2021. Similarly, net loss
per common share increased to ($0.14) per common share in the first quarter of
2022 from ($0.02) per common share in the first quarter of 2021. Increased
common shares outstanding in the first quarter of 2022 partially offset the
effect of a greater net loss in that period.







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Liquidity and Capital Resources

The following table contains certain key performance indicators we believe depict our liquidity and cash flow position:



                                Three months ended March 31,         December 31,
                                   2022                2021              2021

Cash and cash equivalents   $     23,769,380      $  5,145,167      $  22,572,104
Working capital             $     23,859,997      $  4,877,410      $  22,822,162
Current ratio                           14.8               3.3               17.7
Net debt position           $    (21,758,917)     $ (2,685,347)     $ (20,899,698)
Days sales outstanding                  19.4              17.0               14.1
Inventory turnover                       2.9               2.3                2.2



Our primary sources of liquidity are cash and cash equivalents, revenues from
the sales of our products, and net proceeds from equity sales. Our expected cash
outlays relate to funding operations. We believe that our resources are
sufficient to fund our cash requirements over at least the next twelve months
from the date of issuance of the financial statements.

As of March 31, 2022, we had $23.8 million in cash and cash equivalents, working
capital of $23.9 million, and a current ratio of 14.8. We had no term debt or
borrowings which contributes to negative net debt positions at the end of the
quarter.

Days sales outstanding (DSO) reflect our customer payment terms which vary from
payment on order to 60 days from shipment date. The increase in DSO at March 31,
2022 in comparison with December 31, 2021 reflects the timing of shipments
during the first quarter of 2022. Inventory turnover rate has improved slightly
during the quarter ended March 31, 2022, reflecting the timing effects on
inventory receipts rather than a change in inventory management.


Cash Flows

                                                          Three months ended March 31,
                                                           2022                    2021                Change

Net cash provided by (used in):
-Operating activities                               $       (740,381)         $   (33,790)         $  (706,591)
-Investing activities                                         (5,395)             (21,453)              16,058
-Financing activities                                      1,943,052              (25,803)           1,968,855
Net change in cash and cash equivalents             $      1,197,276          $   (81,046)



Operating activities
Operations cash usage in the first quarter of 2022 increased by $707 thousand
from the prior year quarter reflecting the increased net loss and non-cash
adjustments in the components of working capital.

Investing activities



Investing activities reflect our purchases of fixed assets for use in production
and in research and development. There were $5 thousand of capitalized costs in
the first quarter of 2022.

Financing activities

Equity sales in the first quarter of 2022 contributed $1.94 million. Common shares were sold to investors utilizing the Company's at-the-market (ATM) facility.

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We continue to maintain an effective shelf registration statement covering the
sales of shares of our common stock and other securities, giving us the
opportunity to raise funding when needed or otherwise considered appropriate at
prices and on terms to be determined at the time of any such offerings. Pursuant
to the instructions to Form S-3, we have the ability to sell shares under the
shelf registration statement, during any 12-month period, in an amount less than
or equal to one-third of the aggregate market value of our common stock held by
non-affiliates. If we raise additional funds by issuing equity or debt
securities, either through the sale of securities pursuant to a registration
statement or by other means, our existing stockholders may experience dilution,
and the new equity or debt securities may have rights, preferences and
privileges senior to those of our existing stockholders.





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Cautionary Note Regarding Forward-Looking Statements



The statements contained in this Quarterly Report on Form 10-Q, including under
the section titled "Management's Discussion and Analysis of Financial Condition
and Results of Operations" and other sections of this Quarterly Report, include
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended, or the Exchange Act, including, without limitation, statements
regarding our or our management's expectations, hopes, beliefs, intentions or
strategies regarding the future, such as our estimates regarding anticipated
operating losses, future revenues and projected expenses, the effect of the
COVID-19 pandemic on our operating capabilities, our future liquidity and our
expectations regarding our needs for and ability to raise additional capital;
our ability to manage our expenses effectively and raise the funds needed to
continue our business; our belief that there are unmet needs for the management
of chronic pain and in the diagnosis and treatment of diabetic neuropathy; our
expectations surrounding our commercialized neurostimulation and neuropathy
diagnostic products; our expected timing and our plans to develop and
commercialize our products; our ability to meet our proposed timelines for the
commercial availability of our products; our ability to obtain and maintain
regulatory approval of our existing products and any future products we may
develop; regulatory and legislative developments in the United States and
foreign countries; the performance of our third-party manufacturers; our ability
to obtain and maintain intellectual property protection for our products; the
successful development of our sales and marketing capabilities; the size and
growth of the potential markets for our products and our ability to serve those
markets; our estimate of our customer returns of our products; the rate and
degree of market acceptance of any future products; our reliance on key
scientific management or personnel; the payment and reimbursement methods used
by private or government third party payers; and other factors discussed
elsewhere in this Quarterly Report on Form 10-Q. The words "believe," "may,"
"will," "estimate," "continue," "anticipate," "intend," "expect," "plan" and
similar expressions may identify forward-looking statements, but the absence of
these words does not mean that a statement is not forward-looking. The
forward-looking statements contained in this quarterly report are based on our
current expectations and beliefs concerning future developments and their
potential effects on us. There can be no assurance that future developments
affecting us will be those that we have anticipated. These forward-looking
statements involve a number of risks, uncertainties (some of which are beyond
our control) or other assumptions that may cause actual results or performance
to be materially different from those expressed or implied by these
forward-looking statements. These risks and uncertainties include, but are not
limited to, those factors described in the section titled "Risk Factors" in our
Annual Report on Form 10-K. Should one or more of these risks or uncertainties
materialize, or should any of our assumptions prove incorrect, actual results
may vary from those projected in these forward-looking statements. We undertake
no obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as may be required
under applicable securities laws.

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