Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 25, 2018 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | BRAINSTORM CELL THERAPEUTICS INC. | |
Entity Central Index Key | 1,137,883 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | BCLI | |
Entity Common Stock, Shares Outstanding | 20,707,237 | |
Entity Emerging Growth Company | false | |
Entity Small Business | true |
INTERIM CONDENSED CONSOLIDATED
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 697 | $ 2,483 |
Short-term deposit (Note 4) | 10,194 | 5,273 |
Account receivable | 492 | 672 |
Prepaid expenses and other current assets (Note 5) | 1,238 | 1,195 |
Total current assets | 12,621 | 9,623 |
Long-Term Assets: | ||
Prepaid expenses and other long-term assets (Note 5) | 584 | 1,408 |
Property and Equipment, Net | 564 | 392 |
Total long-term assets | 1,148 | 1,800 |
Total assets | 13,769 | 11,423 |
Current Liabilities: | ||
Accounts payable | 2,602 | 1,424 |
Accrued expenses | 428 | 817 |
Deferred grant income (Note 6) | 130 | 2,625 |
Other accounts payable | 631 | 677 |
Total current liabilities | 3,791 | 5,543 |
Total liabilities | 3,791 | 5,543 |
Stockholders' Equity: | ||
Stock capital: (Note 7) Common stock of $0.00005 par value - Authorized: 100,000,000 shares at each of September 30, 2018 and December 31, 2017; Issued and outstanding: 20,700,713 and 18,976,169 shares at September 30, 2018 and December 31, 2017, respectively. | 11 | 11 |
Additional paid-in-capital | 94,199 | 85,944 |
Receipts on account of shares | 4,408 | 0 |
Accumulated deficit | (88,640) | (80,075) |
Total stockholders' equity | 9,978 | 5,880 |
Total liabilities and stockholders' equity | $ 13,769 | $ 11,423 |
INTERIM CONDENSED CONSOLIDATE_2
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Common stock, par value (in dollars per share) | $ 0.00005 | $ 0.00005 |
Common stock, shares Authorized | 100,000,000 | 100,000,000 |
Common stock, shares Issued | 20,700,713 | 18,976,169 |
Common stock, shares outstanding | 20,700,713 | 18,976,169 |
INTERIM CONDENSED CONSOLIDATE_3
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating expenses: | ||||
Research and development, net | $ 1,975 | $ 1,168 | $ 4,433 | $ 2,544 |
General and administrative | 1,257 | 1,224 | 4,193 | 2,693 |
Operating loss | (3,232) | (2,392) | (8,626) | (5,237) |
Financial expenses (income), net | (56) | 11 | (61) | (9) |
Net loss | $ (3,176) | $ (2,403) | $ (8,565) | $ (5,228) |
Basic and diluted net loss per share from continuing operations | $ (0.15) | $ (0.13) | $ (0.43) | $ (0.28) |
Weighted average number of shares outstanding used in computing basic and diluted net loss per share | 20,691,900 | 18,783,997 | 19,754,159 | 18,737,307 |
INTERIM CONDENSED STATEMENTS OF
INTERIM CONDENSED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional paid-in capital [Member] | Receipts on account of shares [Member] | Accumulated deficit [Member] | |
Balance at Dec. 31, 2016 | $ 9,902 | $ 11 | $ 85,014 | $ 0 | $ (75,123) | |
Balance (in shares) at Dec. 31, 2016 | 18,687,987 | |||||
Stock-based compensation related to warrants and stock granted to service providers | 62 | $ 0 | [1] | 62 | 0 | 0 |
Stock-based compensation related to warrants and stock granted to service providers (in shares) | 4,327 | |||||
Stock-based compensation related to stock and options granted to directors and employees | 554 | $ 0 | [1] | 554 | 0 | 0 |
Stock-based compensation related to stock and options granted to directors and employees (in shares) | 107,301 | |||||
Exercise of options | 209 | $ 0 | [1] | 209 | 0 | 0 |
Exercise of options (in shares) | 129,887 | |||||
Exercise of warrants | 105 | $ 0 | [1] | 105 | 0 | 0 |
Exercise of warrants (in shares) | 46,667 | |||||
Net loss | (4,952) | $ 0 | 0 | 0 | (4,952) | |
Balance at Dec. 31, 2017 | 5,880 | $ 11 | 85,944 | 0 | (80,075) | |
Balance (in shares) at Dec. 31, 2017 | 18,976,169 | |||||
Stock-based compensation related to warrants and stock granted to service providers | 0 | $ 0 | [1] | 0 | 0 | 0 |
Stock-based compensation related to warrants and stock granted to service providers (in shares) | 11,250 | |||||
Stock-based compensation related to stock and options granted to directors and employees | 598 | $ 0 | [1] | 598 | 0 | 0 |
Stock-based compensation related to stock and options granted to directors and employees (in shares) | 121,760 | |||||
Exercise of options | 25 | $ 0 | [1] | 25 | 0 | 0 |
Exercise of options (in shares) | 33,332 | |||||
Exercise and reissuance of warrants | 12,040 | $ 0 | [1] | 7,632 | 4,408 | 0 |
Exercise and reissuance of warrants (in shares) | 1,558,202 | |||||
Net loss | (8,565) | $ 0 | 0 | 0 | (8,565) | |
Balance at Sep. 30, 2018 | $ 9,978 | $ 11 | $ 94,199 | $ 4,408 | $ (88,640) | |
Balance (in shares) at Sep. 30, 2018 | 20,700,713 | |||||
[1] | Represents an amount less than $1. |
INTERIM CONDENSED CONSOLIDATE_4
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||||
Net loss | $ (3,176) | $ (2,403) | $ (8,565) | $ (5,228) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation | 33 | 23 | 89 | 57 |
Expenses related to shares and options granted to service providers | 0 | 18 | 0 | 18 |
Stock-based compensation related to options granted to employees and directors | 235 | 215 | 598 | 398 |
Decrease in accounts receivable and prepaid expenses | 670 | 561 | 965 | 50 |
Increase (decrease) in trade payables | (1,580) | 48 | 1,178 | (70) |
Increase (decrease) in deferred grant income | (1,755) | 5,250 | (2,495) | 5,250 |
Increase (decrease) in other accounts payable and accrued expenses | (1,021) | 131 | (435) | 96 |
Total net cash provided by (used in) operating activities | (6,594) | 3,843 | (8,665) | 571 |
Cash flows from investing activities: | ||||
Purchase of property and equipment | (1) | (86) | (261) | (118) |
Net change in short-term deposit | 4,983 | (7,150) | (4,921) | 1,360 |
Investment in lease deposit | 1 | (2) | (4) | (1) |
Total net cash provided by (used in) investing activities | 4,983 | (7,238) | (5,186) | 1,241 |
Cash flows from financing activities: | ||||
Proceeds from exercise of options | 0 | 75 | 25 | 105 |
Exercise and reissuance of warrants | 46 | 0 | 12,040 | 0 |
Total net cash provided by financing activities | 46 | 75 | 12,065 | 105 |
Increase (decrease) in cash and cash equivalents | (1,565) | (3,320) | (1,786) | 1,917 |
Cash and cash equivalents at the beginning of the period | 2,262 | 5,784 | 2,483 | 547 |
Cash and cash equivalents at end of the period | $ 697 | $ 2,464 | $ 697 | $ 2,464 |
GENERAL
GENERAL | 9 Months Ended |
Sep. 30, 2018 | |
General and Going Concern Disclosure [Abstract] | |
Business Description and Basis of Presentation [Text Block] | NOTE 1 - GENERAL A. Brainstorm Cell Therapeutics Inc. (“The Company”) was incorporated in the State of Delaware on November 15, 2006, and previously was incorporated in the State of Washington. In October 2004, the Company formed its wholly-owned subsidiary, Brainstorm Cell Therapeutics Ltd. (“BCT”) in Israel, which currently conducts all of the research and development activities of the Company. On February 19, 2013, BCT formed its wholly-owned subsidiary, Brainstorm Cell Therapeutics UK Ltd. in the United Kingdom. Brainstorm UK is currently inactive. The Company’s Common Stock is publicly traded on the NASDAQ Capital Market under the symbol “BCLI”. B. The Company, through BCT, holds rights to commercialize certain stem cell technology developed by Ramot of Tel Aviv University Ltd. ("Ramot"), (see Note 3). Using this technology, the Company has been developing novel adult stem cell therapies for debilitating neurodegenerative disorders such as Amyotrophic Lateral Sclerosis (ALS, also known as Lou Gehrig Disease), Multiple Sclerosis (MS) and Parkinson’s disease. The Company developed a proprietary process, called NurOwn, for the propagation of Mesenchymal Stem Cells and their differentiation into neurotrophic factor secreting cells. These cells are then transplanted at or near the site of damage, offering the hope of more effectively treating neurodegenerative diseases. The process is currently autologous, or self-transplanted. C. NurOwn is in clinical development for the treatment of ALS. The Company has completed two single-dose open-label clinical trials of NurOwn in Israel: a Phase 1/2 trial with 12 patients and a Phase 2a trial with 14 additional patients. The results were published in JAMA Neurology a prestigious peer reviewed Neurology journal. Thereafter, Brainstorm performed a single dose double-blind, placebo-controlled, multicenter Phase 2 trial which was conducted at three major US medical centers (MGH, MAYO and UMass). This trial enrolled 48 patients randomized at a 3:1 ratio to receive NurOwn or placebo. In July 2016 the Company announced the results of its Phase 2 trial that were also presented at AAN, NEALS and MND. After the successful completion of the Phase 2 study, the Company is currently enrolling a multi-dose double-blind, placebo-controlled, multicenter Phase 3 trial that has been designed to support a Biologic License Application (“BLA”) for NurOwn® in ALS. The clinical trial is actively enrolling, at 6 medical centers in the US, an enriched patient population based on superior outcomes observed in the Phase-2 pre-specified sub-group of rapid progressors. On August 23, 2018 the company announced a positive phase 3 interim safety analysis by the Data Safety Monitoring Board (DSMB). There were no significant safety issues and the DSMB recommended that the trial continue as planned. Confirmation of the safety of repeated injections in the first cohort of 61 active study subjects is an important milestone for the company. GOING CONCERN: To date the Company has not generated revenues from its activities and has incurred substantial operating losses. Management expects the Company to continue to generate substantial operating losses and to continue to fund its operations primarily through utilization of its current financial resources and through additional raises of capital. Such conditions raise substantial doubts about the Company's ability to continue as a going concern. Management’s plan includes raising funds from outside potential investors. However, there is no assurance such funding will be available to the Company or that it will be obtained on terms favorable to the Company or will provide the Company with sufficient funds to meet its objectives. These financial statements do not include any adjustments relating to the recoverability and classification of assets, carrying amounts or the amount and classification of liabilities that may be required should the Company be unable to continue as a going concern. |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES A. Unaudited Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included (consisting only of normal recurring adjustments except as otherwise discussed). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. Operating results for the three months ended September 30, 2018, are not necessarily indicative of the results that may be expected for the year ended December 31, 2018. B. Significant Accounting Policies The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements. C. Recent Accounting Standards In May 2014, the Financial Accounting Standards Board issued a new standard to achieve a consistent application of revenue recognition within the U.S., resulting in a single revenue model to be applied by reporting companies under U.S. generally accepted accounting principles. Under the new model, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the new standard requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The new standard is effective for us beginning in the first quarter of 2018; early adoption is prohibited. The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 “Leases” to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. For operating leases, the ASU requires a lessee to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, on its balance sheet. The ASU retains the current accounting for lessors and does not make significant changes to the recognition, measurement, and presentation of expenses and cash flows by a lessee. The ASU is effective for the Company in the first quarter of 2019, with early adoption permitted. The Company continues to evaluate the effect of the adoption of this ASU and expects the adoption will result in an increase in the assets and liabilities on the consolidated balance sheets for operating leases and will likely have an insignificant impact on the consolidated statements of comprehensive loss and consolidated statements of cash flows. In July 2018, the FASB issued ASU No. 2018-11, "Targeted Improvements - Leases (Topic 842)." This update provides an optional transition method that allows entities to elect to apply the standard prospectively at its effective date, versus recasting the prior periods presented. If elected, an entity would recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company have not completed its assessment, including evaluation of transition method and whether to early adopt, but the adoption of ASU 2016-02 will have a material impact on the consolidated balance sheets. However, the Company do not expect the adoption to have a material impact on the recognition, measurement or presentation of lease expenses within the consolidated statements of comprehensive loss or the consolidated statements of cash flows. In June 2016, the FASB issued a new standard requiring measurement and recognition of expected credit losses on certain types of financial instruments. It also modifies the impairment model for available-for-sale debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. This standard is effective for us in the first quarter of 2020; early adoption is permitted beginning in the first quarter of 2019. It is required to be applied on a modified-retrospective approach with certain elements being adopted prospectively. The Company does not expect that the adoption of this standard will have a significant impact on the financial position or results of operations. In June 2018, the FASB issued ASU No. 2018-07 “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The ASU supersedes Subtopic 505-50, Equity - Equity-Based Payments to Non-Employees. The guidance is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted. The Company is assessing ASU 2018-07 and does not expect it to have a material impact on its consolidated financial statements. D. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
RESEARCH AND LICENSE AGREEMENT
RESEARCH AND LICENSE AGREEMENT | 9 Months Ended |
Sep. 30, 2018 | |
Research and License Agreement [Abstract] | |
Research and License Agreement [Text Block] | NOTE 3 - RESEARCH AND LICENSE AGREEMENT The Company entered into a Research and License Agreement with Ramot (as amended and restated, the “License Agreement”). Pursuant to the remuneration terms of the License Agreement, the Company has agreed to pay Ramot royalties on Net Sales of the Licensed Product as follows: a) So long as the making, producing, manufacturing, using, marketing, selling, importing or exporting (collectively, the “Commercialization”) of such Licensed Product is covered by a Valid Claim or is covered by Orphan Drug Status, the Company shall pay Ramot a royalty of 5% of the Net Sales received by the Company and resulting from such Commercialization; and b) In the event the Commercialization of the Licensed Product is neither covered by a Valid Claim nor by Orphan Drug status, the Company shall pay Ramot a royalty of 3% of the Net Sales received by the Company resulting from such Commercialization. This royalty shall be paid from the First Commercial Sale of the Licensed Product and for a period of fifteen (15) years thereafter. Capitalized terms set forth above which are not defined shall have the meanings attributed to them under the License Agreement. |
SHORT TERM INVESTMENTS
SHORT TERM INVESTMENTS | 9 Months Ended |
Sep. 30, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Short Term Investments [Text Block] | NOTE 4 - SHORT TERM INVESTMENTS Short term investments on September 30, 2018 and December 31, 2017 include bank deposits bearing annual interest rates varying from 0.05% to 3.15%, with maturities of up to 12 months as of September 30, 2018 and December 31, 2017. |
PREPAID EXPENSES
PREPAID EXPENSES | 9 Months Ended |
Sep. 30, 2018 | |
Prepaid Expenses Disclosures [Abstract] | |
Prepaid Expenses Disclosures [Text Block] | NOTE 5 - PREPAID EXPENSES In November 2017 the Company has contracted with City of Hope's Center for Biomedicine and Genetics ("COH") to produce clinical supplies of NurOwn® adult stem cells for the Company’s ongoing Phase 3 clinical study. The Company has paid COH $2,665 as advance payment which was recorded as prepaid expense and is amortized over the term of the agreement. As of September 30, 2018, $1,103 and $551 were recorded as current and long-term prepaid expenses, respectively, compared to $1,103 and $1,378 that were recorded as current and long-term prepaid expense, respectively, as of December 31, 2017. |
DEFERRED GRANT INCOME
DEFERRED GRANT INCOME | 9 Months Ended |
Sep. 30, 2018 | |
Deferred Grant Income [Abstract] | |
Deferred Grant Income [Text Block] | NOTE 6 - DEFERRED GRANT INCOME In July 2017 the Company received an award in the amount of $15,912 from CIRM to aid in funding the Company’s Phase 3 study of NurOwn®, for the treatment of ALS. An aggregate amount of $9,050 and $7,050 related to the project was received through September 30, 2018 and December 31, 2017, respectively. The award does not bear a royalty payment commitment nor is the award otherwise refundable. $4,495 and $4,425 was recorded as participation by CIRM in research and development expenses during the nine months ended in September 30, 2018 and during the year ended December 31, 2017, respectively. |
STOCK CAPITAL
STOCK CAPITAL | 9 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 7 - STOCK CAPITAL The rights of Common Stock are as follows: Holders of Common Stock have the right to receive notice to participate and vote in general meetings of the Company, the right to a share in the excess of assets upon liquidation of the Company and the right to receive dividends, if declared. The Common Stock is publicly traded on the NASDAQ Capital Market under the symbol BCLI. Private placements and public offerings: On June 6, 2018, the Company entered into a Warrant Exercise Agreement (the “Warrant Exercise Agreement”) with certain holders (the “Holders”) of warrants (the “2015 Warrants”) to purchase Company Common Stock, which 2015 Warrants were originally issued in the Company’s January 8, 2015 private placement. Pursuant to the Warrant Exercise Agreement, the Holders exercised their 2015 Warrants for a total of 2,458,201 shares of Common Stock (the “Exercised Shares”) at an amended exercise price of $5 per share. The warrant exercises generated gross cash proceeds to the Company of $12,291 ($11,994 net of issuance expenses). In addition, the Company issued new warrants to the Holders to purchase an aggregate 2,458,201 unregistered shares of Common Stock, at an exercise price of $9, with an expiration date of December 31, 2020 (the “New Warrants”). Certain Holders of New Warrants also entered into a Share Cap Agreement with the Company, whereby the Holders agreed to a 6-month delay (from the date of issuance) in exercisability of any shares at or in excess of 20% limitation on the size of the entire transaction, pursuant to Nasdaq Listing Rules. The Warrant Exercise Agreement also requires that to the extent that a Holder’s exercise of 2015 Warrants would result in such Holder exceeding the Beneficial Ownership Limitation (as defined in the 2015 Warrants), such excess warrant shares shall be held for the benefit of such Warrant Holder until such time as its right thereto would not result in the Holder exceeding the Beneficial Ownership Limitation. Per this requirement, as of September 30 201 8 , 899,999 of 2,458,201 shares to be issued pursuant to exercise of the 2015 Warrants have not yet been issued and the relating proceeds at an amount of $4,408 were recorded as receipts on account of shares. The New Warrants have not been registered under the Securities Act of 1933, as amended (the Securities Act), or state securities laws. The Exercised Shares have been registered for resale on the Company’s registration statement on Form S-3 (File No. 333-201704). The issuance of the Exercised Shares and New Warrants was exempt from the registration requirements of the Securities Act pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act. Since its inception the Company has raised approximately $59M, net in cash in consideration for issuances of Common Stock and warrants in private placements and public offerings as well as proceeds from warrants exercises. Stock Plans: As of September 30, 2018, the Company had outstanding awards for stock options under four stockholder approved plans: (i) the 2004 Global Stock Option Plan and the Israeli Appendix thereto (the “2004 Global Plan”) (ii) the 2005 U.S. Stock Option and Incentive Plan (the “2005 U.S. Plan,” and together with the 2004 Global Plan, the “Prior Plans”); (iii) the 2014 Global Share Option Plan and the Israeli Appendix thereto (which applies solely to participants who are residents of Israel) (the “2014 Global Plan”); and (iv) the 2014 Stock Incentive Plan (the “2014 U.S. Plan” and together with the 2014 Global Plan, the “2014 Plans”). The 2004 Global Plan and 2005 U.S. Plan expired on November 25, 2014 and March 28, 2015, respectively. Grants that were made under the Prior Plans remain outstanding pursuant to their terms. The 2014 Plans were approved by the stockholders on August 14, 2014 (at which time the Company ceased to issue awards under each of the 2005 U.S. Plan and 2004 Global Plan) and amended on June 21, 2016. Unless otherwise stated, option grants prior to August 14, 2014 were made pursuant to the Company’s Prior Plans, and grants issued on or after August 14, 2014 were made pursuant to the Company’s 2014 Plans, and expire on the tenth anniversary of the grant date. The 2014 Plans have a shared pool of 2,200,000 shares of Common Stock available for issuance. As of September 30, 2018, 379,329 shares were available for future issuances under the 2014 Plans. The exercise price of the options granted under the 2014 Plans may not be less than the nominal value of the shares into which such options are exercised. Any options under the 2014 Plans that are canceled or forfeited before expiration become available for future grants. The Governance, Nominating and Compensation Committee (the “GNC Committee”) of the Board of Directors of the Company administers the Company’s stock incentive compensation and equity-based plans. Share-based compensation to employees and to directors: Employees: Pursuant to a September 28, 2015 employment agreement, as amended, Chaim Lebovits, the Company’s Chief Executive Officer and President (i) was granted a stock option under the 2014 Global Plan on September 28, 2015 for the purchase of up to 369,619 shares of the Company’s Common Stock at a per share exercise price of $2.45, which grant is fully vested and exercisable and shall be exercisable for a period of two years after termination of employment; (ii) received on July 26, 2017, and is entitled to receive on each anniversary thereafter (provided he remains Chief Executive Officer), a grant of restricted stock under the 2014 Global Plan (or any successor or other equity plan then maintained by the Company) comprised of a number of shares of Common Stock with a fair market value (determined based on the price of the Common Stock at the end of normal trading hours on the business day immediately preceding the effective date according to Nasdaq) equal to 30% of Mr. Lebovits’ Base Salary ( 31,185 The Lebovits employment agreement contains termination provisions, pursuant to which if the Company terminates the employment agreement or Mr. Lebovits’ employment without Cause (as defined in the agreement) or if Mr. Lebovits terminates the employment agreement or his employment thereunder with Good Reason (as defined in the agreement), the Company shall immediately vest such number of equity or equity based awards that would have vested during the six months following the date of termination of employment, conditional upon Mr. Lebovits executing a waiver and release in favor of the Company in a form reasonably acceptable to the Company. Pursuant to his February 28, 2017 employment agreement, Dr. Ralph Kern, Chief Operating Officer and Chief Medical Officer of the Company, received on March 6, 2017, and is entitled to receive on each anniversary thereafter (provided he remains employed by the Company), a grant of restricted stock under the 2014 U.S. Plan (or any successor or other equity plan then maintained by the Company) comprised of a number of shares of Common Stock with a fair market value (determined based on the price of the Common Stock at the end of normal trading hours on the business day immediately preceding March 6, 2017 according to Nasdaq) equal to 30% of Dr. Kern’s Base Salary ( 35,885 In the event of Dr. Kern’s termination of employment, any portion of an equity grant that is not yet vested (after taking into account any accelerated vesting) shall automatically be immediately forfeited to the Company, without the payment of any consideration to Dr. Kern. Pursuant to the agreement, on March 6, 2017, Dr. Kern also received an option under the 2014 U.S. Plan to purchase up to 47,847 shares of Common Stock with an exercise price per share of $4.18. The option was fully vested and exercisable and shall remain exercisable until the 2nd anniversary of the date of grant, regardless of whether Dr. Kern remains employed by the Company. Uri Yablonka, the Company’s Executive Vice President, Chief Business Officer and director was granted a stock option on June 6, 2014 under the Company’s Amended and Restated 2004 Global Share Option Plan (the “Global Plan”) for the purchase of 33,333 shares of the Company’s Common Stock, which was fully vested and exercisable upon grant. The exercise price for the grant is $2.70 per share. In addition, the Company agreed to grant Mr. Yablonka a stock option under the Global Plan (or the applicable successor option plan) for the purchase of up to 13,333 shares of Common Stock (subject to appropriate adjustment in the case of stock splits, reverse stock splits and the like) of the Company on the first business day after each annual meeting of stockholders (or special meeting in lieu thereof) of the Company beginning with the 2014 annual meeting, and provided that Mr. Yablonka remains an employee of the Company on each such date. The exercise price per share of the Common Stock subject to each additional option shall be equal to $0.75 (subject to appropriate adjustment in the case of stock splits, reverse stock splits and the like, or changes to the Israeli Annual Option Award under the Company’s Director Compensation Plan as amended from time to time). Each additional option vests and becomes exercisable on each monthly anniversary date as to 1/12th the number of shares subject to the option, over a period of twelve months from the date of grant, such that each additional option will be fully vested and exercisable on the first anniversary of the date of grant, provided that Mr. Yablonka remains an employee of the Company on each such vesting date. The Company also granted Mr. Yablonka 5,543 shares of restricted Common Stock on July 13, 2017. On November 20, 2017, the Company granted to Eyal Rubin, the Company’s Chief Financial Officer, 25,000 shares of restricted Common Stock under 2014 Global Plan, which shall vest as to 100% of the award on April 1, 2018, provided Mr. Rubin remains continuously employed by BCT from the date of grant through the vesting date. In the event of Mr. Rubin’s termination of employment prior to April 1, 2018, the restricted stock grant shall automatically be immediately forfeited in its entirety to the Company, without the payment of any consideration to Mr. Rubin. On November 20, 2017 the Company also granted to Mr. Rubin an option to purchase up to 93,686 shares of Common Stock under the 2014 Global Plan, at an exercise price per share equal to $4.30 per share. The Option shall vest and become exercisable as follows: 25% of the shares underlying the Option shall vest and become exercisable on each of the first, second, third and fourth anniversary of the date of grant, until fully vested and exercisable on the fourth anniversary of the date of grant, provided Mr. Rubin remains continuously employed by BCT from the date of grant through each applicable vesting date. The Option shall have a 10 year term and shall be subject to accelerated vesting upon a Change of Control of the Company or Material Secondary Public Offering of the Company (each as defined in Mr. Rubin’s employment agreement). On August 28, 2018, the Company and Arturo Araya entered into an employment agreement, pursuant to which Mr. Araya serves as Chief Commercial Officer of the Company. In accordance with the employment agreement, Mr. Araya receives an annual base compensation of $300,000 and is eligible to receive an annual cash bonus equal to 20 25 Directors: From 2005 through 2015, the Company granted its directors options to purchase an aggregate of 402,778 shares of Common Stock at an average exercise price of $1.34 per share. The Company’s Second Amended and Restated Director Compensation Plan was approved in July 9, 2014 and amended on April 29, 2015, February 26, 2017 and July 13, 2017 (as amended, the “Director Compensation Plan”). The Director Compensation Plan governs Company compensation of eligible non-employee director of the Company, except that certain non-employee directors have individualized compensation and are not entitled receive annual director awards under the Director Compensation Plan, but are entitled to committee compensation under the Director Compensation Plan in the event that they qualify for and serve as a member of any committee of the Board. The Director Compensation Plan also determines the annual awards to be granted to qualified directors for their services in future periods, which annual awards have had the same terms since 2014, as further detailed in the Director Compensation Plan. During the 9 months ended September 30, 2018, the following grants were made under the 2014 Plans to eligible directors: - On February 1, 2018 Dr. Anthony J. Polverino received 3,623 shares of restricted stock for his service as a director. - On February 26, 2018 and March 26, 2018 Arturo Araya received 5,401 shares of restricted stock for his service as a director and a member of the GNC Committee (2,805 of which were forfeited on August 28, 2018, when Mr. Araya commenced employment with the Company). A summary of the Company's option activity related to options to employees and directors, and related information is as follows: For the Nine months ended September 30, 2018 Amount of options * Weighted average exercise price Aggregate intrinsic value $ $ Outstanding at beginning of period 940,954 2.1258 Granted 550,000 4.0900 Exercised (33,332 ) 0.7500 Cancelled - - Outstanding at end of period 1,457,622 3.1193 1,021,285 Vested and expected-to-vest at end of period 807,490 2.3401 1,259,568 * Represents Employee Stock Options only (not including RSUs). The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the fair market value of the Company’s shares on September 30, 2018, multiplied by the number of in-the-money options on those dates) that would have been received by the option holders had all option holders exercised their options on those dates. Compensation expense recorded by the Company in respect of its stock-based employees and directors compensation awards in accordance with ASC 718-10 for the nine months ended September 30, 2018 and 2017 amounted to $598 and $398, respectively. Shares and warrants to investors and service providers: On January 2, 2018, the Company granted to its legal advisor 11,250 shares of Common Stock for 2017 legal services. The related compensation expense was recorded as general and administrative expense in 2017. Total Stock-Based Compensation Expense The total stock-based compensation expense, related to shares, options and warrants granted to employees, directors and service providers was comprised, at each period, as follows: Nine months ended September 30, 2018 2017 Research and development 73 145 General and administrative 525 271 Total stock-based compensation expense 598 416 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 8 - SUBSEQUENT EVENTS In accordance with ASC 855 “Subsequent Events” the Company evaluated subsequent events through the date the condensed consolidated financial statements were issued. The Company concluded that no subsequent events have occurred that would require recognition or disclosure in the condensed consolidated financial statements. |
BASIS OF PRESENTATION AND SIG_2
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Statements [Policy Text Block] | A. Unaudited Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included (consisting only of normal recurring adjustments except as otherwise discussed). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. Operating results for the three months ended September 30, 2018, are not necessarily indicative of the results that may be expected for the year ended December 31, 2018. |
Basis of Accounting, Policy [Policy Text Block] | B. Significant Accounting Policies The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements. |
New Accounting Pronouncements, Policy [Policy Text Block] | C. Recent Accounting Standards In May 2014, the Financial Accounting Standards Board issued a new standard to achieve a consistent application of revenue recognition within the U.S., resulting in a single revenue model to be applied by reporting companies under U.S. generally accepted accounting principles. Under the new model, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the new standard requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The new standard is effective for us beginning in the first quarter of 2018; early adoption is prohibited. The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 “Leases” to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. For operating leases, the ASU requires a lessee to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, on its balance sheet. The ASU retains the current accounting for lessors and does not make significant changes to the recognition, measurement, and presentation of expenses and cash flows by a lessee. The ASU is effective for the Company in the first quarter of 2019, with early adoption permitted. The Company continues to evaluate the effect of the adoption of this ASU and expects the adoption will result in an increase in the assets and liabilities on the consolidated balance sheets for operating leases and will likely have an insignificant impact on the consolidated statements of comprehensive loss and consolidated statements of cash flows. In July 2018, the FASB issued ASU No. 2018-11, "Targeted Improvements - Leases (Topic 842)." This update provides an optional transition method that allows entities to elect to apply the standard prospectively at its effective date, versus recasting the prior periods presented. If elected, an entity would recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company have not completed its assessment, including evaluation of transition method and whether to early adopt, but the adoption of ASU 2016-02 will have a material impact on the consolidated balance sheets. However, the Company do not expect the adoption to have a material impact on the recognition, measurement or presentation of lease expenses within the consolidated statements of comprehensive loss or the consolidated statements of cash flows. In June 2016, the FASB issued a new standard requiring measurement and recognition of expected credit losses on certain types of financial instruments. It also modifies the impairment model for available-for-sale debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. This standard is effective for us in the first quarter of 2020; early adoption is permitted beginning in the first quarter of 2019. It is required to be applied on a modified-retrospective approach with certain elements being adopted prospectively. The Company does not expect that the adoption of this standard will have a significant impact on the financial position or results of operations. In June 2018, the FASB issued ASU No. 2018-07 “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The ASU supersedes Subtopic 505-50, Equity - Equity-Based Payments to Non-Employees. The guidance is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted. The Company is assessing ASU 2018-07 and does not expect it to have a material impact on its consolidated financial statements. |
Use of Estimates, Policy [Policy Text Block] | D. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
STOCK CAPITAL (Tables)
STOCK CAPITAL (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company's option activity related to options to employees and directors, and related information is as follows: For the Nine months ended September 30, 2018 Amount of options * Weighted average exercise price Aggregate intrinsic value $ $ Outstanding at beginning of period 940,954 2.1258 Granted 550,000 4.0900 Exercised (33,332 ) 0.7500 Cancelled - - Outstanding at end of period 1,457,622 3.1193 1,021,285 Vested and expected-to-vest at end of period 807,490 2.3401 1,259,568 * Represents Employee Stock Options only (not including RSUs). |
Schedule Stock Awards Activity Related To Service Providers [Table Text Block] | The total stock-based compensation expense, related to shares, options and warrants granted to employees, directors and service providers was comprised, at each period, as follows: Nine months ended September 30, 2018 2017 Research and development 73 145 General and administrative 525 271 Total stock-based compensation expense 598 416 |
RESEARCH AND LICENSE AGREEMENT
RESEARCH AND LICENSE AGREEMENT (Details Textual) | 9 Months Ended |
Sep. 30, 2018 | |
Research And License Agreement [Line Items] | |
Validity Of Royalty Payment Not Covered By Valid Claim Or Orphan Drug Status | 15 years |
SHORT TERM INVESTMENTS (Details
SHORT TERM INVESTMENTS (Details Textual) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Cash and Cash Equivalents [Line Items] | ||
Maturity of Time Deposits | 12 months | 12 months |
Minimum [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Percentage of Interest Bearing Bank Deposits | 0.05% | |
Maximum [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Percentage of Interest Bearing Bank Deposits | 3.15% |
PREPAID EXPENSES (Details Textu
PREPAID EXPENSES (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Prepaid Expense, Current | $ 1,103 | $ 1,103 |
Prepaid Expense, Noncurrent | 551 | $ 1,378 |
City Of Hope [Member] | ||
Payments to Suppliers | $ 2,665 |
DEFERRED GRANT INCOME (Details
DEFERRED GRANT INCOME (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | Jul. 31, 2017 | |
Deferred Grant Income [Line Items] | |||
Proceeds from Grantors | $ 9,050 | $ 7,050 | |
Grants Receivable | $ 15,912 | ||
Research and Development Arrangement, Contract to Perform for Others, Compensation Earned | $ 4,495 | $ 4,425 |
STOCK CAPITAL (Details)
STOCK CAPITAL (Details) - Employee Stock Option [Member] $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($)$ / sharesshares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Amount of options, Outstanding at beginning of period | shares | 940,954 | [1] |
Amount of options, Granted | shares | 550,000 | [1] |
Amount of options, Exercised | shares | (33,332) | [1] |
Amount of options, Cancelled | shares | 0 | [1] |
Amount of options, Outstanding at end of period | shares | 1,457,622 | [1] |
Amount of options, Vested and expected-to-vest at end of period | shares | 807,490 | [1] |
Weighted average exercise price, Outstanding at beginning of period (in dollars per share) | $ / shares | $ 2.1258 | |
Weighted average exercise price, Granted (in dollars per share) | $ / shares | 4.0900 | |
Weighted average exercise price, Exercised (in dollars per share) | $ / shares | 0.7500 | |
Weighted Average exercise Price, Cancelled (in dollars per share) | $ / shares | 0 | |
Weighted average exercise price, Outstanding at end of period (in dollars per share) | $ / shares | 3.1193 | |
Weighted average exercise price, Vested and expected-to-vest at end of period (in dollars per share) | $ / shares | $ 2.3401 | |
Aggregate intrinsic value, Outstanding at end of period (in dollars) | $ | $ 1,021,285 | |
Aggregate intrinsic value, Vested and expected-to-vest at end of period (in dollars) | $ | $ 1,259,568 | |
[1] | Represents Employee Stock Options only (not including RSUs). |
STOCK CAPITAL (Details 1)
STOCK CAPITAL (Details 1) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 598 | $ 416 |
Research and development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 73 | 145 |
General and administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 525 | $ 271 |
STOCK CAPITAL (Details Textual)
STOCK CAPITAL (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Jun. 06, 2018 | Mar. 06, 2018 | Feb. 01, 2018 | Jul. 13, 2017 | Aug. 28, 2018 | Jul. 26, 2018 | Mar. 26, 2018 | Jan. 02, 2018 | Nov. 20, 2017 | Jul. 26, 2017 | Mar. 06, 2017 | Sep. 28, 2015 | Jun. 06, 2014 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Proceeds from Warrant Exercises | $ 11,994 | $ 46 | $ 0 | $ 12,040 | $ 0 | |||||||||||||
Proceeds from Issuance or Sale of Equity | 59,000 | |||||||||||||||||
Stock or Unit Option Plan Expense | $ 235 | $ 215 | $ 598 | $ 398 | ||||||||||||||
Class of Warrant or Right, Outstanding | 899,999 | 899,999 | ||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Forfeited | 2,805 | |||||||||||||||||
Two thousand fifteen warrants [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Proceeds from Warrant Exercises | $ 12,291 | $ 4,408 | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,458,201 | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 5 | |||||||||||||||||
New Warrant [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 9 | |||||||||||||||||
Warrant Expiration Date | Dec. 31, 2020 | |||||||||||||||||
Legal Advisor [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 11,250 | |||||||||||||||||
Director [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 402,778 | |||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 1.34 | |||||||||||||||||
Chief Operating Officer [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 47,847 | 33,333 | ||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 4.18 | $ 2.70 | ||||||||||||||||
Class of Warrant or Right, Outstanding | 13,333 | |||||||||||||||||
Investment Warrant Exercise Price | $ 0.75 | |||||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 10 years | |||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 369,619 | |||||||||||||||||
Shares Issued, Price Per Share | $ 2.45 | |||||||||||||||||
Chief Executive Officer [Member] | Restricted Stock [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | 25.00% | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 35,885 | 31,185 | 31,185 | 35,885 | ||||||||||||||
Chief Financial Officer [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 93,686 | |||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 4.30 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | The Option shall vest and become exercisable as follows: 25% of the shares underlying the Option shall vest and become exercisable on each of the first, second, third and fourth anniversary of the date of grant, until fully vested and exercisable on the fourth anniversary of the date of grant, provided Mr. Rubin remains continuously employed by BCT from the date of grant through each applicable vesting date. | |||||||||||||||||
Chief Financial Officer [Member] | Restricted Stock [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100.00% | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 25,000 | |||||||||||||||||
Chief Commercial Officer [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 10 years | |||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 200,000 | |||||||||||||||||
Shares Issued, Price Per Share | $ 3.98 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | |||||||||||||||||
Salary and Wage, Officer, Excluding Cost of Good and Service Sold | $ 300,000 | |||||||||||||||||
Chief Commercial Officer [Member] | Deferred Bonus [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Deferred Compensation Arrangement with Individual, Cash Awards Granted, Percentage | 20.00% | |||||||||||||||||
Global Share Option Plan 2014 and U S Stock Option and Incentive Plan 2014 [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,200,000 | 2,200,000 | ||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 379,329 | 379,329 | ||||||||||||||||
Related Party [Member] | Dr. Anthony Polverino [Member] | Second Amended And Restated Director Compensation Plan [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 3,623 | |||||||||||||||||
Related Party [Member] | Arturo Araya One [Member] | Second Amended And Restated Director Compensation Plan [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 5,401 | |||||||||||||||||
Mr. Yablonka [Member] | Executive Vice President, Chief Business Officer and Director [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 5,543 | |||||||||||||||||
Private Placement [Member] | Restricted Stock [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 41,580 | |||||||||||||||||
Private Placement [Member] | Chief Executive Officer [Member] | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 4.81 |