Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 28, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | true | ||
Amendment Description | The Registrant is filing this Amendment No. 1 to Form 10-K for the fiscal year ended December 31, 2018 ("Amendment No. 1") to correct an error on the cover page of the original Form 10-K as filed with the Securities and Exchange Commission on March 29, 2019 (the "Original Form 10-K"). The cover page of the Original Form 10-K incorrectly showed the total number of shares outstanding. The correct number of shares of the Registrant's Common Stock outstanding as of March 28, 2019, was 21,490,610, as indicated on the cover page of this Amendment No. 1 (rather than 29,490,610 shares as originally shown). No changes are hereby made to the Registrant's financial statements. Other than the change discussed above and the filing of the currently dated Section 302 certifications and updated XBRL data under Item 15 of Part IV of this Amendment No. 1, no changes have been made to the Original Form 10-K or the exhibits filed therewith. As such, this Amendment No. 1 should be read in conjunction with the Original Form 10-K. The information contained in this Amendment No. 1 does not reflect events occurring subsequent to the filing of the Original Form 10-K. | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | BRAINSTORM CELL THERAPEUTICS INC. | ||
Entity Central Index Key | 0001137883 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 71,031,012 | ||
Trading Symbol | BCLI | ||
Entity Common Stock, Shares Outstanding | 21,490,610 | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 942 | $ 2,483 |
Short-term deposit (Note 8) | 6,122 | 5,273 |
Accounts receivable (Note 4) | 2,009 | 672 |
Prepaid expenses and other current assets | 1,197 | 1,195 |
Total current assets | 10,270 | 9,623 |
Long-Term Assets: | ||
Prepaid expenses and other long-term assets (Note 5) | 307 | 1,408 |
Property and Equipment, Net (Note 6) | 651 | 392 |
Total Long-Term Assets | 958 | 1,800 |
Total assets | 11,228 | 11,423 |
Current Liabilities: | ||
Accounts payable | 4,548 | 1,424 |
Accrued expenses | 1,042 | 817 |
Deferred grant income (Note 9) | 0 | 2,625 |
Other accounts payable | 622 | 677 |
Total current liabilities | 6,212 | 5,543 |
Total liabilities | 6,212 | 5,543 |
Stockholders' Equity: | ||
Stock capital: (Note 10) Common Stock of $0.00005 par value - Authorized: 100,000,000 shares at December 31, 2018 and December 31, 2017 respectively; Issued and outstanding: 20,757,816 and 18,976,169 shares at December 31, 2018 and December 31, 2017 respectively. | 11 | 11 |
Additional paid-in-capital | 94,620 | 85,944 |
Receipts on account of shares | 4,408 | 0 |
Accumulated deficit | (94,023) | (80,075) |
Total stockholders' equity | 5,016 | 5,880 |
Total liabilities and stockholders' equity | $ 11,228 | $ 11,423 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 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 | 20,757,816 | 18,976,169 |
Common stock, shares outstanding | 20,757,816 | 18,976,169 |
STATEMENTS OF COMPREHENSIVE LOS
STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating expenses: | ||
Research and development, net (Note 11) | $ 8,293 | $ 977 |
General and administrative | 5,770 | 4,022 |
Operating loss | (14,063) | (4,999) |
Financial expenses (income), net | (115) | (47) |
Net loss | $ (13,948) | $ (4,952) |
Basic and diluted net loss per share from continuing operations (in dollars per share) | $ (0.70) | $ (0.26) |
Weighted average number of shares outstanding used in computing basic and diluted net loss per share (in shares) | 19,997,710 | 18,777,348 |
STATEMENTS OF CHANGES IN STOCKH
STATEMENTS OF CHANGES IN STOCKHOLDERS' 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 | $ (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 | [1] | 62 | 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 | [1] | 554 | 0 | ||
Stock-based compensation related to stock and options granted to directors and employees (in shares) | 107,301 | |||||
Exercise of options | 209 | [1] | 209 | 0 | ||
Exercise of options (in shares) | 129,887 | |||||
Exercise of warrants | 105 | [1] | 105 | 0 | ||
Exercise of warrants (in shares) | 46,667 | |||||
Net loss | (4,952) | $ 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 | 102 | [1] | 102 | 0 | 0 | |
Stock-based compensation related to warrants and stock granted to service providers (in shares) | 42,293 | |||||
Stock-based compensation related to stock and options granted to directors and employees | 917 | [1] | 917 | 0 | 0 | |
Stock-based compensation related to stock and options granted to directors and employees (in shares) | 147,820 | |||||
Exercise of options | 25 | [1] | 25 | 0 | 0 | |
Exercise of options (in shares) | 33,332 | |||||
Exercise and reissuance of warrants | 12,040 | [1] | 7,632 | 4,408 | 0 | |
Exercise and reissuance of warrants (in shares) | 1,558,202 | |||||
Net loss | (13,948) | $ 0 | 0 | 0 | (13,948) | |
Balance at Dec. 31, 2018 | $ 5,016 | $ 11 | $ 94,620 | $ 4,408 | $ (94,023) | |
Balance (in shares) at Dec. 31, 2018 | 20,757,816 | |||||
[1] | Represents an amount less than $1 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (13,948) | $ (4,952) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 110 | 85 |
Shares and options granted to service providers | 102 | 62 |
Deferred Stock-based compensation related to options granted to employees and directors | 917 | 554 |
Increase in accounts receivable and prepaid expenses | (238) | (2,792) |
Increase in trade payables | 3,124 | 1,079 |
Deferred grant income | (2,625) | 2,625 |
Increase in other accounts payable and accrued expenses | 170 | 975 |
Total net cash used in operating activities | (12,388) | (2,364) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (369) | (180) |
Changes in short-term deposit | (849) | 4,170 |
Investment in lease deposit | 0 | (4) |
Total net cash provided by (used in) investing activities | (1,218) | 3,986 |
Cash flows from financing activities: | ||
Proceeds from exercise of options | 25 | 314 |
Exercise and reissuance of warrants | 12,040 | 0 |
Total net cash provided by financing activities | 12,065 | 314 |
Increase (decrease) in cash and cash equivalents | (1,541) | 1,936 |
Cash and cash equivalents at the beginning of the period | 2,483 | 547 |
Cash and cash equivalents at end of the period | $ 942 | $ 2,483 |
GENERAL
GENERAL | 12 Months Ended |
Dec. 31, 2018 | |
General and Going Concern Disclosure [Abstract] | |
Business Description and Basis of Presentation [Text Block] | NOTE 1 - GENERAL A . 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, the Israeli Subsidiary formed its wholly-owned subsidiary, Brainstorm Cell Therapeutics UK Ltd. in the United Kingdom. Brainstorm UK is currently inactive. The 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 Amytrophic Lateral Scelorosis (ALS, also known as Lou Gherig Disease), Progressive Multiple Sclerosis (PMS) 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 clinical trials of NurOwn in Israel, a phase 1/2 trial with 12 patients and a phase 2a trial with additional 12 patients. In July 2016 the Company announced the results of its phase 2 trial which was conducted in three major medical centers in the US. This single dose trial included 48 patients randomized in a 3:1 ratio to receive NuOwn or placebo. D. The Company made significant progress in 2018 advancing NurOwn®, its late stage differentiated mesenchymal stem cell therapy, into a Phase 3 trial for the treatment of ALS. Enrollment in this randomized, double-blind, placebo-controlled, multi-dose clinical trial of NurOwn® for ALS is now ongoing. This Phase 3 trial builds upon the promising efficacy seen in prior trials including the randomized Phase 2 trial conducted in the U.S. E. The Phase 3 ALS trial pre-specified interim safety analysis by an independent Data Safety Monitoring Board (DSMB) was successfully completed in August 2018. F. The Company was granted FDA clearance for its NurOwn® IND Application for Progressive Multiple Sclerosis indication (ClinicalTrials.gov Identifier NCT03799718). G. The Company received Good Manufacturing Practice (GMP) approval from the Israel Ministry of Health (MoH) for our Israeli contract manufacturing facility at the Hadassah Medical Center in Jerusalem. The GMP certificate confirms the Company's manufacturing site compliance with Israeli GMPs which are recognized as equivalent to EU standards. 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. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES A. Basis of presentation: The consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) applied on a consistent basis. B. 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. C. Financial statements in U.S. dollars: The functional currency of the Company is the U.S dollar ("dollar") since the dollar is the currency of the primary economic environment in which the Company has operated and expects to continue to operate in the foreseeable future. Part of the transactions of BCT is recorded in new Israeli shekels ("NIS"); however, a substantial portion of BCT’s costs are incurred in dollars or linked to the dollar. Accordingly, management has designated the dollar as the currency of BCT’s primary economic environment and thus it is their functional and reporting currency. Transactions and balances denominated in dollars are presented at their original amounts. Non-dollar transactions and balances have been re-measured to dollars in accordance with the provisions of ASC 830-10 "Foreign Currency Translation". All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statement of operations as financial income or expenses, as appropriate. D. Principles of consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, BCT and Brainstorm UK. Intercompany balances and transactions have been eliminated upon consolidation. E. Cash and cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with maturities of three months or less as of the date acquired. F. Property and equipment: Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated by the straight-line method over the estimated useful lives of the assets. The annual depreciation rates are as follows: % Office furniture and equipment 7 Computer software and electronic equipment 33 Laboratory equipment 15 Leasehold improvements Over the shorter of the lease term (including the option) or useful life G. Accrued post-employment benefit The majority of the Company's employees in Israel have agreed to Section 14 of Israel's Severance Pay Law, 5723-1963 (“Section 14”). Pursuant to Section 14, those of the Company's employees that are covered by this section are entitled only to an amount of severance pay equal to monthly deposits, at a rate of 8.33% of their monthly salary, made on their behalf by the Company. Payments in accordance with Section 14 release the Company from any future severance liabilities in respect of those employees. Neither severance pay liability nor severance pay funds under Section 14 for such employees is recorded on the Company's balance sheet. H. Fair value of financial instruments: The carrying values of cash and cash equivalents, accounts receivable, other receivables, trade payables and other accounts payable approximate their fair value due to the short-term maturity of these instruments. I. Accounting for stock-based compensation: In accordance with ASC 718-10 the Company estimates 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 expense over the requisite service periods in the Company's consolidated statement of operations. The Company recognizes compensation expense for the value of non-employee awards, which have graded vesting, based on the straight-line method over the requisite service period of each award. The Company recognizes compensation expense for the value of employee awards that have graded vesting, based on the straight-line method over the requisite service period of each of the awards. The Company estimates the fair value of restricted shares based on the market price of the shares at the grant date and estimates the fair value of stock options granted using a Black-Scholes options pricing model. The option-pricing model requires a number of assumptions, of which the most significant are, expected stock price volatility and the expected option term (the time from the grant date until the options are exercised or expire). Expected volatility was calculated based upon actual historical stock price movements over the period, equal to the expected option term. The Company has historically not paid dividends and has no foreseeable plans to issue dividends. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The Company accounts for shares and warrant grants issued to non-employees using the guidance of ASC 505-50, "Equity-Based Payments to Non-Employees", whereby the fair value of such warrant grants is determined using a Black-Scholes options pricing model at the earlier of the date at which the non-employee's performance is completed or a performance commitment is reached. J. Basic and diluted net loss per share: Basic net loss per share is computed based on the weighted average number of shares outstanding during each year. Diluted net loss per share is computed based on the weighted average number of shares outstanding during each year, plus the dilutive potential of the Common Stock considered outstanding during the year, in accordance with ASC 260-10 "Earnings per Share". All outstanding stock options and warrants have been excluded from the calculation of the diluted loss per share for the years ended December 31, 2018 and December 31, 2017, since all such securities have an anti-dilutive effect. K. Research and development expenses, net: Research and development expenses, are charged to the statement of operations as incurred. Royalty-bearing grants from the Israel Innovation Authorities (“IIA”) and a non-dilutive, non-royalty-bearing grant from the California Institute of Regenerative Medicine ("CIRM") for funding approved research and development projects are recognized at the time the Company is entitled to such grants, on the basis of the costs incurred and applied as a deduction from research and development expenses L. Income taxes: The Company accounts for income taxes in accordance with ASC 740-10 "Accounting for Income Taxes". This Statement requires the use of the liability method of accounting for income taxes, whereby deferred tax asset and liability account balances are determined based on the 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 and BCT provide a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. M. 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. As the Company has not incurred revenues to date, the adoption of the standard did not have an impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 (Topic 842) “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 The Company expects the adoption will result in an increase in the assets and liabilities on the consolidated balance sheets for operating leases (see Note 7) and will likely have an insignificant impact on the consolidated statements of earnings. Based on our portfolio of leases as of December 31, 2018, approximately $500 of lease assets and liabilities will be recognized on our balance sheet. 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 fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted. ASU 2018-07 does not have a material impact on Company’s consolidated financial statements. |
RESEARCH AND LICENSE AGREEMENT
RESEARCH AND LICENSE AGREEMENT | 12 Months Ended |
Dec. 31, 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, as amended and restated, with Ramot (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. |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | NOTE 4 - ACCOUNTS RECEIVABLE December 31, 2018 2017 Grants receivable from CIRM (Note 9) $ 1,642 $ - Grants receivable from IIA 277 574 Government institutions and other 90 90 98 $ 2,009 $ 672 |
PREPAID EXPENSES
PREPAID EXPENSES | 12 Months Ended |
Dec. 31, 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. In 2017 the Company has paid COH $2,665 advance payment. The advance was recorded as prepaid expense and is amortized over the term of the agreement. As of December 31, 2018, $1,103 and $276 were recorded as current and long-term prepaid expense, respectively. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 6 - PROPERTY AND EQUIPMENT December 31, 2018 2017 Cost: Office furniture and equipment $ 73 $ 73 Computer software and electronic equipment 202 189 Laboratory equipment 1,173 875 Leasehold improvements 772 716 2,220 1,853 Accumulated depreciation: Office furniture and equipment 28 23 Computer software and electronic equipment 186 176 Laboratory equipment 639 552 Leasehold improvements 716 710 1,569 1,461 Depreciated cost $ 651 $ 392 Depreciation expenses for the years ended December 31, 2018 and December 31, 2017 were $110 and $85, respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 7 - COMMITMENTS AND CONTINGENCIES A. In October 2014, the Company entered into a lease agreement for its US offices, according to which The Company leased approximately 220 square meters of office space for a term of 63 months commencing October 1, 2014. Rent is paid on a monthly basis in the amount of approximately U.S. $5. B. In October 2017, BCT entered into an amended lease agreement for the lease of its facilities. The term of the lease is 45 months, with an option to terminate the agreement with 4 month pre-notice, before December 31, 2019. Rent is paid on a monthly basis in the amount of NIS 40,000 (approximately $11) per month. The facilities and vehicles of the Company and BCT are rented under operating leases that expire on various dates. Aggregate minimum rental commitments under non-cancelable leases as of December 31, 2018 are as follows: Period ending December 31, Facilities Vehicles Total 2019 199 13 212 2020 43 - 43 $ 242 $ 13 $ 255 Total facilities rent expense for the years ended December 31, 2018 and 2017 were $262 and $198, respectively. C. Commitments to pay royalties to the IIA: BCT obtained from the Chief Scientist of the Israel Innovation Authority (“IIA”) grants for participation in research and development for the years 2007 through 2018, and, in return, BCT is obligated to pay royalties amounting to 3%-3.5% of its future sales up to the amount of the grant. The grant is linked to the exchange rate of the dollar and bears interest of Libor per annum. Through the year ended December 31, 2018, total grants obtained amounted to $ . D. In addition to the royalties which the Company is required to pay to Ramot on its Commercialization of the Licensed Product as described in Note 3 hereof, the Company has other financial obligations under the License Agreement, including without limitation, certain research funding commitments as well as a commitment to reimburse Ramot for all of its documented Licensed Product patent-related expenses. Pursuant to the License Agreement, in the event the Company elects not to reimburse Ramot for any specific patent expenses, the Company’s corresponding Commercialization rights will be terminated by Ramot. By way of example, if the Company elects, in its sole discretion, not to reimburse Ramot’s patent expenses which are incurred in a particular jurisdiction, the Company’s right to Commercialize the Licensed Product in the same jurisdiction may be terminated by Ramot. As of December 31, 2018, there are no outstanding obligations owed to Ramot in connection with the above. |
SHORT TERM DEPOSITS
SHORT TERM DEPOSITS | 12 Months Ended |
Dec. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Short Term Investments [Text Block] | NOTE 8 - SHORT TERM DEPOSITS Short term investments on December 31, 2018 and December 31, 2017 include bank deposits bearing annual interest rates varying from 0.05% to 3.15%, with maturities of up to 8 months as of December 31, 2018 and 2017. |
DEFERRED GRANT INCOME
DEFERRED GRANT INCOME | 12 Months Ended |
Dec. 31, 2018 | |
Deferred Grant Income [Abstract] | |
Deferred Grant Income [Text Block] | NOTE 9 - 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 December 31, 2018 and December 31, 2017, respectively. As of December 31, 2018, there are grants receivable from CIRM of $1,642 (Note 4). The award does not bear a royalty payment commitment nor is the award otherwise refundable. $6,267 and $4,425 was recorded as participation by CIRM in research and development expenses during the year ended in December 31, 2018 and during the year ended December 31, 2017, respectively (see Note 11). |
STOCK CAPITAL
STOCK CAPITAL | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 10 - STOCK CAPITAL The rights of Common Stock: 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: The Company is party to a July 2, 2007 subscription agreement and related registration rights agreement and warrants, amended July 31, 2009, May 10, 2012, May 19, 2014 and November 2, 2017 (together as amended, the “ACCBT Documents”) with ACCBT Corp. (“ACCBT”), a company under the control of Mr. Chaim Lebovits, the Company’s President and Chief Executive Officer, pursuant to which, for an aggregate purchase price of approximately $5.0 million, the Company sold to ACCBT 1,920,461 shares of its Common Stock and warrants to purchase up to 2,016,666 shares of its Common Stock (the “ACCBT Warrants”). The ACCBT Warrants contain cashless exercise provisions, which permit the cashless exercise of up to 50% of the underlying shares of Common Stock. 672,222 of the ACCBT Warrants have an exercise price of $3 and the remainder has an exercise price of $4.35. All of the ACCBT Warrants are presently outstanding. The Company registered 1,920,461 shares of Common Stock and 2,016,666 shares of Common Stock underlying the ACCBT Warrants on registration statement No. 333-201705 dated January 26, 2015 pursuant to registration rights in the ACCBT Documents. ACCBT has Board appointment rights, preemptive rights and consents rights pursuant to the ACCBT Documents. The foregoing description reflects the November 2, 2017 Warrant Amendment Agreement between the Company and ACCBT, pursuant to which the rights and privileges of the ACCBT Entities relating to the management of the Company were reduced, in exchange for a five (5) year extension of the expiration of the Company warrants held by the ACCBT Entities. Pursuant to the amendment, the ACCBT Documents were amended as follows: (i) the ACCBT Entities existing right to appoint 50.1% of the Board of Directors of the Company and its subsidiaries was reduced to 30%; (ii) the ACCBT Entities’ consent rights regarding Company matters pursuant to the ACCBT Documents were limited to transactions greater than $500,000 (previous to the amendment the consent right was for transactions of $25,000 or more); and (iii) the expiration date of each of the ACCBT Warrants was extended until November 5, 2022 (the previous expiration date was November 5, 2017). On June 13, 2014, the Company raised gross proceeds of $10,500 through a private placement of the Company’s Common Stock and warrants purchase Common Stock. The Company issued 2.8 million shares of Common Stock at a price per share of $3.75 and three-year warrants to purchase up to 2,800,000 Pursuant to a Warrant Exercise Agreement, dated January 8, 2015, holders of Company warrants, issued in June 2014 to purchase an aggregate of 2,546,667 shares of the Company’s Common Stock at an exercise price of $5.22 per share, exercised their 2014 Warrants in full, and the Company issued new warrants to the holders to purchase up to an aggregate of 3,858,200 unregistered shares of Common Stock at an exercise price of $6.50 per share. Gross proceeds from the exercise of the warrants were approximately $ 13,300 12,400 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 $12,291 ($ 12,040 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 December 31, 2018, 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. Since its inception the Company has raised approximately $ 59,000 Warrants: The following table sets forth the number, exercise price and expiration date of Company warrants outstanding as of December 31, 2018: Issuance Date Outstanding As Of December 31, 2018 Exercise price Exercisable Through Apr-Oct 2009 20,000 1.005 - 1.5 Apr-Oct-2019 Aug 2007- Jan 2011 2,016,666 3 - 4.35 Nov-2022 Jun-2014 84,000 4.5 Jun-2019 Jun-2018 2,458,201 9 Dec-2020 Total 4,578,867 Stock Plans: During the fiscal year ended December 31, 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 and November 29, 2018. 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 4,000,000 shares of Common Stock available for issuance. As of December 31, 2018, 2,080,755 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: 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, July 26, 2018, and is entitled to receive on each anniversary thereafter (provided he remains Chief Executive Officer), a grant of 31,185 shares of restricted stock, each of which vests as to twenty-five percent (25%) of the award on the first, second, third and fourth anniversary of the date of grant and is subject to accelerated vesting upon a Change of Control (as defined in the Lebovits employment agreement) of the Company; and (iii) was granted on July 26, 2017 a fully vested and exercisable option to purchase up to 41,580 shares of Common Stock, which shall remain exercisable until the 2nd anniversary of the date of grant, regardless of whether Mr. Lebovits remains employed by the Company, with an exercise price per share of $4.81. Dr. Ralph Kern, Chief Operating Officer and Chief Medical Officer of the Company, received on March 6, 2017, March 6, 2018, and is entitled to receive on each anniversary thereafter (provided he remains employed by the Company), a grant of 35,885 shares of restricted stock, each of which vests as to twenty-five percent (25%) of the award on the first, second, third and fourth anniversary of the date of grant and is subject to accelerated vesting upon a Change of Control (as defined in the agreement) of the Company. 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 is granted a stock option for the purchase of up to 13,333 shares of Common Stock on the first business day after each annual meeting of stockholders (or special meeting in lieu thereof) of the Company (including on November 10, 2017 and November 30, 2018), each with an exercise price per share of $0.75, and each of which vests and becomes exercisable in 12 monthly installments. The Company also granted Mr. Yablonka 5,543 shares of restricted Common Stock on July 13, 2017. On July 13, 2017, the Company granted 5,543 shares of restricted Common Stock under the 2014 Global Plan to each of Yael Gothelf VP, Scientific & Regulatory Affairs and Yossef Levi VP, Cell Production. On November 20, 2017, the Company granted to Eyal Rubin, the Company’s Chief Financial Officer, 25,000 shares of restricted Common Stock, which vested on April 1, 2018. On November 20, 2017 the Company also granted to Mr. Rubin an option to purchase up to 93,686 shares of Common Stock, at an exercise price per share equal to $4.30 per share, which shall vest and become exercisable as to 25% of the shares underlying the Option on each of the first, second, third and fourth anniversary of the date of grant, subject to accelerated vesting upon a Change of Control of the Company or a Material Secondary Public Offering of the Company (each as defined in Mr. Rubin’s employment agreement). On August 28, 2018, the Company granted Arturo Araya, Chief Commercial Officer of the Company an option to purchase 200,000 shares of Common Stock, at an exercise price of $3.98 per share. 25% of the grant shall vest and become exercisable on each of the first, second, third and fourth anniversaries of the grant date and subject to accelerated vesting upon a Change of Control (as defined in the agreement). On August 28, 2018, Mr. Araya resigned from the GNC Committee, and the restricted stock previously granted to him in connection with his service on the Board and the GNC Committee ceased vesting. The Company granted Mary Kay Turner, an employee, 9,924 shares of restricted Common Stock on August 17, 2017 and 11,198 shares of restricted Common Stock on , 2018, each of which vests as to 25% of the grant yearly over the course of four (4) years. On July 30, 2018, the Company granted Joseph Petroziello, an employee, an option to purchase 200,000 shares of Common Stock at an exercise price of $4.11 per share, which vests and becomes exercisable as to 25% of the grant on each of the first, second, third and fourth anniversaries of the date of grant. On July 9, 2018, the Company granted Susan Ward, an employee, an option to purchase 150,000 shares of Common Stock at an exercise price of $4.21 per share, which vests and becomes exercisable as to 20% of the option on each of the first, second, third, fourth and fifth anniversaries of the date of grant. 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 year (12 months) ended December 31, 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). - On November 30, 2018 Dr. Anthony J. Polverino received 2,000 shares of restricted stock for his service as a director and 1,667 shares of stock for his service as a member of the GNC Committee. - On November 30, 2018 Malcolm Taub received 12,000 shares of restricted stock for service as a member of the Board and its Committees. - On November 30, 2018 Chen Schor received 2,000 shares of restricted stock for service as a member of the Audit Committee. - On November 30, 2018, Irit Arbel received an option to purchase up to 25,333 shares of Common Stock at an exercise price of $0.75, for service as a member of the Board and its Committees. Restricted Stock: The Company awards stock and restricted stock to certain employees, officers, directors, and/or service providers. The restricted stock vests in accordance with such conditions and restrictions determined by the GNC Committee. These conditions and restrictions may include the achievement of certain performance goals and/or continued employment with the Company through a specified restricted period. The purchase price (if any) of shares of restricted stock is determined by the GNC Committee. If the performance goals and other restrictions are not attained, the grantee will automatically forfeit their unvested awards of restricted stock to the Company. Compensation expense for restricted stock is based on fair market value at the grant date. Number of Stock Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (Years) Nonvested as of December 31, 2016 28,666 3.31 0.59 Granted 148,628 4.27 Vested 50,486 3.79 Forfeitures - - Nonvested as of December 31, 2017 126,808 4.25 1.31 Granted 144,447 3.59 Vested 118,347 3.81 Forfeitures - - Nonvested as of December 31, 2018 152,908 3.96 1.56 Compensation expense recorded by the Company in respect of its stock and restricted stock awards to certain employees, officers, directors, and/or service providers for the year ended December 31, 2018 and 2017 amounted to $506 and $361, respectively. Stock Options: Under the 2014 Plans, the Company may award stock options to certain employees, officers, directors, and/or service providers. The stock options vest in accordance with such conditions and restrictions determined by the GNC Committee. These conditions and restrictions may include the achievement of certain performance goals and/or continued employment with the Company through a specified period. Stock options awarded are valued based upon the Black-Scholes option pricing model and the Company recognizes this value as stock compensation expense over the periods in which the options vest. Use of the Black Scholes option-pricing model requires that the Company make certain assumptions, including expected volatility, risk-free interest rate, expected dividend yield, and the expected life of the options. The Company granted stock options to purchase 588,665 and 240,446 shares in 2018 and 2017, respectively. Stock option fair value assumptions for the stock options granted during the year ended December 31, 2018 and 2017 are as follows: For the year ended December 31, 2018 2017 Option life (years) 10 2-10 Risk free interest rate 2.77%-2.87 % 0.97%-2.13 % Dividend yield 0 0 Expected volatility 65%-66 % 54%-70 % Expected life (years) 5.25-5.5 years 1-5.5 years Weighted average fair value of stock options granted 2.58 2.29 A summary of the Company's option activity related to options to employees and directors, and related information is as follows: For the year ended December 31, 2018 For the year ended December 31, 2017 Amount of options Weighted average exercise price Aggregate intrinsic value Amount of options Weighted average exercise price Aggregate intrinsic value $ $ $ $ Outstanding at beginning of period 940,954 2.4681 874,841 2.1258 Granted 588,665 3.8706 240,446 3.5178 Exercised - - (129,888 ) 3.9175 Cancelled (33,332 ) - (44,445 ) 1.6104 Outstanding at end of period 1,496,287 3.0581 735,992 940,954 2.4681 1,366,213 Vested and expected-to-vest at end of period 840,579 2.3765 986,447 811,824 2.3317 1,289,457 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 December 31, 2018 and December 31, 2017 and the exercise price, 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. The options outstanding as of December 31, 2018 and December 31, 2017, have been separated into exercise prices, as follows: Exercise price Options outstanding As of December 31, Weighted average remaining contractual Life - Years As of December 31, Options exercisable as of As of December 31, $ 2018 2017 2018 2017 2018 2017 0.75 218,666 213,333 7.73 6.99 183,222 177,889 1.005 5,333 5,333 0.5 1.50 5,333 5,333 2.25 69,889 69,889 2.57 3.57 69,889 69,889 2.45 369,619 369,619 6.75 7.75 369,619 369,619 2.70 82,667 82,667 4.65 5.65 82,667 82,667 3.90 15,000 15,000 3.59 4.59 15,000 15,000 3.98 200,000 - 9.66 - - - 4.11 200,000 - 9.58 - - - 4.18 47,847 47,847 0.18 1.18 47,847 47,847 4.21 150,000 - 9.53 - - - 4.3 93,686 93,686 8.89 9.89 23,422 - 4.80 2,000 2,000 1.11 2.11 2,000 2,000 4.81 41,580 41,580 0.56 1.56 41,580 41,580 1,496,287 940,954 7.32 6.59 840,579 811,824 Compensation expense recorded by the Company in respect of its stock-based compensation awards in accordance with ASC 718-10 for the year ended December 31, 2018 and 2017 amounted to $917 and $554, respectively. The fair value of the options is estimated at the date of grant using Black-Scholes options pricing model with the following assumptions used in the calculation: Year ended December 31, 2018 2017 Expected volatility 65%-66 % 67%-70 % Risk-free interest 2.77%-2.87 % 0.97%-2.13 % Dividend yield 0 % 0 % Expected life of up to (years) 5.5 5.5 Shares and warrants issued to service providers: On August 17, 2017 the Company issued to Anthony Fiorino, the former CEO of the Company, for consulting services rendered, a grant of 4,327 shares of restricted stock under the 2014 U.S. Plan, which vests in eight equal quarterly installments (starting November 17, 2017) until fully vested on the second anniversary of the date of grant. Compensation expense recorded by the Company in respect of its stock-based service provider compensation awards for the year ended December 31, 2018 and 2017 amounted to $102 and $62, respectively. 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. On October 3, 2018, the Company granted to its legal advisor 6,524 shares of Common Stock for 2018 legal services. The related compensation expense was recorded as general and administrative expense. On November 29, 2018, the Company granted 24,519 shares of Common Stock to a consultant for services rendered from 2016 through 2018. The related compensation expense was recorded as research and development expense. 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: Year ended December 31, 2018 2017 Research and development $ 175 $ 164 General and administrative 844 452 Total stock-based compensation expense $ 1,019 $ 616 |
RESEARCH AND DEVELOPMENT, NET
RESEARCH AND DEVELOPMENT, NET | 12 Months Ended |
Dec. 31, 2018 | |
Research and Development [Abstract] | |
Research, Development, and Computer Software Disclosure [Text Block] | NOTE 11 - RESEARCH AND DEVELOPMENT, NET Year ended December 31, 2018 2017 Research and development $ 16,330 $ 6,795 Less : Participation by the Israel Innovation Authorities (1,770 ) (1,393 ) Less : Participation by CIRM (6,267 ) (4,425 ) $ 8,293 $ 977 |
TAXES ON INCOME
TAXES ON INCOME | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | NOTE 12 - TAXES ON INCOME A. Tax rates applicable to the income of the Israeli subsidiary: BCT is taxed according to Israeli tax laws. The Israeli corporate tax rate was 25% in the year 2016, 24% in year 2017 and 23% in year 2018 and onwards. Such tax rate changes have no significant impact on the Company's financial statements . The Company is taxed according to U.S. tax laws. On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”), which among other provisions, reduced the U.S. corporate tax rate from 35% to 21%, effective January 1, 2018. The Company is currently evaluating the impact the Act will have on the future financial condition and results of operations and believe the Act will have a beneficial positive net impact. The Act did not have an effect on the financial results and position of the Company. B. Deferred income taxes: Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax assets are as follows: December 31, 2018 2017 Operating loss carryforward $ 57,768 $ 51,107 Net deferred tax asset before valuation allowance 15,916 14,090 Valuation allowance (15,916 ) (14,090 ) Net deferred tax asset $ - $ - As of December 31, 2018, the Company has provided valuation allowances of $15,916 in respect of deferred tax assets resulting from tax loss carryforward and other temporary differences. Management currently believes that because the Company has a history of losses, it is more likely than not that the deferred tax regarding the loss carryforward and other temporary differences will not be realized in the foreseeable future. C. Available carryforward tax losses: As of December 31, 2018, the Company has an accumulated tax loss carryforward of approximately $57,768. Carryforward tax losses in Israel are of unlimited duration and carryforward tax losses in the U.S. can be carried forward and offset against taxable income in the future for a period of 20 years. Utilization of U.S. net operating losses may be subject to substantial annual limitations due to the "change in ownership" provisions of the Internal Revenue Code of 1986 and similar state provisions. The annual limitation may result in the expiration of net operating losses before utilization. D. Loss from continuing operations, before taxes on income, consists of the following: Year ended December 31, 2018 2017 United States $ (3,617 ) $ (2,532 ) Israel (10,331 ) (2,420 ) $ (13,948 ) $ (4,952 ) E. Due to the Company’s cumulative losses, the effect of ASC 740 as codified from ASC 740-10 is not material. |
TRANSACTIONS WITH RELATED PARTI
TRANSACTIONS WITH RELATED PARTIES | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 13 - TRANSACTIONS WITH RELATED PARTIES Other than transactions and balances related to cash and share based compensation to officers and directors, the Company did not have any transactions and balances with related parties and executive officers during 2018 and 2017 . |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 14 - SUBSEQUENT EVENTS On March 22 nd 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 other subsequent events have occurred that would require recognition or disclosure in the condensed consolidated financial statements. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | A. Basis of presentation: The consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) applied on a consistent basis. |
Use of Estimates, Policy [Policy Text Block] | B. 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. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | C. Financial statements in U.S. dollars: The functional currency of the Company is the U.S dollar ("dollar") since the dollar is the currency of the primary economic environment in which the Company has operated and expects to continue to operate in the foreseeable future. Part of the transactions of BCT is recorded in new Israeli shekels ("NIS"); however, a substantial portion of BCT’s costs are incurred in dollars or linked to the dollar. Accordingly, management has designated the dollar as the currency of BCT’s primary economic environment and thus it is their functional and reporting currency. Transactions and balances denominated in dollars are presented at their original amounts. Non-dollar transactions and balances have been re-measured to dollars in accordance with the provisions of ASC 830-10 "Foreign Currency Translation". All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statement of operations as financial income or expenses, as appropriate. |
Consolidation, Policy [Policy Text Block] | D. Principles of consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, BCT and Brainstorm UK. Intercompany balances and transactions have been eliminated upon consolidation. |
Cash and Cash Equivalents, Policy [Policy Text Block] | E. Cash and cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with maturities of three months or less as of the date acquired. |
Property, Plant and Equipment, Policy [Policy Text Block] | F. Property and equipment: Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated by the straight-line method over the estimated useful lives of the assets. The annual depreciation rates are as follows: % Office furniture and equipment 7 Computer software and electronic equipment 33 Laboratory equipment 15 Leasehold improvements Over the shorter of the lease term (including the option) or useful life |
Severance Pay Policy [Policy Text Block] | G. Accrued post-employment benefit The majority of the Company's employees in Israel have agreed to Section 14 of Israel's Severance Pay Law, 5723-1963 (“Section 14”). Pursuant to Section 14, those of the Company's employees that are covered by this section are entitled only to an amount of severance pay equal to monthly deposits, at a rate of 8.33% of their monthly salary, made on their behalf by the Company. Payments in accordance with Section 14 release the Company from any future severance liabilities in respect of those employees. Neither severance pay liability nor severance pay funds under Section 14 for such employees is recorded on the Company's balance sheet. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | H. Fair value of financial instruments: The carrying values of cash and cash equivalents, accounts receivable, other receivables, trade payables and other accounts payable approximate their fair value due to the short-term maturity of these instruments. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | I. Accounting for stock-based compensation: In accordance with ASC 718-10 the Company estimates 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 expense over the requisite service periods in the Company's consolidated statement of operations. The Company recognizes compensation expense for the value of non-employee awards, which have graded vesting, based on the straight-line method over the requisite service period of each award. The Company recognizes compensation expense for the value of employee awards that have graded vesting, based on the straight-line method over the requisite service period of each of the awards. The Company estimates the fair value of restricted shares based on the market price of the shares at the grant date and estimates the fair value of stock options granted using a Black-Scholes options pricing model. The option-pricing model requires a number of assumptions, of which the most significant are, expected stock price volatility and the expected option term (the time from the grant date until the options are exercised or expire). Expected volatility was calculated based upon actual historical stock price movements over the period, equal to the expected option term. The Company has historically not paid dividends and has no foreseeable plans to issue dividends. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The Company accounts for shares and warrant grants issued to non-employees using the guidance of ASC 505-50, "Equity-Based Payments to Non-Employees", whereby the fair value of such warrant grants is determined using a Black-Scholes options pricing model at the earlier of the date at which the non-employee's performance is completed or a performance commitment is reached. |
Earnings Per Share, Policy [Policy Text Block] | J. Basic and diluted net loss per share: Basic net loss per share is computed based on the weighted average number of shares outstanding during each year. Diluted net loss per share is computed based on the weighted average number of shares outstanding during each year, plus the dilutive potential of the Common Stock considered outstanding during the year, in accordance with ASC 260-10 "Earnings per Share". All outstanding stock options and warrants have been excluded from the calculation of the diluted loss per share for the years ended December 31, 2018 and December 31, 2017, since all such securities have an anti-dilutive effect. |
Research and Development Expense, Policy [Policy Text Block] | K. Research and development expenses, net: Research and development expenses, are charged to the statement of operations as incurred. Royalty-bearing grants from the Israel Innovation Authorities (“IIA”) and a non-dilutive, non-royalty-bearing grant from the California Institute of Regenerative Medicine ("CIRM") for funding approved research and development projects are recognized at the time the Company is entitled to such grants, on the basis of the costs incurred and applied as a deduction from research and development expenses |
Income Tax, Policy [Policy Text Block] | L. Income taxes: The Company accounts for income taxes in accordance with ASC 740-10 "Accounting for Income Taxes". This Statement requires the use of the liability method of accounting for income taxes, whereby deferred tax asset and liability account balances are determined based on the 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 and BCT provide a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. |
New Accounting Pronouncements, Policy [Policy Text Block] | M. 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. As the Company has not incurred revenues to date, the adoption of the standard did not have an impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 (Topic 842) “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 The Company expects the adoption will result in an increase in the assets and liabilities on the consolidated balance sheets for operating leases (see Note 7) and will likely have an insignificant impact on the consolidated statements of earnings. Based on our portfolio of leases as of December 31, 2018, approximately $500 of lease assets and liabilities will be recognized on our balance sheet. 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 fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Early adoption is permitted. ASU 2018-07 does not have a material impact on Company’s consolidated financial statements. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule Of Depreciation Rates For Property Plant And Equipment [Table Text Block] | The annual depreciation rates are as follows: % Office furniture and equipment 7 Computer software and electronic equipment 33 Laboratory equipment 15 Leasehold improvements Over the shorter of the lease term (including the option) or useful life |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Schedule of Other Current Assets [Table Text Block] | December 31, 2018 2017 Grants receivable from CIRM (Note 9) $ 1,642 $ - Grants receivable from IIA 277 574 Government institutions and other 90 90 98 $ 2,009 $ 672 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | December 31, 2018 2017 Cost: Office furniture and equipment $ 73 $ 73 Computer software and electronic equipment 202 189 Laboratory equipment 1,173 875 Leasehold improvements 772 716 2,220 1,853 Accumulated depreciation: Office furniture and equipment 28 23 Computer software and electronic equipment 186 176 Laboratory equipment 639 552 Leasehold improvements 716 710 1,569 1,461 Depreciated cost $ 651 $ 392 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Aggregate minimum rental commitments under non-cancelable leases as of December 31, 2018 are as follows: Period ending December 31, Facilities Vehicles Total 2019 199 13 212 2020 43 - 43 $ 242 $ 13 $ 255 |
STOCK CAPITAL (Tables)
STOCK CAPITAL (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | The following table sets forth the number, exercise price and expiration date of Company warrants outstanding as of December 31, 2018: Issuance Date Outstanding As Of December 31, 2018 Exercise price Exercisable Through Apr-Oct 2009 20,000 1.005 - 1.5 Apr-Oct-2019 Aug 2007- Jan 2011 2,016,666 3 - 4.35 Nov-2022 Jun-2014 84,000 4.5 Jun-2019 Jun-2018 2,458,201 9 Dec-2020 Total 4,578,867 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Number of Stock Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (Years) Nonvested as of December 31, 2016 28,666 3.31 0.59 Granted 148,628 4.27 Vested 50,486 3.79 Forfeitures - - Nonvested as of December 31, 2017 126,808 4.25 1.31 Granted 144,447 3.59 Vested 118,347 3.81 Forfeitures - - Nonvested as of December 31, 2018 152,908 3.96 1.56 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Stock option fair value assumptions for the stock options granted during the year ended December 31, 2018 and 2017 are as follows: For the year ended December 31, 2018 2017 Option life (years) 10 2-10 Risk free interest rate 2.77%-2.87 % 0.97%-2.13 % Dividend yield 0 0 Expected volatility 65%-66 % 54%-70 % Expected life (years) 5.25-5.5 years 1-5.5 years Weighted average fair value of stock options granted 2.58 2.29 |
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 year ended December 31, 2018 For the year ended December 31, 2017 Amount of options Weighted average exercise price Aggregate intrinsic value Amount of options Weighted average exercise price Aggregate intrinsic value $ $ $ $ Outstanding at beginning of period 940,954 2.4681 874,841 2.1258 Granted 588,665 3.8706 240,446 3.5178 Exercised - - (129,888 ) 3.9175 Cancelled (33,332 ) - (44,445 ) 1.6104 Outstanding at end of period 1,496,287 3.0581 735,992 940,954 2.4681 1,366,213 Vested and expected-to-vest at end of period 840,579 2.3765 986,447 811,824 2.3317 1,289,457 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | The options outstanding as of December 31, 2018 and December 31, 2017, have been separated into exercise prices, as follows: Exercise price Options outstanding As of December 31, Weighted average remaining contractual Life - Years As of December 31, Options exercisable as of As of December 31, $ 2018 2017 2018 2017 2018 2017 0.75 218,666 213,333 7.73 6.99 183,222 177,889 1.005 5,333 5,333 0.5 1.50 5,333 5,333 2.25 69,889 69,889 2.57 3.57 69,889 69,889 2.45 369,619 369,619 6.75 7.75 369,619 369,619 2.70 82,667 82,667 4.65 5.65 82,667 82,667 3.90 15,000 15,000 3.59 4.59 15,000 15,000 3.98 200,000 - 9.66 - - - 4.11 200,000 - 9.58 - - - 4.18 47,847 47,847 0.18 1.18 47,847 47,847 4.21 150,000 - 9.53 - - - 4.3 93,686 93,686 8.89 9.89 23,422 - 4.80 2,000 2,000 1.11 2.11 2,000 2,000 4.81 41,580 41,580 0.56 1.56 41,580 41,580 1,496,287 940,954 7.32 6.59 840,579 811,824 |
Stock Based Compensation Expense [Table Text Block] | The fair value of the options is estimated at the date of grant using Black-Scholes options pricing model with the following assumptions used in the calculation: Year ended December 31, 2018 2017 Expected volatility 65%-66 % 67%-70 % Risk-free interest 2.77%-2.87 % 0.97%-2.13 % Dividend yield 0 % 0 % Expected life of up to (years) 5.5 5.5 |
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: Year ended December 31, 2018 2017 Research and development $ 175 $ 164 General and administrative 844 452 Total stock-based compensation expense $ 1,019 $ 616 |
RESEARCH AND DEVELOPMENT, NET (
RESEARCH AND DEVELOPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Research and Development [Abstract] | |
Research and Development Disclosure [Table Text Block] | Year ended December 31, 2018 2017 Research and development $ 16,330 $ 6,795 Less : Participation by the Israel Innovation Authorities (1,770 ) (1,393 ) Less : Participation by CIRM (6,267 ) (4,425 ) $ 8,293 $ 977 |
TAXES ON INCOME (Tables)
TAXES ON INCOME (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Significant components of the Company's deferred tax assets are as follows: December 31, 2018 2017 Operating loss carryforward $ 57,768 $ 51,107 Net deferred tax asset before valuation allowance 15,916 14,090 Valuation allowance (15,916 ) (14,090 ) Net deferred tax asset $ - $ - |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | D. Loss from continuing operations, before taxes on income, consists of the following: Year ended December 31, 2018 2017 United States $ (3,617 ) $ (2,532 ) Israel (10,331 ) (2,420 ) $ (13,948 ) $ (4,952 ) |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended | |
Dec. 31, 2018 | ||
Office furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment Depreciation Rates | 7.00% | |
Computer software and electronic equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment Depreciation Rates | 33.00% | |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment Depreciation Rates | 15.00% | |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant and Equipment Depreciation Rates | [1] | |
[1] | Over the shorter of the lease term (including the option) or useful life |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES (Details Textual) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Accounting Policies [Line Items] | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 8.33% |
Accounting Standards Update 2016-02 [Member] | |
Accounting Policies [Line Items] | |
Operating Lease, Liability | $ 500 |
Operating Lease, Right-of-Use Asset | $ 500 |
RESEARCH AND LICENSE AGREEMENT
RESEARCH AND LICENSE AGREEMENT (Details Textual) | 12 Months Ended |
Dec. 31, 2018 | |
Research And License Agreement [Line Items] | |
Percentage Of Royalty Payment If Licensed Product Covered By Valid Claim Or Orphan Drug Status | 5.00% |
Percentage Of Royalty Payment If Licensed Product Not Covered By Valid Claim Or Orphan Drug Status | 3.00% |
Validity Of Royalty Payment Not Covered By Valid Claim Or Orphan Drug Status | 15 years |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Government institutions and other | $ 90 | $ 98 |
Non-trade Receivables, Current, Total | 2,009 | 672 |
California Institute Of Regenerative Medicine [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Grants receivable from IIA | 1,642 | 0 |
Israel Innovation Authorities [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Grants receivable from IIA | $ 277 | $ 574 |
PREPAID EXPENSES (Details Textu
PREPAID EXPENSES (Details Textual) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Prepaid Expense, Current | $ 1,103 |
Prepaid Expense, Noncurrent | 276 |
City of Hope [Member] | |
Payments to Suppliers | $ 2,665 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment: | ||
Cost | $ 2,220 | $ 1,853 |
Accumulated depreciation | 1,569 | 1,461 |
Depreciated cost | 651 | 392 |
Office furniture and equipment [Member] | ||
Property, Plant and Equipment: | ||
Cost | 73 | 73 |
Accumulated depreciation | 28 | 23 |
Computer software and electronic equipment [Member] | ||
Property, Plant and Equipment: | ||
Cost | 202 | 189 |
Accumulated depreciation | 186 | 176 |
Laboratory equipment [Member] | ||
Property, Plant and Equipment: | ||
Cost | 1,173 | 875 |
Accumulated depreciation | 639 | 552 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment: | ||
Cost | 772 | 716 |
Accumulated depreciation | $ 716 | $ 710 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 110 | $ 85 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Period ending December 31,2017 | |
2019 | $ 212 |
2020 | 43 |
Operating Leases Future Minimum Payments Due | 255 |
Facilities [Member] | |
Period ending December 31,2017 | |
2019 | 199 |
2020 | 43 |
Operating Leases Future Minimum Payments Due | 242 |
Vehicles [Member] | |
Period ending December 31,2017 | |
2019 | 13 |
2020 | 0 |
Operating Leases Future Minimum Payments Due | $ 13 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Details Textual) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2017ILS (₪) | Dec. 31, 2014USD ($)m² | |
Commitments And Contingencies [Line Items] | ||||
Grants Underlying Basis | The grant is linked to the exchange rate of the dollar and bears interest of Libor per annum. | |||
Amounts Of Grants Received | $ 2,009 | |||
Lease Agreement Termination Description | option to terminate the agreement with 4 month pre-notice, before December 31, 2019 | |||
Minimum [Member] | Israel Innovation Authorities [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Percentage Of Royalty Payments Agreed For Grants | 3.00% | |||
Maximum [Member] | Israel Innovation Authorities [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Percentage Of Royalty Payments Agreed For Grants | 3.50% | |||
Facilities [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Operating Leases, Rent Expense, Minimum Rentals | $ 262 | $ 198 | ||
Lease Agreement [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Lease Agreement Entry Date | October 2017 | October 2017 | October 2014 | |
Lease Agreement Term | 45 months | 45 months | ||
Monthly Rental Payments Agreed | $ 5 | |||
Operating Leases, Rent Expense | $ 11 | ₪ 40,000 | ||
Area of Land | m² | 220 | |||
Lessee, Operating Lease, Term of Contract | 63 months |
SHORT TERM DEPOSITS (Details Te
SHORT TERM DEPOSITS (Details Textual) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash and Cash Equivalents [Line Items] | ||
Maturity of Time Deposits | 8 months | 8 months |
Minimum [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Percentage of Interest Bearing Bank Deposits | 0.05% | 0.05% |
Maximum [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Percentage of Interest Bearing Bank Deposits | 3.15% | 3.15% |
DEFERRED GRANT INCOME (Details
DEFERRED GRANT INCOME (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Jul. 31, 2017 | |
Grants Receivable | $ 15,912 | ||
California Institute Of Regenerative Medicine [Member] | |||
Proceeds from Grantors | $ 9,050 | $ 7,050 | |
Grants Receivable | 1,642 | $ 15,912 | |
Research and Development Arrangement, Contract to Perform for Others, Compensation Earned | $ 6,267 | $ 4,425 |
STOCK CAPITAL (Details)
STOCK CAPITAL (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Jul. 02, 2007 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Outstanding | 4,578,867 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3 | |
April-Oct 2009 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Outstanding | 20,000 | |
Warrant Exercisable Term | Apr-Oct-2019 | |
April-Oct 2009 [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.5 | |
April-Oct 2009 [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.005 | |
April 2007-Jan 2011 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Outstanding | 2,016,666 | |
Warrant Exercisable Term | Nov-2022 | |
April 2007-Jan 2011 [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4.35 | |
April 2007-Jan 2011 [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3 | |
Jun-2014 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Outstanding | 84,000 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4.5 | |
Warrant Exercisable Term | Jun-2019 | |
Jun-2018 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Class of Warrant or Right, Outstanding | 2,458,201 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 9 | |
Warrant Exercisable Term | Dec-2020 |
STOCK CAPITAL (Details 1)
STOCK CAPITAL (Details 1) - Restricted Stock [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Shares of Restricted Stock, Nonvested | 126,808 | 28,666 | |
Granted | 144,447 | 148,628 | |
Vested | 118,347 | 50,486 | |
Forfeitures | 0 | 0 | |
Number of Shares of Restricted Stock, Nonvested | 152,908 | 126,808 | 28,666 |
Weighted Average Grant Date Fair Value, Nonvested | $ 4.25 | $ 3.31 | |
Granted | 3.59 | 4.27 | |
Vested | 3.81 | 3.79 | |
Forfeitures | 0 | 0 | |
Weighted Average Grant Date Fair Value, Nonvested | $ 3.96 | $ 4.25 | $ 3.31 |
Weighted Average Remaining Contractual Term, Nonvested | 1 year 6 months 22 days | 1 year 3 months 22 days | 7 months 2 days |
STOCK CAPITAL (Details 2)
STOCK CAPITAL (Details 2) - Stock Option Member - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Option life (years) | 10 years | |
Dividend yield | 0.00% | 0.00% |
Weighted average fair value of stock options granted | $ 2.58 | $ 2.29 |
Maximum [Member] | ||
Option life (years) | 10 years | |
Risk free interest rate(max) | 2.87% | 2.13% |
Expected volatility(max) | 66.00% | 70.00% |
Expected life of up to (years) | 5 years 6 months | 5 years 6 months |
Minimum [Member] | ||
Option life (years) | 2 years | |
Risk free interest rate(min) | 2.77% | 0.97% |
Expected volatility(min) | 65.00% | 54.00% |
Expected life of up to (years) | 5 years 3 months | 1 year |
STOCK CAPITAL (Details 3)
STOCK CAPITAL (Details 3) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Amount of options, Outstanding at beginning of period | 940,954 | |
Amount of options, Outstanding at end of period | 1,496,287 | 940,954 |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Amount of options, Outstanding at beginning of period | 940,954 | 874,841 |
Amount of options, Granted | 588,665 | 240,446 |
Amount of options, Exercised | 0 | (129,888) |
Amount of options, Cancelled | (33,332) | (44,445) |
Amount of options, Outstanding at end of period | 1,496,287 | 940,954 |
Amount of options, Vested and expected-to-vest at end of period | 840,579 | 811,824 |
Weighted average exercise price, Outstanding at beginning of period (in dollars per share) | $ 2.4681 | $ 2.1258 |
Weighted average exercise price, Granted (in dollars per share) | 3.8706 | 3.5178 |
Weighted average exercise price, Exercised (in dollars per share) | 0 | 3.9175 |
Weighted Average exercise Price, Cancelled (in dollars per share) | 0 | 1.6104 |
Weighted average exercise price, Outstanding at end of period (in dollars per share) | 3.0581 | 2.4681 |
Weighted average exercise price, Vested and expected-to-vest at end of period (in dollars per share) | $ 2.3765 | $ 2.3317 |
Aggregate intrinsic value, Outstanding at end of period (in dollars) | $ 735,992 | $ 1,366,213 |
Aggregate intrinsic value, Vested and expected-to-vest at end of period (in dollars) | $ 986,447 | $ 1,289,457 |
STOCK CAPITAL (Details 4)
STOCK CAPITAL (Details 4) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options outstanding at end of period | 1,496,287 | 940,954 |
Weighted average remaining contractual Life Years | 7 years 3 months 25 days | 6 years 7 months 2 days |
Options exercisable | 840,579 | 811,824 |
Exercise Price 0.75 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 0.75 | |
Options outstanding at end of period | 218,666 | 213,333 |
Weighted average remaining contractual Life Years | 7 years 8 months 23 days | 6 years 11 months 26 days |
Options exercisable | 183,222 | 177,889 |
Exercise Price 1.005 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 1.005 | |
Options outstanding at end of period | 5,333 | 5,333 |
Weighted average remaining contractual Life Years | 6 months | 1 year 6 months |
Options exercisable | 5,333 | 5,333 |
Exercise Price 2.25 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 2.25 | |
Options outstanding at end of period | 69,889 | 69,889 |
Weighted average remaining contractual Life Years | 2 years 6 months 25 days | 3 years 6 months 25 days |
Options exercisable | 69,889 | 69,889 |
Exercise Price 2.45 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 2.45 | |
Options outstanding at end of period | 369,619 | 369,619 |
Weighted average remaining contractual Life Years | 6 years 9 months | 7 years 9 months |
Options exercisable | 369,619 | 369,619 |
Exercise Price 2.70 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 2.70 | |
Options outstanding at end of period | 82,667 | 82,667 |
Weighted average remaining contractual Life Years | 4 years 7 months 24 days | 5 years 7 months 24 days |
Options exercisable | 82,667 | 82,667 |
Exercise Price 3.90 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 3.90 | |
Options outstanding at end of period | 15,000 | 15,000 |
Weighted average remaining contractual Life Years | 3 years 7 months 2 days | 4 years 7 months 2 days |
Options exercisable | 15,000 | 15,000 |
Exercise Price 3.98 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 3.98 | |
Options outstanding at end of period | 200,000 | 0 |
Weighted average remaining contractual Life Years | 9 years 7 months 28 days | |
Options exercisable | 0 | 0 |
Exercise Price 4.11 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 4.11 | |
Options outstanding at end of period | 200,000 | 0 |
Weighted average remaining contractual Life Years | 9 years 6 months 29 days | |
Options exercisable | 0 | 0 |
Exercise Price 4.18 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 4.18 | |
Options outstanding at end of period | 47,847 | 47,847 |
Weighted average remaining contractual Life Years | 2 months 5 days | 1 year 2 months 5 days |
Options exercisable | 47,847 | 47,847 |
Exercise Price 4.21 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 4.21 | |
Options outstanding at end of period | 150,000 | 0 |
Weighted average remaining contractual Life Years | 9 years 6 months 11 days | |
Options exercisable | 0 | 0 |
Exercise Price 4.3 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 4.3 | |
Options outstanding at end of period | 93,686 | 93,686 |
Weighted average remaining contractual Life Years | 8 years 10 months 20 days | 9 years 10 months 20 days |
Options exercisable | 23,422 | 0 |
Exercise Price 4.80 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 4.80 | |
Options outstanding at end of period | 2,000 | 2,000 |
Weighted average remaining contractual Life Years | 1 year 1 month 10 days | 2 years 1 month 10 days |
Options exercisable | 2,000 | 2,000 |
Exercise Price 4.81 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price (in dollars per share) | $ 4.81 | |
Options outstanding at end of period | 41,580 | 41,580 |
Weighted average remaining contractual Life Years | 6 months 22 days | 1 year 6 months 22 days |
Options exercisable | 41,580 | 41,580 |
STOCK CAPITAL (Details 5)
STOCK CAPITAL (Details 5) - Employee Stock Option [Member] | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | 0.00% |
Expected life of up to (years) | 5 years 6 months | 5 years 6 months |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 65.00% | 67.00% |
Risk-free interest | 2.77% | 0.97% |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 66.00% | 70.00% |
Risk-free interest | 2.87% | 2.13% |
STOCK CAPITAL (Details 6)
STOCK CAPITAL (Details 6) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 1,019 | $ 616 |
Research and development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 175 | 164 |
General and administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 844 | $ 452 |
STOCK CAPITAL (Details Textual)
STOCK CAPITAL (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Aug. 01, 2018 | Jul. 09, 2018 | Jun. 06, 2018 | Mar. 06, 2018 | Jul. 13, 2017 | Mar. 06, 2017 | Jan. 08, 2015 | Jun. 13, 2014 | Jul. 02, 2007 | Nov. 30, 2018 | Nov. 29, 2018 | Oct. 03, 2018 | Aug. 28, 2018 | Jul. 30, 2018 | Feb. 26, 2018 | Feb. 01, 2018 | Jan. 02, 2018 | Nov. 20, 2017 | Aug. 17, 2017 | Jul. 26, 2017 | Mar. 06, 2017 | Jun. 06, 2014 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Proceeds from issuance of Common stock, net | $ 59,000 | ||||||||||||||||||||||||
Warrants Issued To Purchase Of Common Stock | 672,222 | ||||||||||||||||||||||||
Investment Warrants, Exercise Price | $ 5.22 | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ 12,040 | $ 12,040 | $ 0 | ||||||||||||||||||||||
Issuance of Stock and Warrants for Services or Claims | $ 102 | 62 | |||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3 | ||||||||||||||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 2,080,755 | ||||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 4,578,867 | ||||||||||||||||||||||||
Stock or Unit Option Plan Expense | $ 917 | 554 | |||||||||||||||||||||||
Share-based Compensation | $ 1,019 | $ 616 | |||||||||||||||||||||||
2015 Warrant [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services | 2,458,201 | ||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ 12,291 | $ 4,408 | |||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 5 | ||||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 899,999 | ||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,458,201 | ||||||||||||||||||||||||
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 | ||||||||||||||||||||||||
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 | 6,524 | 11,250 | |||||||||||||||||||||||
Consultants [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 24,519 | ||||||||||||||||||||||||
Restricted Stock [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 144,447 | 148,628 | |||||||||||||||||||||||
Share-based Compensation | $ 506 | $ 361 | |||||||||||||||||||||||
Restricted Stock [Member] | Consultants [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 4,327 | ||||||||||||||||||||||||
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] | |||||||||||||||||||||||||
Investment Warrants, Exercise Price | $ 0.75 | ||||||||||||||||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 47,847 | ||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 4.18 | ||||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 13,333 | ||||||||||||||||||||||||
Chief Operating 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, Equity Instruments Other than Options, Grants in Period | 35,885 | 35,885 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | ||||||||||||||||||||||||
Chief Executive 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 | 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, Equity Instruments Other than Options, Grants in Period | 31,185 | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | ||||||||||||||||||||||||
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 | ||||||||||||||||||||||||
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, Equity Instruments Other than Options, Grants in Period | 25,000 | ||||||||||||||||||||||||
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 | ||||||||||||||||||||||||
Vice Presidents [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 11,198 | ||||||||||||||||||||||||
Chief Commercial 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 | 200,000 | ||||||||||||||||||||||||
Shares Issued, Price Per Share | $ 3.98 | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | ||||||||||||||||||||||||
Vice President [Member] | Restricted Stock [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 9,924 | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | ||||||||||||||||||||||||
Joseph Petroziello [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 | 200,000 | ||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 4.11 | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | ||||||||||||||||||||||||
Susan Ward [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 | 150,000 | ||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 4.21 | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, 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, Options, Grants In Period, Gross | 588,665 | 240,446 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 4,000,000 | ||||||||||||||||||||||||
Maxim Group LLC [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Warrants Issued To Purchase Of Common Stock | 38,200 | ||||||||||||||||||||||||
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 | ||||||||||||||||||||||||
Related Party [Member] | Dr Anthony Polverino [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 2,000 | ||||||||||||||||||||||||
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] | Dr Anthony Polverino [Member] | GNC Commitee [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 1,667 | ||||||||||||||||||||||||
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 | ||||||||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Forfeited | 2,805 | ||||||||||||||||||||||||
Related Party [Member] | Malcolm Taub [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 12,000 | ||||||||||||||||||||||||
Related Party [Member] | Chen Schor [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 2,000 | ||||||||||||||||||||||||
Related Party [Member] | Irit Arbel [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 | 25,333 | ||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.75 | ||||||||||||||||||||||||
Private Placement [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Warrant Amendment Agreement,Description | (i) the ACCBT Entities existing right to appoint 50.1% of the Board of Directors of the Company and its subsidiaries was reduced to 30%; (ii) the ACCBT Entities’ consent rights regarding Company matters pursuant to the ACCBT Documents were limited to transactions greater than $500,000 (previous to the amendment the consent right was for transactions of $25,000 or more); and (iii) the expiration date of each of the ACCBT Warrants was extended until November 5, 2022 (the previous expiration date was November 5, 2017). | ||||||||||||||||||||||||
Private Placement [Member] | Investment Agreement [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,920,461 | ||||||||||||||||||||||||
Warrants Issued To Purchase Of Common Stock | 2,016,666 | ||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 5,000 | ||||||||||||||||||||||||
Warrants Expired | 337,333 | ||||||||||||||||||||||||
Private Placement [Member] | Restricted Stock [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 | ||||||||||||||||||||||||
Private Placement [Member] | Chief Executive 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 | 41,580 | ||||||||||||||||||||||||
Private Placement [Member] | Warrant Issued One [Member] | Investment Agreement [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4.35 | ||||||||||||||||||||||||
Private Placement [Member] | Unregistered Shares of Common Stock [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Proceeds from issuance of Common stock, net | $ 12,400 | ||||||||||||||||||||||||
Investors Private Placement [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 2,800,000 | ||||||||||||||||||||||||
Proceeds from issuance of Common stock, net | $ 13,300 | $ 10,500 | |||||||||||||||||||||||
Warrants Issued To Purchase Of Common Stock | 2,546,667 | 2,800,000 | |||||||||||||||||||||||
Shares Issued, Price Per Share | $ 3.75 | ||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 5.22 | ||||||||||||||||||||||||
Warrants Excercised | 2,546,667 | ||||||||||||||||||||||||
Investors Private Placement [Member] | Investment Agreement [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Investment Warrants, Exercise Price | $ 5.22 | ||||||||||||||||||||||||
Investors Private Placement [Member] | Unregistered Shares of Common Stock [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Warrants Issued To Purchase Of Common Stock | 3,858,200 | ||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6.50 |
RESEARCH AND DEVELOPMENT, NET_2
RESEARCH AND DEVELOPMENT, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Research and Development Arrangement [Line Items] | ||
Research and development | $ 16,330 | $ 6,795 |
Research and Development Expense | 8,293 | 977 |
California Institute Of Regenerative Medicine [Member] | ||
Research and Development Arrangement [Line Items] | ||
Less : Participation | (6,267) | (4,425) |
Israel Innovation Authorities [Member] | ||
Research and Development Arrangement [Line Items] | ||
Less : Participation | $ (1,770) | $ (1,393) |
TAXES ON INCOME (Details)
TAXES ON INCOME (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Line Items] | ||
Operating loss carryforward | $ 57,768 | $ 51,107 |
Net deferred tax asset before valuation allowance | 15,916 | 14,090 |
Valuation allowance | (15,916) | (14,090) |
Net deferred tax asset | $ 0 | $ 0 |
TAXES ON INCOME (Details 1)
TAXES ON INCOME (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Line Items] | ||
United States | $ (3,617) | $ (2,532) |
Israel | (10,331) | (2,420) |
Loss from continuing operations, before taxes on income | $ (13,948) | $ (4,952) |
TAXES ON INCOME (Details Textua
TAXES ON INCOME (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 21.00% | |
Israel Country [Member] | |||
Income Tax Disclosure [Line Items] | |||
BCT Income Tax rate | 23.00% | 24.00% | 25.00% |
Operating Loss Carryforwards, Valuation Allowance | $ 15,916 | ||
Tax Credit Carryforward, Amount | $ 57,768 | ||
Tax Credit Carryforward Expiration Period | 20 years |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | Mar. 24, 2019 | Mar. 22, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jul. 31, 2017 |
Grants Receivable | $ 15,912,000 | ||||
California Institute Of Regenerative Medicine [Member] | |||||
Proceeds from Grantors | $ 9,050,000 | $ 7,050,000 | |||
Grants Receivable | $ 1,642,000 | $ 15,912,000 | |||
California Institute Of Regenerative Medicine [Member] | Subsequent Event [Member] | |||||
Proceeds from Grantors | $ 12,550,000 | $ 3,500 |