Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 04, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-12830 | |
Entity Registrant Name | Lineage Cell Therapeutics, Inc. | |
Entity Central Index Key | 0000876343 | |
Entity Tax Identification Number | 94-3127919 | |
Entity Incorporation, State or Country Code | CA | |
Entity Address, Address Line One | 2173 Salk Avenue | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Carlsbad | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92008 | |
City Area Code | 442 | |
Local Phone Number | 287-8990 | |
Title of 12(b) Security | Common shares | |
Trading Symbol | LCTX | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 169,976,335 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
CURRENT ASSETS | |||
Cash and cash equivalents | $ 24,752 | $ 55,742 | |
Marketable securities (Notes 4 and 5) | 41,603 | 2,616 | |
Accounts and grants receivable, net (Note 3) | 434 | 50,840 | |
Prepaid expenses and other current assets | 1,720 | 2,351 | |
Total current assets | 68,509 | 111,549 | |
NONCURRENT ASSETS | |||
Property and equipment, net (Notes 6 and 14) | 4,652 | 4,872 | |
Deposits and other long-term assets | 591 | 630 | |
Goodwill | [1] | 10,672 | 10,672 |
Intangible assets, net | 46,724 | 46,822 | |
TOTAL ASSETS | 131,148 | 174,545 | |
CURRENT LIABILITIES | |||
Accounts payable and accrued liabilities | 9,807 | 27,969 | |
Lease liabilities, current portion (Note 14) | 543 | 801 | |
Financing lease, current portion (Note 14) | 25 | 30 | |
Deferred revenues (Note 3) | 12,364 | 18,119 | |
Liability classified warrants, current portion | 197 | ||
Total current liabilities | 22,739 | 47,116 | |
LONG-TERM LIABILITIES | |||
Deferred tax liability | 2,076 | 2,076 | |
Deferred revenues, net of current portion (Note 3) | 26,544 | 32,454 | |
Lease liability, net of current portion (Note 14) | 2,216 | 1,941 | |
Financing lease, net of current portion (Note 14) | 16 | 30 | |
Liability classified warrants and other long-term liabilities | 4 | 30 | |
TOTAL LIABILITIES | 53,595 | 83,647 | |
Commitments and contingencies (Note 14) | |||
SHAREHOLDERS’ EQUITY | |||
Preferred shares, no par value, authorized 2,000 shares; none issued and outstanding as of September 30, 2022 and December 31, 2021 | |||
Common shares, no par value, 250,000 shares authorized; 169,886 and 169,477 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 439,148 | 434,529 | |
Accumulated other comprehensive loss | (3,184) | (5,211) | |
Accumulated deficit | (357,016) | (337,097) | |
Lineage Cell Therapeutics, Inc. shareholders’ equity | 78,948 | 92,221 | |
Noncontrolling (deficit) | (1,395) | (1,323) | |
Total shareholders’ equity | 77,553 | 90,898 | |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 131,148 | $ 174,545 | |
[1]Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 14 (Commitments and Contingencies) for additional information on the Asterias Merger). |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, no par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, no par value | $ 0 | $ 0 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 169,886,335 | 169,477,347 |
Common stock, shares outstanding | 169,886,335 | 169,477,347 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
REVENUES: | ||||
Collaboration revenues | $ 2,592 | $ 293 | $ 11,605 | $ 506 |
Royalties | 406 | 1,909 | 1,183 | 2,430 |
Grant revenues | 68 | 237 | ||
Total revenues | 2,998 | 2,270 | 12,788 | 3,173 |
Cost of sales | (235) | (985) | (626) | (1,222) |
Gross profit | 2,763 | 1,285 | 12,162 | 1,951 |
OPERATING EXPENSES: | ||||
Research and development | 3,592 | 2,811 | 9,883 | 9,136 |
General and administrative | 4,422 | 5,317 | 18,160 | 13,788 |
Total operating expenses | 8,014 | 8,128 | 28,043 | 22,924 |
Loss from operations | (5,251) | (6,843) | (15,881) | (20,973) |
OTHER INCOME/(EXPENSES): | ||||
Interest income (expense), net | 384 | 1 | 435 | (1) |
Gain on sale of marketable securities | 6,024 | |||
Unrealized loss on marketable equity securities | (233) | (2,450) | (1,677) | (621) |
Gain on extinguishment of debt | 523 | |||
Gain on revaluation of warrant liability | 53 | 223 | 105 | |
Other income (expense), net | (475) | 393 | (2,550) | (318) |
Total other income/(expense), net | (324) | (2,003) | (3,569) | 5,712 |
LOSS BEFORE INCOME TAXES | (5,575) | (8,846) | (19,450) | (15,261) |
Income tax (expense)/benefit | (541) | 1,012 | (541) | 1,181 |
NET LOSS | (6,116) | (7,834) | (19,991) | (14,080) |
Net loss attributable to noncontrolling interest | 47 | 11 | 72 | 51 |
NET LOSS ATTRIBUTABLE TO LINEAGE CELL THERAPEUTICS, INC. | $ (6,069) | $ (7,823) | $ (19,919) | $ (14,029) |
NET LOSS PER COMMON SHARE: | ||||
BASIC | $ (0.04) | $ (0.05) | $ (0.12) | $ (0.09) |
DILUTED | $ (0.04) | $ (0.05) | $ (0.12) | $ (0.09) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING: | ||||
BASIC | 169,786 | 167,624 | 169,722 | 163,120 |
DILUTED | 169,786 | 167,624 | 169,722 | 163,120 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
NET LOSS | $ (6,116) | $ (7,834) | $ (19,991) | $ (14,080) |
Other comprehensive loss, net of tax: | ||||
Foreign currency translation adjustment, net of tax | 323 | (382) | 2,177 | 234 |
Unrealized loss on marketable debt securities | (150) | (150) | ||
COMPREHENSIVE LOSS | (5,943) | (8,216) | (17,964) | (13,846) |
Less: Comprehensive loss attributable to noncontrolling interest | 47 | 11 | 72 | 51 |
COMPREHENSIVE LOSS ATTRIBUTABLE TO LINEAGE CELL THERAPEUTICS, INC. COMMON SHAREHOLDERS | $ (5,896) | $ (8,205) | $ (17,892) | $ (13,795) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss attributable to Lineage Cell Therapeutics, Inc. | $ (19,919) | $ (14,029) |
Net loss allocable to noncontrolling interest | (72) | (51) |
Adjustments to reconcile net loss attributable to Lineage Cell Therapeutics, Inc. to net cash provided by (used in) operating activities: | ||
Gain on sale of marketable securities | (6,024) | |
Unrealized loss on marketable equity securities | 1,677 | 621 |
Gain on extinguishment of debt | (523) | |
Depreciation expense, including amortization of leasehold improvements | 441 | 504 |
Change in right-of-use assets and liabilities | (24) | 19 |
Amortization of intangible assets | 113 | 178 |
Accretion of income on marketable debt securities | (186) | |
Stock-based compensation | 3,328 | 2,601 |
Common stock issued for services | 202 | |
Gain on revaluation of warrant liability | (223) | (105) |
Deferred tax benefit | (1,181) | |
Foreign currency remeasurement and other gain | 2,668 | 295 |
Changes in operating assets and liabilities: | ||
Accounts and grants receivable (Note 3) | 50,206 | (104) |
Prepaid expenses and other current assets | 517 | (1,229) |
Accounts payable and accrued liabilities (Note 8) | (17,573) | 354 |
Deferred revenue and other liabilities (Note 3) | (11,591) | 784 |
Net cash provided by (used in) operating activities | 9,362 | (17,688) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of marketable debt securities | (40,628) | |
Proceeds from the sale of OncoCyte common shares | 10,064 | |
Proceeds from the sale of HBL common shares | 21 | |
Purchase of equipment | (429) | (194) |
Net cash (used in) provided by investing activities | (41,057) | 9,891 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from employee options exercised | 506 | 6,269 |
Common shares received and retired for employee taxes paid | (17) | (41) |
Proceeds from exercise of subsidiary warrants, net | 991 | |
Proceeds from sale of common shares | 148 | 30,741 |
Payments for offering costs | (95) | (980) |
Repayment of lease liability | (23) | (13) |
Net cash provided by financing activities | 1,510 | 35,976 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (795) | (34) |
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (30,980) | 28,145 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | ||
At beginning of the period | 56,277 | 33,183 |
At end of the period | 25,297 | 61,328 |
SUPPLEMENTAL DISCLOSURES | ||
Cash paid for interest | $ 13 | $ 12 |
Organization and Business Overv
Organization and Business Overview | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Overview | 1. Organization and Business Overview Lineage Cell Therapeutics, Inc. (“Lineage,” “we,” “us,” or “our”) is a clinical-stage biotechnology company developing novel cell therapies to address unmet medical needs. Our programs are based on our proprietary cell-based technology and associated development and manufacturing capabilities. From this platform, we design, develop, and manufacture specialized human cells with anatomical and physiological functions similar, or identical to, cells found naturally in the human body. These cells which we manufacture are created by developmental differentiation protocols that we apply to established, well-characterized, and self-renewing pluripotent cell lines. These functional cells are transplanted into patients and are designed to (a) replace or support cells that are dysfunctional or absent due to degenerative disease or traumatic injury, or (b) help the body mount a more robust and effective immune response to cancer or infectious diseases. Our strategy is to efficiently leverage our technology platform and our development, formulation, delivery, and manufacturing capabilities to advance our cell therapy programs internally or in certain cases in conjunction with strategic partners to further enhance their value. As one example, in December 2021, we entered into a Collaboration and License Agreement (the “Roche Agreement”) with F. Hoffmann-La Roche Ltd and Genentech, Inc., a member of the Roche Group (collectively, “Roche”), wherein we granted to Roche exclusive worldwide rights to develop and commercialize retinal pigment epithelium (“RPE”) cell therapies, including our proprietary cell therapy program known as OpRegen ® 50.0 620.0 As of September 30, 2022, we have five allogeneic, or “off-the-shelf,” cell therapy programs in development, of which three have reached clinical testing: ● OpRegen ® ● OPC1 14.3 ● VAC ● ANP1 ● PNC1, We have additional, undisclosed product candidates being considered for development, which cover a range of therapeutic areas and unmet medical needs. Generally, these product candidates are based on the same pluripotent platform technology and employ a similar guided cell differentiation and transplant approach as the five product candidates detailed above, but in some cases may also include genetic modifications designed to enhance efficacy and safety profiles. In addition to seeking to create value for shareholders by developing product candidates and other technologies through our clinical development programs, we also may seek to create value from our large patent estate and related technologies through partnering and/or strategic transactions. In addition to the Roche Agreement, we founded two companies based on Lineage’s intellectual property that later became publicly traded companies: OncoCyte Corporation (“OncoCyte”) and AgeX Therapeutics, Inc. (“AgeX”). We continue to hold common stock in OncoCyte as of September 30, 2022. |
Basis of Presentation, Liquidit
Basis of Presentation, Liquidity and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation, Liquidity and Summary of Significant Accounting Policies | 2. Basis of Presentation, Liquidity and Summary of Significant Accounting Policies The unaudited condensed consolidated interim financial statements presented herein, and discussed below, have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. In accordance with those rules and regulations certain information and footnotes normally included in comprehensive consolidated financial statements have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 2021 was derived from the audited consolidated financial statements at that date, but does not include all the information and footnotes required by GAAP. These condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in Lineage’s Annual Report on Form 10-K for the year ended December 31, 2021 ( “2021 10-K”), as filed with the Securities and Exchange Commission (the “SEC”) on March 10, 2022. The accompanying condensed consolidated interim financial statements, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of Lineage’s financial condition and results of operations. The condensed consolidated results of operations are not necessarily indicative of the results to be expected for any other interim period or for the entire year. Principles of consolidation Lineage’s condensed consolidated interim financial statements include the accounts of its subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. The following table reflects Lineage’s ownership, directly or through one or more subsidiaries of the outstanding shares of its subsidiaries as of September 30, 2022. Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries Subsidiary Field of Business Lineage Ownership Country Asterias BioTherapeutics, Inc. Cell based therapeutics to treat neurological conditions and cancer 100 % USA Cell Cure Neurosciences Ltd. Manufacturing of Lineage’s product candidates 94 % (1)(2) Israel ES Cell International Pte. Ltd. Research and clinical grade cell lines 100 % Singapore OrthoCyte Corporation Research in orthopedic diseases and injuries 99.8 % USA (1) Includes shares owned by Lineage and ES Cell International Pte. Ltd. (2) As of December, 31, 2021 our ownership percentage of Cell Cure was approximately 99 21,999 94 As of September 30, 2022, Lineage consolidated its direct and indirect wholly owned or majority-owned subsidiaries because Lineage has the ability to control their operating and financial decisions and policies through its ownership, and the noncontrolling interest is reflected as a separate element of shareholders’ equity on Lineage’s consolidated balance sheets. Liquidity On September 30, 2022, we had $ 66.4 Capital Resources Since inception, we have incurred significant operating losses and have funded our operations primarily through the issuance of equity securities, the sale of common stock of our former subsidiaries, OncoCyte and AgeX, receipt of proceeds from research grants, revenues from collaborations, royalties from product sales, and sales of research products and services. Our projected cash flows are subject to various risks and uncertainties, including those described and referenced under Part II, Item 1A, “Risk Factors” of this Report. See the discussion in Management’s Discussion and Analysis of Financial Condition and Results of Operations under “Cash Flows” for additional information regarding our sources of cash during the reporting period. As of September 30, 2022, $ 63.8 We may use our marketable securities for liquidity as necessary and as market conditions allow. The market value of our marketable securities may not represent the amount that could be realized in a sale of such securities due to various market and regulatory factors, including trading volume, prevailing market conditions and prices at the time of any sale and subsequent sales of securities by the entities. In addition, the value of our marketable equity securities may be significantly and adversely impacted by deteriorating global economic conditions and the recent disruptions to and volatility in the credit and financial markets in the United States and worldwide resulting from the ongoing pandemics, including the COVID-19 pandemic, the conflict in Ukraine, rising inflation and interest rates, and other macroeconomic factors. Additional Capital Requirements Our financial obligations primarily consist of vendor contracts to provide research services and other purchase commitments with suppliers. In the normal course of business, we enter into services agreements with contract research organizations, contract manufacturing organizations and other third parties. Generally, these agreements provide for termination upon notice, with specified amounts due upon termination based on the timing of termination and the terms of the agreement. The amounts and timing of payments under these agreements are uncertain and contingent upon the initiation and completion of the services to be provided. Our commitments also include obligations to our licensors under our in-license agreements, which may include sublicense fees, milestones fees, royalties, and reimbursement of patent maintenance costs. Sublicense fees are payable to licensors when we sublicense underlying intellectual property to third parties; the fees are based on a percentage of the license fees we receive from sublicensees. Milestone payments are due to licensors upon our future achievement of certain development and regulatory milestones. Royalties are payable to licensors based on a percentage of net sales of licensed products. Patent maintenance costs are payable to licensors as reimbursement for the cost of maintaining of license patents. Due to the contingent nature of the payments, the amounts and timing of payments to licensors under our in-license agreements are uncertain and may fluctuate significantly from period to period. Significant Accounting Policies Marketable Debt Securities Lineage accounts for its holdings of U.S. Treasury securities in accordance with Accounting Standards Codification (“ASC”) 320-10-50, Debt Securities Lineage reviews all its investments for other-than-temporary declines in estimated fair value. Our review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, whether the Company has the intent to sell the security. If a credit loss does exist for available-for-sale debt securities and should be recognized, an allowance will be recorded rather than a write-down to the amortized costs basis. To date, no such credit losses have occurred or have been recorded. See Note 4 (Marketable Debt Securities) for additional information. Marketable Equity Securities Lineage accounts for the shares it holds in OncoCyte and Hadasit Bio-Holdings Ltd (“HBL”) as marketable equity securities in accordance with ASC 320-10-25, Investments – Debt and Equity Securities Financial Instruments–Overall: Recognition and Measurement of Financial Assets and Financial Liabilities The OncoCyte shares have a readily determinable fair values quoted on the NYSE American under trading symbol “OCX”. The HBL shares have a readily determinable fair value quoted on the Tel Aviv Stock Exchange (“TASE”) under the trading symbol “HDST” where share prices are denominated in New Israeli Shekels (NIS). See Note 5 (Marketable Equity Securities) for additional information. Revenue Recognition Lineage recognizes revenue in accordance with Financial Accounting Standards Board (“FASB”) ASU 2014-09 , Revenues from Contracts with Customers (Topic 606) In applying the provisions of ASU 2014-09, Lineage has determined that government grants are out of the scope of ASU 2014-09 because the government entities do not meet the definition of a “customer,” as defined by ASU 2014-09, as there is not considered to be a transfer of control of goods or services to the government entities funding the grant. In the absence of applicable guidance under GAAP, the Company’s policy is to recognize grant revenue when the related costs are incurred and the right to payment is realized. Costs incurred are recorded in research and development and general and administrative expenses on the accompanying statements of operations . Deferred grant revenues represent grant funds received from the governmental funding agencies for which the allowable expenses have not yet been incurred as of the latest balance sheet date reported. Royalties from Product Sales and License Fees For agreements that include sales-based royalties, including commercial milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, Lineage recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Lineage estimates and recognizes royalty revenues based on all available information, including estimates provided by the customer or licensee from which Lineage obtains such estimates directly for each reporting period. Actual revenues ultimately received may differ from those estimates recorded and are adjusted in the period when information to actuals is available to Lineage. Collaborative Agreements In December 2021, Lineage entered into the Roche Agreement for the development and commercialization of OpRegen. Under the terms of the Roche Agreement, Roche agreed to pay Lineage a $ 50.0 620.0 In April 2021, Lineage entered a worldwide license and collaboration agreement with Immunomic Therapeutics, Inc. for the development and commercialization of an allogeneic version of an immunomic oncology target utilizing the VAC platform. Under the terms of this agreement, Lineage is entitled to upfront licensing fees totaling up to $ 2.0 67.0 10 As of September 30, 2022, we recorded $ 38.1 0.8 2.6 11.6 We review collaborative agreements to determine if the accounting treatment falls under Accounting Standards Codification, Topic 606, Revenue from Contracts with Customers , Topic 808, Collaborative Arrangements The terms of our collaborative agreements typically include one or more of the following: (i) upfront fees; (ii) milestone payments related to achievement of development or commercial milestones; (iii) royalties on net sales of licensed products; and (iv) reimbursement of cost-sharing of research and development (“R&D”) expenses. Each of these payments eventually result in collaboration revenues. When a portion of non-refundable upfront fees or other payments received are allocated to continuing performance obligations under the terms of a collaborative agreement, they are recorded as deferred revenue and recognized as collaboration revenue when (or as) the underlying performance obligation is satisfied. To identify the performance obligations within the collaboration agreements, we first identify all the promises in the contract (i.e. explicit and implicit), which may include a customer option to acquire additional goods or services for free or at a discount. We exclude any immaterial promises from the assessment of identifying performance obligations. When an option is identified as providing a customer with a material right, the option is identified as a performance obligation. A portion of the transaction price is then allocated to the option and recognized when (or as) the future goods or services related to the option are provided, or when the option expires. As part of the accounting treatment for these agreements, we must develop estimates and assumptions that require judgement to determine the underlying stand-alone selling price for each performance obligation which determines how the transaction price is allocated among the performance obligations. The following items are estimated in the calculation of the stand-alone selling price: forecasted revenues and development costs, development timelines, discount rates and probabilities of technical and regulatory success. We evaluate each performance obligation to determine if they can be satisfied at a point in time or over time, and we measure the services delivered to our collaboration partners each reporting period, which is based on the progress of the related program. If necessary, we adjust the measure of performance and related revenue recognition. Any such adjustments are recorded on a cumulative catch-up basis which would affect revenue and net income (loss) in the period of adjustment. In addition, variable consideration (e.g., milestone payments) must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price. Upfront Fees: Milestone Payments: Royalties: Reimbursement, cost-sharing payments: Accounts and Grant Receivable, net Net accounts receivable amounted to $ 0.4 50.6 0.1 Basic and diluted net income (loss) per share attributable to common shareholders Basic earnings per share is calculated by dividing net income or loss attributable to Lineage common shareholders by the weighted average number of common shares outstanding, net of unvested restricted stock or restricted stock units, subject to repurchase by Lineage, if any, during the period. Diluted earnings per share is calculated by dividing the net income or loss attributable to Lineage common shareholders by the weighted average number of common shares outstanding, adjusted for the effects of potentially dilutive common shares issuable under outstanding stock options and warrants, using the treasury-stock method, convertible preferred stock, if any, using the if-converted method, and treasury stock held by subsidiaries, if any. For the three and nine months ended September 30, 2022 and 2021, respectively, Lineage reported a net loss attributable to common shareholders, and therefore, all potentially dilutive common shares were considered antidilutive for those periods. The following common share equivalents were excluded from the computation of diluted net loss per common share for the periods presented because including them would have been antidilutive (in thousands): Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share Nine Months Ended 2022 2021 Stock options 17,972 17,207 Restricted stock units 939 46 Cash and cash equivalents Lineage considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of September 30, 2022 and December 31, 2021, Lineage had $ 14.7 52.3 Restricted Cash In accordance with ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheet dates that comprise the total of the same such amounts shown in the condensed consolidated statements of cash flows for all periods presented herein (in thousands): Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash September 30, December 31, (unaudited) Cash and cash equivalents $ 24,752 $ 55,742 Restricted cash included in deposits and other current assets (see Note 14 (Commitments and Contingencies)) 545 535 Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows $ 25,297 $ 56,277 Stock-Based Compensation Lineage follows accounting standards governing share-based payments in accordance with ASC 718, Compensation – Stock Compensation For employee and director stock options, we utilize the Black-Scholes option pricing model for valuing share-based payment awards. Lineage’s determination of fair value of share-based payment awards on the date of grant using that option-pricing model is affected by the price of Lineage’s common shares as well as by assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, expected stock price volatility over the term of the awards, and the expected term of options granted, which is derived using the simplified method, which is an average of the contractual term of the option and its vesting period, as we do not have sufficient historical exercise data upon which to estimate expected term. The risk-free rate is based on the U.S. Treasury yield in effect at the time of grant for zero coupon U.S. Treasury notes with maturities similar to the expected term of the awards. Stock option forfeitures are accounted for as they occur. For restricted stock unit awards (“RSUs”) subject to service and/or performance vesting conditions, the grant-date fair value is established based on the closing price of Lineage’s common shares on such date. Stock-based compensation expense for RSUs subject to only service conditions is recognized on a straight-line basis over the service period. Stock-based compensation expense for RSUs with both service and performance conditions is recognized on a graded basis only if it is probable that the performance condition will be achieved. Lineage accounts for forfeitures of RSUs as they occur in determining stock-based compensation expense. For RSUs subject to a market condition, the grant-date fair value is estimated using a Monte Carlo valuation model. The model is based on random projections of stock price paths and must be repeated numerous times to achieve a probabilistic assessment. Lineage recognizes stock-based compensation expense for RSUs subject to market-based vesting conditions regardless of whether it becomes probable that the vesting conditions will be achieved, and stock-based compensation expense for such RSUs is not reversed if vesting does not actually occur. Although the fair value of employee stock options and RSUs are determined in accordance with FASB guidance, changes in the assumptions can materially affect the estimated value and therefore the amount of compensation expense recognized in the condensed consolidated interim financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted The following recently issued accounting pronouncement that is not yet effective should be read in conjunction with the recently issued accounting pronouncements discussed in the 2021 10-K. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 3. Revenue Our disaggregated revenues were as follows for the periods presented (in thousands): Schedule of Disaggregated Revenues Three Months Ended September, Nine Months Ended September 30, 2022 2021 2022 2021 Royalties $ 406 $ 1,909 $ 1,183 $ 2,430 Grant revenues Israel Innovation Authority (“IIA”) - 68 - 237 Total grant revenues - 68 - 237 Revenues from collaborative agreements Upfront license fees 2,592 36 11,605 72 Event-based development milestones - 72 - 72 Reimbursements, cost-sharing payments - 185 - 362 Total revenues from collaborative agreements 2,592 293 11,605 506 Total revenue $ 2,998 $ 2,270 $ 12,788 $ 3,173 During the three months ended September 30, 2022, we recognized $ 3.0 2.6 50.0 During the nine months ended September 30, 2022, we recognized $ 12.8 11.6 50.0 We are recognizing the $ 50.0 Accounts receivable and other receivable, net, and deferred revenues (contract liabilities) from contracts with customers, including collaboration partners, consisted of the following (in thousands): Schedule of Contract with Customer Contract Liability and Receivable September 30, 2022 December 31, 2021 (unaudited) Accounts receivable and other receivable, net (1)(2) $ 435 $ 50,640 Deferred revenues (2) 38,908 50,500 (1) Accounts receivable and other receivable, net, decreased primarily due to the receipt of the $ 50.0 (2) Excludes government grants as Lineage has determined government grants are outside the scope of ASU 2014-09 – Revenue from Contracts with Customers (Topic 606). As of September 30, 2022, the amounts in the transaction price of our contracts with customers, including collaboration partners, and allocated goods and services not yet provided were $ 40.5 38.9 1.6 38.9 12.4 |
Marketable Debt Securities
Marketable Debt Securities | 9 Months Ended |
Sep. 30, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Marketable Debt Securities | 4. Marketable Debt Securities The following table is a summary of available-for-sale debt securities in cash and cash equivalents or marketable securities in the Company’s condensed consolidated balance sheet as of September 30, 2022 (in thousands): Summary of Available for Sale Debt Securities September 30, 2022 Financial Assets: Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. Treasury securities $ 48,646 $ 1 $ (151 ) $ 48,496 Total 48,646 1 (151 ) 48,496 The Company has not recognized an allowance for credit losses on any securities in an unrealized loss position as of September 30, 2022. We believe that the individual unrealized losses represent temporary declines resulting from changes in interest rates, and we intend to hold these marketable securities to their maturity. As of September 30, 2022, the amortized cost and estimated fair value of the Company’s available-for-sale securities by contractual maturity are shown below (in thousands): Schedule of Amortized cost And Estimated fair Value Amortized Cost Estimated Fair Value (unaudited) Available-for-sale securities maturing: In one year or less $ 48,646 $ 48,496 Total available-for-sale securities 48,646 48,496 The Company currently does not intend to sell these securities prior to maturity and does not consider these investments to be other-than-temporarily impaired at September 30, 2022. As of September 30, 2022 the Company had $ 7.8 no |
Marketable Equity Securities
Marketable Equity Securities | 9 Months Ended |
Sep. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Equity Securities | 5. Marketable Equity Securities As of September 30, 2022, Lineage owned 1.1 0.8 0.73 As of December 31, 2021, Lineage owned 1.1 2.4 2.17 For the three months ended September 30, 2022, Lineage recorded a net unrealized loss on marketable equity securities of $ 0.2 2.5 For the nine months ended September 30, 2022, Lineage recorded a net unrealized loss on marketable equity securities of $ 1.6 6.0 0.6 All share prices are determined based on the closing price of OncoCyte common stock on the NYSE American on the last day of the applicable quarter, or the last trading day of the applicable quarter, if the last day of a quarter fell on a day that was not a trading day. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 6. Property and Equipment, Net At September 30, 2022 and December 31, 2021, property and equipment, net was comprised of the following (in thousands): Schedule of Property and Equipment, Net September 30, 2022 December 31, 2021 (unaudited) Equipment, furniture and fixtures $ 3,389 $ 3,472 Leasehold improvements 2,338 2,539 Right-of-use assets 4,737 4,163 Accumulated depreciation and amortization (5,812 ) (5,302 ) Property and equipment, net $ 4,652 $ 4,872 Property and equipment, net at September 30, 2022 and December 31, 2021, includes $ 79,000 Depreciation and amortization expense amounted to $ 145,000 165,000 441,000 504,000 |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | 7. Goodwill and Intangible Assets, Net At September 30, 2022 and December 31, 2021, goodwill and intangible assets, net consisted of the following (in thousands): Schedule of Goodwill and Intangible Assets Net September 30, 2022 December 31, (unaudited) Goodwill (1) $ 10,672 $ 10,672 Intangible assets: Acquired IPR&D – OPC1 (from the Asterias Merger) (2) $ 31,700 $ 31,700 Acquired IPR&D – VAC (from the Asterias Merger) (2) 14,840 14,840 Intangible assets subject to amortization: Acquired patents 18,953 18,953 Acquired royalty contracts (3) 650 650 Total intangible assets 66,143 66,143 Accumulated amortization (4) (19,419 ) (19,321 ) Intangible assets, net $ 46,724 $ 46,822 (1) Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 14 (Commitments and Contingencies) for additional information on the Asterias Merger). (2) Asterias had two in-process research and development (“IPR&D”) intangible assets that were valued at $ 46.5 31.7 14.8 (3) Asterias had royalty cash flows under certain specific patent families it acquired from Geron Corporation. Such patents are expected to continue to generate revenue, are not used in the OPC1 or the VAC platform and are considered to be separate long-lived intangible assets under ASC 805. (4) As of September 30, 2022 acquired patents were fully amortized and the acquired royalty contracts had a remaining unamortized balance of approximately $ 184,000 Lineage amortizes its intangible assets over an estimated period of 5 10 33,000 33,000 98,000 178,000 Amortization of intangible assets for periods subsequent to September 30, 2022 is as follows (in thousands): Schedule of Intangible Assets Future Amortization Expenses Year Ended December 31, Amortization 2022 $ 32 2023 130 2024 22 Total $ 184 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | 8. Accounts Payable and Accrued Liabilities At September 30, 2022 and December 31, 2021, accounts payable and accrued liabilities consisted of the following (in thousands): Schedule of Accounts Payable and Accrued Liabilities September 30, 2022 December 31, 2021 (unaudited) Accounts payable $ 2,865 $ 3,543 Accrued compensation 1,914 2,162 Accrued liabilities (1) 5,003 22,086 Other current liabilities 25 178 Total $ 9,807 $ 27,969 (1) The decrease in accrued liabilities was primarily due to a $21.0 million payment by Lineage in accordance with its obligations related to the Roche Agreement (see Note 14 (Commitments and Contingencies)), offset with accrual of litigation settlement amount of $3.5 million (see Note 14 (Commitments and Contingencies)) . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 9. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value (ASC 820-10-50), Fair Value Measurements and Disclosures ● Level 1 – Inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets. ● Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 – Inputs to the valuation methodology are unobservable; that reflect management’s own assumptions about the assumptions market participants would make and significant to the fair value. We have not transferred any instruments between the three levels of the fair value hierarchy. We measure our money market fund, marketable securities and our liability classified warrants at fair value on a recurring basis. The fair values of such assets were as follows at September 30, 2022 and December 31, 2021 (in thousands): Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis Fair Value Measurements Using Balance at Quoted Prices Significant Other Significant Assets: Money market fund (1) $ 6,909 $ 6,909 $ - $ - Marketable debt securities 48,496 48,496 Marketable equity securities 940 940 - - Liabilities: Warrants to purchase Cell Cure ordinary shares 4 - - 4 Fair Value Measurements Using Balance at Quoted Prices (Level 1) Significant Other (Level 2) Significant (Level 3) Assets: Money market fund (1) $ 52,324 $ 52,324 $ - $ - Marketable equity securities 2,616 2,616 - - Liabilities: Warrants to purchase Cell Cure ordinary shares 227 - - 227 (1) Included in cash and cash equivalents in the accompanying condensed consolidated balance sheet. In determining the fair value of the warrants to purchase ordinary shares of Cell Cure, Lineage utilizes a Black-Scholes pricing model that maximizes the use of observable inputs and minimizes the use of unobservable inputs to the extent possible, and also considers counterparty credit risk in its assessment of fair value. The significant unobservable inputs used in the fair value measurement of such warrants are volatility and share value. A significant increase or decrease in these inputs could result in a significantly higher or lower fair value measurements. The following table sets forth the establishment of the fair value of these warrants, as well as a summary of the changes in the fair value and other adjustments (in thousands): Schedule of Changes in Fair Value Cell Cure Warrants Balance as of December 31, 2021 $ 227 Change in fair value and other adjustments (223 ) Expiration of warrants - Balance as of September 30, 2022 $ 4 Lineage’s marketable equity securities includes the shares of stock of OncoCyte and HBL. Both of these securities have readily determinable fair values quoted on the NYSE American or TASE. These securities are measured at fair value and reported as current assets on the accompanying condensed consolidated balance sheets based on the closing trading price of the security as of the date being presented. The fair value of Lineage’s assets and liabilities, which qualify as financial instruments under FASB guidance regarding disclosures about fair value of financial instruments, approximate the carrying amounts presented in the accompanying consolidated balance sheets. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions In connection with the putative shareholder class action lawsuits filed in February 2019 and October 2019 challenging the Asterias Merger (see Note 14 (Commitments and Contingencies)), Lineage agreed to pay the expenses for the legal defense of Neal Bradsher, a member of the Lineage board of directors, Broadwood Partners, L.P., a shareholder of Lineage, and Broadwood Capital, Inc., which serves as the general partner of Broadwood Partners, L.P., all of which were named defendants in the lawsuits, prior to being dismissed. Through September 30, 2022, Lineage has incurred a total of approximately $ 620,000 |
Shareholders_ Equity
Shareholders’ Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Shareholders’ Equity | 11. Shareholders’ Equity Preferred Shares Lineage is authorized to issue 2,000,000 no no Common Shares Lineage is authorized to issue 250,000,000 no 169,886,335 169,477,347 At The Market Offering Program In May 2020, Lineage entered into a Controlled Equity Offering SM In March 2021, Lineage filed a prospectus supplement with the SEC in connection with the offer and sale of $ 25.0 In December 2021, Lineage filed a prospectus supplement with the SEC in connection with the offer and sale of up to $ 64.1 14.1 As of September 30, 2022, Lineage had sold 108,200 2.55 0.3 63.8 The shares offered under the December 2021 Prospectus Supplement are registered pursuant to Lineage’s effective shelf registration statement on Form S-3 (File No. 333-237975), which was filed with the SEC on May 1, 2020 and declared effective on May 8, 2020, and Lineage’s effective shelf registration statement on Form S-3 (File No. 333-254167), which was filed with the SEC on March 5, 2021 and declared effective on March 19, 2021. Lineage agreed to pay Cantor Fitzgerald a commission of 3.0 Reconciliation of Changes in Shareholders’ Equity The following tables document the changes in shareholders’ equity for the three and nine months ended September 30, 2022 and 2021 (unaudited and in thousands): Schedule of Shareholder’s Equity Shares Amount Shares Amount Deficit (Deficit) Income/(Loss) Equity Accumulated Preferred Shares Common Shares Noncontrolling Other Total Number of Number of Accumulated Interest/ Comprehensive Shareholders’ Shares Amount Shares Amount Deficit (Deficit) Income/(Loss) Equity BALANCE AT DECEMBER 31, 2021 - $ - 169,477 $ 434,529 $ (337,097 ) $ (1,323 ) $ (5,211 ) $ 90,898 Shares issued through ATM - - - - - - - - Shares issued for services - - - - - - - - Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (8 ) - - - (8 ) Shares issued upon exercise of stock options - - 240 189 - - - 189 Subsidiary warrant exercise - - - 2 - - - 2 Financing related fees - - - - - - - - Stock-based compensation - - - 1,106 - - - 1,106 Shares issues for retirement of stock warrants - - 20 2 2 Foreign currency translation gain - - - - - - 124 124 NET LOSS - - - - (7,087 ) (6 ) - (7,093 ) BALANCE AT MARCH 31, 2022 - $ - 169,727 $ 435,818 $ (344,184 ) $ (1,329 ) $ (5,087 ) $ 85,218 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (9 ) - - - (9 ) Shares issued upon exercise of stock options - - 11 10 - - - 10 Subsidiary warrant exercise, net - - - 97 - - - 97 Stock-based compensation - - - 1,235 - - - 1,235 Foreign currency translation gain - - - - - - 1,730 1,730 NET LOSS - - - - (6,763 ) (19 ) - (6,782 ) BALANCE AT JUNE 30, 2022 - $ - 169,748 $ 437,151 $ (350,947 ) $ (1,348 ) $ (3,357 ) $ 81,499 Shares issued upon exercise of stock options - - 138 118 - - - 118 Subsidiary warrant exercise, net - - - 892 - - - 892 Stock-based compensation - - - 987 - - - 987 Unrealized loss on marketable securities - - - - - - (150 ) (150 ) Foreign currency translation gain - - - - - - 323 323 NET LOSS - - - - (6,069 ) (47 ) - (6,116 ) BALANCE AT SEPTEMBER 30, 2022 - $ - 169,886 $ 439,148 $ (357,016 ) $ (1,395 ) $ (3,184 ) $ 77,553 Accumulated Preferred Shares Common Shares Noncontrolling Other Total Number of Number of Accumulated Interest/ Comprehensive Shareholders’ Shares Amount Shares Amount Deficit (Deficit) Income/(Loss) Equity BALANCE AT DECEMBER 31, 2020 - $ - 153,096 $ 393,944 $ (294,078 ) $ (1,072 ) $ (3,667 ) $ 95,127 Shares issued through ATM - - 7,941 19,008 - - - 19,008 Shares issued for services - - 78 202 - - - 202 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (12 ) - - - (12 ) Shares issued upon exercise of stock options - - 942 1,751 1,751 Financing related fees - - - (173 ) - - - (173 ) Stock-based compensation - - - 539 - - - 539 Foreign currency translation gain - - - - - - 1,576 1,576 NET LOSS - - - - (1,416 ) (32 ) - (1,448 ) BALANCE AT MARCH 31, 2021 - $ - 162,067 $ 415,259 $ (295,494 ) $ (1,104 ) $ (2,091 ) $ 116,570 Shares issued through ATM - - 2,824 7,874 - - - 7,874 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (15 ) - - - (15 ) Shares issued upon exercise of stock options - - 2,116 4,033 - - - 4,033 Financing related fees - - - (26 ) - - - (26 ) Stock-based compensation - - - 919 - - - 919 Shares issued for retirement of stock warrants - - 20 2 2 Foreign currency translation loss - - - - - - (960 ) (960 ) NET LOSS - - - - (4,788 ) (8 ) - (4,796 ) BALANCE AT JUNE 30, 2021 - $ - 167,037 $ 428,046 $ (300,282 ) $ (1,112 ) $ (3,051 ) $ 123,601 Beginning balance, value - $ - 167,037 $ 428,046 $ (300,282 ) $ (1,112 ) $ (3,051 ) $ 123,601 Shares issued through ATM - - 1,049 2,667 - - - 2,667 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (13 ) - - - (13 ) Shares issued upon exercise of stock options - - 369 485 - - - 485 Financing related fees - - - (79 ) - - - (79 ) Stock-based compensation - - - 1,144 - - - 1,144 Foreign currency translation loss - - - - - - (382 ) (382 ) NET LOSS - - - - (7,823 ) (11 ) - (7,834 ) BALANCE AT SEPTEMBER 30, 2021 - $ - 168,465 $ 432,250 $ (308,105 ) $ (1,123 ) $ (3,433 ) $ 119,589 Ending Balance, value - $ - 168,465 $ 432,250 $ (308,105 ) $ (1,123 ) $ (3,433 ) $ 119,589 Warrants Cell Cure Warrants – Liability Classified In July 2017, Cell Cure issued to HBL a warrant to purchase 24,566 40.54 July 2022 50 50 2,467 21,999 0.9 A warrant to purchase 2,000 40.00 January 2024 |
Stock-Based Awards
Stock-Based Awards | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Awards | 12. Stock-Based Awards Equity Incentive Plan Awards In September 2021, our shareholders approved the Lineage Cell Therapeutics, Inc. 2021 Equity Incentive Plan (the “2021 Plan”), which became effective upon such approval. The 2021 Plan provides for the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, RSUs, and other stock awards. All of our employees (including those of our affiliates), non-employee directors and consultants are eligible to participate in the 2021 Plan. Subject to adjustment for certain changes in our capitalization, the aggregate number of our common shares that may be issued under the 2021 Plan will not exceed the sum of (i) 15,000,000 11,256,401 As a result of the approval of the 2021 Plan by our shareholders, no additional awards will be granted under the 2012 Plan or the Asterias 2013 Equity Incentive Award (the “Asterias Equity Plan”). A summary of activity under the 2021 Plan is as follows (in thousands, except per share amounts): Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity Number Number Weighted December 31, 2021 - - $ - Options granted 6,258 - 1.40 Options expired/forfeited/cancelled (1,155 ) - 1.40 RSUs granted (1) - 994 - RSUs forfeited - (55 ) - September 30, 2022 5,103 939 $ 1.40 Options exercisable at September 30, 2022 - $ - (1) On February 11, 2022, Lineage granted 694,424 300,000 100,000 100,000 A summary of activity of the 2012 Plan and 2018 inducement option (issued outside of all equity plans) is as follows (in thousands, except per share amounts): Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity Number Number Weighted December 31, 2021 14,643 31 $ 1.84 RSUs vested - (31 ) - Options exercised (389 ) - 0.81 Options expired/forfeited/cancelled (1,385 ) - 2.18 September 30, 2022 12,869 - $ 1.83 Options exercisable at September 30, 2022 9,044 $ 1.82 A summary of activity under the Asterias Equity Plan is as follows (in thousands, except per share amounts): Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity Number of Options Outstanding Weighted Average Exercise Price December 31, 2021 241 $ 1.57 Options forfeited (241 ) 1.57 September 30, 2022 - $ - Options exercisable at September 30, 2022 - $ - Stock-based compensation expense The fair value of each stock option is estimated on the date of grant using a Black-Scholes option pricing model applying the weighted-average assumptions noted in the following table: Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options Nine Months Ended 2022 2021 Expected life (in years) 6.20 6.19 Risk-free interest rates 2.11 % 1.05 % Volatility 73.6 % 73.2 % Dividend yield - % - % Operating expenses include stock-based compensation expense as follows (in thousands): Schedule of Stock Based Compensation Expense Three Months Ended September 30, (unaudited) Nine Months Ended September 30, (unaudited) 2022 2021 2022 2021 Research and development $ 204 $ 235 $ 559 $ 613 General and administrative 783 909 2,769 1,988 Total stock-based compensation expense $ 987 $ 1,144 $ 3,328 $ 2,601 As of September 30, 2022, total unrecognized compensation costs related to unvested stock options and unvested RSUs under all equity plans (including the 2018 inducement option), were $ 8.9 2.7 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes The provision for income taxes for interim periods is generally determined using an estimated annual effective tax rate as prescribed by ASC 740-270, Income Taxes, Interim Reporting The market value of the shares of OncoCyte common stock Lineage holds creates a deferred tax liability (“DTL”) to Lineage based on the closing prices of the shares, less Lineage’s tax basis in the shares. The DTL generated by the OncoCyte shares that Lineage holds as of September 30, 2022 is a source of future taxable income to Lineage, as prescribed by ASC 740-10-30-17, that will more likely than not result in the realization of its deferred tax assets to the extent of the DTL. This DTL is determined based on the closing price of the OncoCyte common stock on September 30, 2022. Due to the inherent unpredictability of future prices of those shares, Lineage cannot reliably estimate the DTL on an annual basis. Therefore, the DTL pertaining to OncoCyte shares, determined based on the actual closing prices on the last trading day of the applicable accounting period, and the related impacts to the valuation allowance and deferred tax asset changes, are recorded in the accounting period in which they occur. A valuation allowance is provided when it is more likely than not that some portion of the deferred tax assets will not be realized. Lineage established a full valuation allowance as of December 31, 2018 due to the uncertainty of realizing future tax benefits from its net operating loss carryforwards and other deferred tax assets, including foreign net operating losses generated by its subsidiaries. In January 2022, Lineage received the $ 50.0 31.7 Beginning in 2018, the Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”) subjects a U.S. stockholder to GILTI earned by certain foreign subsidiaries. In general, GILTI is the excess of a U.S. stockholder’s total net foreign income over a deemed return on tangible assets. The provision further allows a deduction of 50 24.8 For years beginning after December 31, 2021, the 2017 Tax Act requires companies to capitalize their research and experimentation expenditures as defined under Section 174 and amortize those expenditures on a straight-line bases over a period of 5 years (15 years for foreign incurred expenditures). Previously the Company was able to immediately expense such costs. We believe the Company has sufficient federal net operating loss carryforwards to offset the impact of this regulation. For the three and nine months ended September 30, 2022, Lineage recorded a withholding tax for the amount of $ 0.5 no For the three and nine months ended September 30, 2021, Lineage recorded a $ 1.0 1.2 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies Real Property Leases Carlsbad Lease In May 2019, Lineage entered into a lease for approximately 8,841 August 1, 2019 October 31, 2022 7,000 3 24,666 17,850 In addition to base rent, Lineage pays a pro rata portion of increases in certain expenses, including real property taxes, utilities (to the extent not separately metered to the leased space) and the landlord’s operating expenses, over the amounts of those expenses incurred by the landlord. Carlsbad Sublease In September 2022, Lineage, as sublessee, entered into a sublease for approximately 4,500 October 1, 2022 March 31, 2024 22,500 22,500 Alameda Leases and Alameda Sublease In December 2015, Lineage entered into leases of office and laboratory space located in two buildings 22,303 8,492 424,000 78,000 Base rent under the Alameda Leases beginning on February 1, 2020 was $ 72,676 3 In addition to base rent, Lineage pays a pro rata portion of increases in certain expenses, including real property taxes, utilities (to the extent not separately metered to the leased space) and the landlord’s operating expenses, over the amounts of those expenses incurred by the landlord. In April 2020, Lineage, as sublessor, subleased 10,000 was $ 28,000 3 in operating expenses. On September 11, 2020, the lease for the 1020 Atlantic Premises was terminated effective as of August 31, 2020, and the lease for the 1010 Atlantic Premises was terminated effective as of September 30, 2020. In connection with the termination of the Alameda Leases, Lineage, as sublessee, entered into a sublease for approximately 2,432 October 1, 2020 January 31, 2023 14,592 3 16,000 Cell Cure Leases Cell Cure leases 728.5 7,842 December 31, 2027 option to extend the lease for five years 39,776 12,200 In January 2018, Cell Cure entered into another lease for an additional 934 10,054 December 31, 2027 five years 93,827 26,000 420,000 In November 2021, Cell Cure entered into a lease for an additional 133 1,432 December 31, 2027 five years 11,880 3,757 12,494 3,951 In August 2022, Cell Cure entered into a new lease for 300 3,229 December 31, 2027 five years 16,350 4,800 he adjustment to the right-of-use asset and lease liability to reflect the lease modification for the 2-year extension was $ 0.7 0.2 Supplemental Information – Leases Supplemental cash flow information related to leases is as follows (in thousands): Schedule of Supplemental Cash Flow Information Related to Leases 2022 2021 Nine Months Ended September 30, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 727 $ 687 Operating cash flows from financing leases 14 12 Financing cash flows from financing leases 23 13 Right-of-use assets obtained in exchange for lease obligations: Operating leases 1,028 32 Supplemental balance sheet information related to leases was as follows (in thousands, except lease term and discount rate): Schedule of Supplemental Balance Sheet Information Related to Leases September 30, 2022 December 31, Operating leases Right-of-use assets, net $ 2,491 $ 2,372 Right-of-use lease liabilities, current $ 543 $ 801 Right-of-use lease liabilities, noncurrent 2,216 1,941 Total operating lease liabilities $ 2,759 $ 2,742 Financing leases Right-of-use assets, net $ 19 $ 36 Lease liabilities, current $ 13 $ 13 Lease liabilities, noncurrent 16 23 Total finance lease liabilities $ 29 $ 36 Other current liabilities $ 12 $ 17 Long-term liabilities - 7 Total finance lease liabilities $ 12 $ 24 Weighted average remaining lease term Operating leases 5.1 3.5 Finance leases 1.6 2.2 Weighted average discount rate Operating leases 6.6 % 7.7 % Finance leases 5.0 % 5.7 % Future minimum lease commitments are as follows as of September 30, 2022 (in thousands): Schedule of Future Minimum Lease Commitments Operating Leases Finance Leases Year Ending December 31, 2022 $ 222 $ 7 2023 616 24 2024 595 11 2025 578 - 2026 571 - Thereafter 689 Total lease payments $ 3,271 $ 42 Less imputed interest (512 ) (1 ) Total $ 2,759 $ 41 Collaboration Agreements Roche Agreement In December 2021, Lineage entered into the Roche Agreement, wherein Lineage granted to Roche exclusive worldwide rights to develop and commercialize RPE cell therapies, including Lineage’s proprietary cell therapy known as OpRegen, for the treatment of ocular disorders, including GA secondary to AMD. Under the terms of the Roche Agreement, Roche paid Lineage a $ 50.0 620.0 Unless earlier terminated by either party, the Roche Agreement will expire on a product-by-product and country-by-country basis upon the expiration of all of Roche’s payment obligations under the agreement. Roche may terminate the agreement in its entirety, or on a product-by-product or country-by-country basis, at any time with advance written notice. Either party may terminate the agreement in its entirety with written notice for the other party’s material breach if such party fails to cure the breach or upon certain insolvency events involving the other party. In January 2022, Lineage received the $ 50.0 12.1 8.9 1.9 21.5 ITI Collaboration Agreement Under Lineage’s collaborative agreement with Immunomic Therapeutics, Inc., Lineage agreed to perform up to approximately $ 2.2 Agreements with Hadasit and IIA The OpRegen program was supported in part with licenses to technology obtained from Hadasit, the technology transfer company of Hadassah Medical Center, and through a series of research grants from the IIA, an independent agency created to address the needs of global innovation ecosystems. A subset of the intellectual property underlying OpRegen was originally generated at Hadassah Medical Center and licensed to Cell Cure for further development. Under the Encouragement of Research, Development and Technological Innovation in the Industry Law 5744, and the regulations, guidelines, rules, procedures and benefit tracks thereunder (collectively, the “Innovation Law”), annual research and development programs that meet specified criteria and were approved by a committee of the IIA were eligible for grants. The grants awarded were typically up to 50 The terms of the grants under the Innovation Law generally require that the products developed as part of the programs under which the grants were given be manufactured in Israel. The know-how developed thereunder may not be transferred outside of Israel unless prior written approval is received from the IIA. Transfer of IIA-funded know-how outside of Israel is subject to approval and payment of a redemption fee to the IIA calculated according to formulas provided under the Innovation Law. In November 2021, the IIA research committee approved an application made by Cell Cure with respect to the grant of an exclusive license and transfer of the technological know-how for OpRegen to Roche. Under the provisions for the redemption fee, Lineage is obligated to pay the IIA approximately 24.3 90.9 Pursuant to the Second Amended and Restated License Agreement, dated June 15, 2017, between Cell Cure and Hadasit, and a certain letter agreement entered into on December 17, 2021, Hadasit was entitled to, and was paid, a sublicensing fee of 21.5 50.0 50 Second Amendment to Clinical Trial and Option Agreement and License Agreement with Cancer Research UK In May 2020, Lineage and Asterias entered into a Second Amendment to Clinical Trial and Option Agreement (the “CTOA Amendment”) with Cancer Research UK (“CRUK”) and Cancer Research Technology Limited (“CRT”), which amends the Clinical Trial and Option Agreement entered into between Asterias, CRUK and CRT dated September 8, 2014, as amended September 8, 2014. Pursuant to the CTOA Amendment, Lineage assumed all obligations of Asterias and exercised early its option to acquire data generated in the Phase 1 clinical trial of VAC2 in non-small cell lung cancer being conducted by CRUK. CRUK will continue conducting the VAC2 study. Lineage and CRT effectuated the option by simultaneously entering into a license agreement (the “CRT License Agreement”) pursuant to which Lineage agreed to pay the previously agreed signature fee of £ 1,250,000 1.6 8,000,000 22,500,000 Either party may terminate the CRT License Agreement for the uncured material breach of the other party. CRT may terminate the CRT License Agreement in the case of Lineage’s insolvency or if Lineage ceases all development and commercialization of all products under the CRT License Agreement. Litigation – General From time to time, we are subject to legal proceedings and claims in the ordinary course of business. While management presently believes that the ultimate outcome of these proceedings, individually and in the aggregate, will not materially harm our financial position, cash flows, or overall trends in results of operations, legal proceedings are subject to inherent uncertainties, and unfavorable rulings or outcomes could occur that have individually or in aggregate, a material adverse effect on our business, financial condition or operating results. Except as described below, we are not currently subject to any pending material litigation, other than ordinary routine litigation incidental to our business, as described above. Asterias Merger In November 2018, Lineage, Asterias Biotherapeutics, Inc. (“Asterias”) and Patrick Merger Sub, Inc., a wholly owned subsidiary of Lineage, entered into an Agreement and Plan of Merger (the “Merger Agreement”) whereby Lineage agreed to acquire all of the outstanding common stock of Asterias in a stock-for-stock transaction (the “Asterias Merger”). On March 7, 2019, the shareholders of each of Lineage and Asterias approved the Merger Agreement. On March 8, 2019, the Asterias Merger closed with Asterias surviving as a wholly owned subsidiary of Lineage. Lineage issued 24,695,898 58,085 32.4 52.6 In October 2019, a putative class action lawsuit was filed challenging the Asterias Merger. This action (captioned Ross v. Lineage Cell Therapeutics, Inc., et al. In April 2022, the parties reached an agreement in principle to settle the Asterias Merger Litigation, which would result in payment to the putative class of approximately $ 10.7 3.5 In accordance with ASC 450, Contingencies See Note 15 (Subsequent Events) for an update on Asterias Merger Litigation . Employment Contracts Lineage has entered into employment agreements with certain executive officers. Under the provisions of the agreements, Lineage may be required to incur severance obligations for matters relating to changes in control, as defined in the agreements, and involuntary terminations. Indemnification In the normal course of business, Lineage may agree to indemnify and reimburse other parties, typically Lineage’s clinical research organizations, investigators, clinical sites, and suppliers, for losses and expenses suffered or incurred by the indemnified parties arising from claims of third parties in connection with the use or testing of Lineage’s products and services. Indemnification could also cover third party infringement claims with respect to patent rights, copyrights, or other intellectual property pertaining to Lineage products and services. The term of these indemnification agreements generally continue in effect after the termination or expiration of the particular research, development, services, or license agreement to which they relate. The potential future payments Lineage could be required to make under these indemnification agreements will generally not be subject to any specified maximum amount. Generally, Lineage has not been subject to any material claims or demands for indemnification. Lineage maintains liability insurance policies that limit its financial exposure under the indemnification agreements. Accordingly, Lineage has not recorded any liabilities for these agreements as of September 30, 2022 or December 31, 2021. Royalty Obligations and License Fees We have licensing agreements with research institutions, universities and other parties providing us with certain rights to use intellectual property in conducting research and development activities in exchange for the payment of royalties on future product sales, if any. In addition, in order to maintain these licenses and other rights, we must comply with various conditions including the payment of patent related costs and annual minimum maintenance fees. As part of the Asterias Merger, Lineage acquired certain royalty revenues for cash flows generated under certain patent families that Asterias acquired from Geron Corporation. Lineage continues to make royalty payments to Geron from royalties generated from these patents. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events Asterias Merger Litigation Settlement Delaware Chancery Court (“Court”) 10.65 7.12 3.53 3.53 Lineage and all defendants have denied, and continue to deny, the claims alleged in the lawsuit and the proposed settlement does not reflect or constitute any admission, concession, presumption, proof, evidence or finding of any liability, fault, wrongdoing or injury or damages, or of any wrongful conduct, acts or omissions on the part any defendant. Although the parties have entered into the Settlement Agreement, there is no assurance that the Court will approve it. If the Settlement Agreement does not become effective, Lineage will continue to vigorously defend the lawsuit. The foregoing description of the terms of the Settlement Agreement does not purport to be complete and is qualified in its entirety by reference to the Settlement Agreement, which Lineage intends to file as an exhibit to its annual report on Form 10-K for the year ended December 31, 2022. |
Basis of Presentation, Liquid_2
Basis of Presentation, Liquidity and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Principles of consolidation | Principles of consolidation Lineage’s condensed consolidated interim financial statements include the accounts of its subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. The following table reflects Lineage’s ownership, directly or through one or more subsidiaries of the outstanding shares of its subsidiaries as of September 30, 2022. Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries Subsidiary Field of Business Lineage Ownership Country Asterias BioTherapeutics, Inc. Cell based therapeutics to treat neurological conditions and cancer 100 % USA Cell Cure Neurosciences Ltd. Manufacturing of Lineage’s product candidates 94 % (1)(2) Israel ES Cell International Pte. Ltd. Research and clinical grade cell lines 100 % Singapore OrthoCyte Corporation Research in orthopedic diseases and injuries 99.8 % USA (1) Includes shares owned by Lineage and ES Cell International Pte. Ltd. (2) As of December, 31, 2021 our ownership percentage of Cell Cure was approximately 99 21,999 94 As of September 30, 2022, Lineage consolidated its direct and indirect wholly owned or majority-owned subsidiaries because Lineage has the ability to control their operating and financial decisions and policies through its ownership, and the noncontrolling interest is reflected as a separate element of shareholders’ equity on Lineage’s consolidated balance sheets. |
Liquidity | Liquidity On September 30, 2022, we had $ 66.4 |
Capital Resources | Capital Resources Since inception, we have incurred significant operating losses and have funded our operations primarily through the issuance of equity securities, the sale of common stock of our former subsidiaries, OncoCyte and AgeX, receipt of proceeds from research grants, revenues from collaborations, royalties from product sales, and sales of research products and services. Our projected cash flows are subject to various risks and uncertainties, including those described and referenced under Part II, Item 1A, “Risk Factors” of this Report. See the discussion in Management’s Discussion and Analysis of Financial Condition and Results of Operations under “Cash Flows” for additional information regarding our sources of cash during the reporting period. As of September 30, 2022, $ 63.8 We may use our marketable securities for liquidity as necessary and as market conditions allow. The market value of our marketable securities may not represent the amount that could be realized in a sale of such securities due to various market and regulatory factors, including trading volume, prevailing market conditions and prices at the time of any sale and subsequent sales of securities by the entities. In addition, the value of our marketable equity securities may be significantly and adversely impacted by deteriorating global economic conditions and the recent disruptions to and volatility in the credit and financial markets in the United States and worldwide resulting from the ongoing pandemics, including the COVID-19 pandemic, the conflict in Ukraine, rising inflation and interest rates, and other macroeconomic factors. |
Additional Capital Requirements | Additional Capital Requirements Our financial obligations primarily consist of vendor contracts to provide research services and other purchase commitments with suppliers. In the normal course of business, we enter into services agreements with contract research organizations, contract manufacturing organizations and other third parties. Generally, these agreements provide for termination upon notice, with specified amounts due upon termination based on the timing of termination and the terms of the agreement. The amounts and timing of payments under these agreements are uncertain and contingent upon the initiation and completion of the services to be provided. Our commitments also include obligations to our licensors under our in-license agreements, which may include sublicense fees, milestones fees, royalties, and reimbursement of patent maintenance costs. Sublicense fees are payable to licensors when we sublicense underlying intellectual property to third parties; the fees are based on a percentage of the license fees we receive from sublicensees. Milestone payments are due to licensors upon our future achievement of certain development and regulatory milestones. Royalties are payable to licensors based on a percentage of net sales of licensed products. Patent maintenance costs are payable to licensors as reimbursement for the cost of maintaining of license patents. Due to the contingent nature of the payments, the amounts and timing of payments to licensors under our in-license agreements are uncertain and may fluctuate significantly from period to period. |
Marketable Debt Securities | Marketable Debt Securities Lineage accounts for its holdings of U.S. Treasury securities in accordance with Accounting Standards Codification (“ASC”) 320-10-50, Debt Securities Lineage reviews all its investments for other-than-temporary declines in estimated fair value. Our review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, whether the Company has the intent to sell the security. If a credit loss does exist for available-for-sale debt securities and should be recognized, an allowance will be recorded rather than a write-down to the amortized costs basis. To date, no such credit losses have occurred or have been recorded. See Note 4 (Marketable Debt Securities) for additional information. |
Marketable Equity Securities | Marketable Equity Securities Lineage accounts for the shares it holds in OncoCyte and Hadasit Bio-Holdings Ltd (“HBL”) as marketable equity securities in accordance with ASC 320-10-25, Investments – Debt and Equity Securities Financial Instruments–Overall: Recognition and Measurement of Financial Assets and Financial Liabilities The OncoCyte shares have a readily determinable fair values quoted on the NYSE American under trading symbol “OCX”. The HBL shares have a readily determinable fair value quoted on the Tel Aviv Stock Exchange (“TASE”) under the trading symbol “HDST” where share prices are denominated in New Israeli Shekels (NIS). See Note 5 (Marketable Equity Securities) for additional information. |
Revenue Recognition | Revenue Recognition Lineage recognizes revenue in accordance with Financial Accounting Standards Board (“FASB”) ASU 2014-09 , Revenues from Contracts with Customers (Topic 606) In applying the provisions of ASU 2014-09, Lineage has determined that government grants are out of the scope of ASU 2014-09 because the government entities do not meet the definition of a “customer,” as defined by ASU 2014-09, as there is not considered to be a transfer of control of goods or services to the government entities funding the grant. In the absence of applicable guidance under GAAP, the Company’s policy is to recognize grant revenue when the related costs are incurred and the right to payment is realized. Costs incurred are recorded in research and development and general and administrative expenses on the accompanying statements of operations . Deferred grant revenues represent grant funds received from the governmental funding agencies for which the allowable expenses have not yet been incurred as of the latest balance sheet date reported. |
Royalties from Product Sales and License Fees | Royalties from Product Sales and License Fees For agreements that include sales-based royalties, including commercial milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, Lineage recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Lineage estimates and recognizes royalty revenues based on all available information, including estimates provided by the customer or licensee from which Lineage obtains such estimates directly for each reporting period. Actual revenues ultimately received may differ from those estimates recorded and are adjusted in the period when information to actuals is available to Lineage. |
Collaborative Agreements | Collaborative Agreements In December 2021, Lineage entered into the Roche Agreement for the development and commercialization of OpRegen. Under the terms of the Roche Agreement, Roche agreed to pay Lineage a $ 50.0 620.0 In April 2021, Lineage entered a worldwide license and collaboration agreement with Immunomic Therapeutics, Inc. for the development and commercialization of an allogeneic version of an immunomic oncology target utilizing the VAC platform. Under the terms of this agreement, Lineage is entitled to upfront licensing fees totaling up to $ 2.0 67.0 10 As of September 30, 2022, we recorded $ 38.1 0.8 2.6 11.6 We review collaborative agreements to determine if the accounting treatment falls under Accounting Standards Codification, Topic 606, Revenue from Contracts with Customers , Topic 808, Collaborative Arrangements The terms of our collaborative agreements typically include one or more of the following: (i) upfront fees; (ii) milestone payments related to achievement of development or commercial milestones; (iii) royalties on net sales of licensed products; and (iv) reimbursement of cost-sharing of research and development (“R&D”) expenses. Each of these payments eventually result in collaboration revenues. When a portion of non-refundable upfront fees or other payments received are allocated to continuing performance obligations under the terms of a collaborative agreement, they are recorded as deferred revenue and recognized as collaboration revenue when (or as) the underlying performance obligation is satisfied. To identify the performance obligations within the collaboration agreements, we first identify all the promises in the contract (i.e. explicit and implicit), which may include a customer option to acquire additional goods or services for free or at a discount. We exclude any immaterial promises from the assessment of identifying performance obligations. When an option is identified as providing a customer with a material right, the option is identified as a performance obligation. A portion of the transaction price is then allocated to the option and recognized when (or as) the future goods or services related to the option are provided, or when the option expires. As part of the accounting treatment for these agreements, we must develop estimates and assumptions that require judgement to determine the underlying stand-alone selling price for each performance obligation which determines how the transaction price is allocated among the performance obligations. The following items are estimated in the calculation of the stand-alone selling price: forecasted revenues and development costs, development timelines, discount rates and probabilities of technical and regulatory success. We evaluate each performance obligation to determine if they can be satisfied at a point in time or over time, and we measure the services delivered to our collaboration partners each reporting period, which is based on the progress of the related program. If necessary, we adjust the measure of performance and related revenue recognition. Any such adjustments are recorded on a cumulative catch-up basis which would affect revenue and net income (loss) in the period of adjustment. In addition, variable consideration (e.g., milestone payments) must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price. Upfront Fees: Milestone Payments: Royalties: Reimbursement, cost-sharing payments: |
Accounts and Grant Receivable, net | Accounts and Grant Receivable, net Net accounts receivable amounted to $ 0.4 50.6 0.1 |
Basic and diluted net income (loss) per share attributable to common shareholders | Basic and diluted net income (loss) per share attributable to common shareholders Basic earnings per share is calculated by dividing net income or loss attributable to Lineage common shareholders by the weighted average number of common shares outstanding, net of unvested restricted stock or restricted stock units, subject to repurchase by Lineage, if any, during the period. Diluted earnings per share is calculated by dividing the net income or loss attributable to Lineage common shareholders by the weighted average number of common shares outstanding, adjusted for the effects of potentially dilutive common shares issuable under outstanding stock options and warrants, using the treasury-stock method, convertible preferred stock, if any, using the if-converted method, and treasury stock held by subsidiaries, if any. For the three and nine months ended September 30, 2022 and 2021, respectively, Lineage reported a net loss attributable to common shareholders, and therefore, all potentially dilutive common shares were considered antidilutive for those periods. The following common share equivalents were excluded from the computation of diluted net loss per common share for the periods presented because including them would have been antidilutive (in thousands): Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share Nine Months Ended 2022 2021 Stock options 17,972 17,207 Restricted stock units 939 46 |
Cash and cash equivalents | Cash and cash equivalents Lineage considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of September 30, 2022 and December 31, 2021, Lineage had $ 14.7 52.3 |
Restricted Cash | Restricted Cash In accordance with ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheet dates that comprise the total of the same such amounts shown in the condensed consolidated statements of cash flows for all periods presented herein (in thousands): Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash September 30, December 31, (unaudited) Cash and cash equivalents $ 24,752 $ 55,742 Restricted cash included in deposits and other current assets (see Note 14 (Commitments and Contingencies)) 545 535 Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows $ 25,297 $ 56,277 |
Stock-Based Compensation | Stock-Based Compensation Lineage follows accounting standards governing share-based payments in accordance with ASC 718, Compensation – Stock Compensation For employee and director stock options, we utilize the Black-Scholes option pricing model for valuing share-based payment awards. Lineage’s determination of fair value of share-based payment awards on the date of grant using that option-pricing model is affected by the price of Lineage’s common shares as well as by assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, expected stock price volatility over the term of the awards, and the expected term of options granted, which is derived using the simplified method, which is an average of the contractual term of the option and its vesting period, as we do not have sufficient historical exercise data upon which to estimate expected term. The risk-free rate is based on the U.S. Treasury yield in effect at the time of grant for zero coupon U.S. Treasury notes with maturities similar to the expected term of the awards. Stock option forfeitures are accounted for as they occur. For restricted stock unit awards (“RSUs”) subject to service and/or performance vesting conditions, the grant-date fair value is established based on the closing price of Lineage’s common shares on such date. Stock-based compensation expense for RSUs subject to only service conditions is recognized on a straight-line basis over the service period. Stock-based compensation expense for RSUs with both service and performance conditions is recognized on a graded basis only if it is probable that the performance condition will be achieved. Lineage accounts for forfeitures of RSUs as they occur in determining stock-based compensation expense. For RSUs subject to a market condition, the grant-date fair value is estimated using a Monte Carlo valuation model. The model is based on random projections of stock price paths and must be repeated numerous times to achieve a probabilistic assessment. Lineage recognizes stock-based compensation expense for RSUs subject to market-based vesting conditions regardless of whether it becomes probable that the vesting conditions will be achieved, and stock-based compensation expense for such RSUs is not reversed if vesting does not actually occur. Although the fair value of employee stock options and RSUs are determined in accordance with FASB guidance, changes in the assumptions can materially affect the estimated value and therefore the amount of compensation expense recognized in the condensed consolidated interim financial statements. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted The following recently issued accounting pronouncement that is not yet effective should be read in conjunction with the recently issued accounting pronouncements discussed in the 2021 10-K. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Basis of Presentation, Liquid_3
Basis of Presentation, Liquidity and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries | Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries Subsidiary Field of Business Lineage Ownership Country Asterias BioTherapeutics, Inc. Cell based therapeutics to treat neurological conditions and cancer 100 % USA Cell Cure Neurosciences Ltd. Manufacturing of Lineage’s product candidates 94 % (1)(2) Israel ES Cell International Pte. Ltd. Research and clinical grade cell lines 100 % Singapore OrthoCyte Corporation Research in orthopedic diseases and injuries 99.8 % USA (1) Includes shares owned by Lineage and ES Cell International Pte. Ltd. (2) As of December, 31, 2021 our ownership percentage of Cell Cure was approximately 99 21,999 94 |
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share | The following common share equivalents were excluded from the computation of diluted net loss per common share for the periods presented because including them would have been antidilutive (in thousands): Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share Nine Months Ended 2022 2021 Stock options 17,972 17,207 Restricted stock units 939 46 |
Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheet dates that comprise the total of the same such amounts shown in the condensed consolidated statements of cash flows for all periods presented herein (in thousands): Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash September 30, December 31, (unaudited) Cash and cash equivalents $ 24,752 $ 55,742 Restricted cash included in deposits and other current assets (see Note 14 (Commitments and Contingencies)) 545 535 Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows $ 25,297 $ 56,277 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenues | Our disaggregated revenues were as follows for the periods presented (in thousands): Schedule of Disaggregated Revenues Three Months Ended September, Nine Months Ended September 30, 2022 2021 2022 2021 Royalties $ 406 $ 1,909 $ 1,183 $ 2,430 Grant revenues Israel Innovation Authority (“IIA”) - 68 - 237 Total grant revenues - 68 - 237 Revenues from collaborative agreements Upfront license fees 2,592 36 11,605 72 Event-based development milestones - 72 - 72 Reimbursements, cost-sharing payments - 185 - 362 Total revenues from collaborative agreements 2,592 293 11,605 506 Total revenue $ 2,998 $ 2,270 $ 12,788 $ 3,173 |
Schedule of Contract with Customer Contract Liability and Receivable | Accounts receivable and other receivable, net, and deferred revenues (contract liabilities) from contracts with customers, including collaboration partners, consisted of the following (in thousands): Schedule of Contract with Customer Contract Liability and Receivable September 30, 2022 December 31, 2021 (unaudited) Accounts receivable and other receivable, net (1)(2) $ 435 $ 50,640 Deferred revenues (2) 38,908 50,500 (1) Accounts receivable and other receivable, net, decreased primarily due to the receipt of the $ 50.0 (2) Excludes government grants as Lineage has determined government grants are outside the scope of ASU 2014-09 – Revenue from Contracts with Customers (Topic 606). |
Marketable Debt Securities (Tab
Marketable Debt Securities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Available for Sale Debt Securities | The following table is a summary of available-for-sale debt securities in cash and cash equivalents or marketable securities in the Company’s condensed consolidated balance sheet as of September 30, 2022 (in thousands): Summary of Available for Sale Debt Securities September 30, 2022 Financial Assets: Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. Treasury securities $ 48,646 $ 1 $ (151 ) $ 48,496 Total 48,646 1 (151 ) 48,496 |
Schedule of Amortized cost And Estimated fair Value | As of September 30, 2022, the amortized cost and estimated fair value of the Company’s available-for-sale securities by contractual maturity are shown below (in thousands): Schedule of Amortized cost And Estimated fair Value Amortized Cost Estimated Fair Value (unaudited) Available-for-sale securities maturing: In one year or less $ 48,646 $ 48,496 Total available-for-sale securities 48,646 48,496 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | At September 30, 2022 and December 31, 2021, property and equipment, net was comprised of the following (in thousands): Schedule of Property and Equipment, Net September 30, 2022 December 31, 2021 (unaudited) Equipment, furniture and fixtures $ 3,389 $ 3,472 Leasehold improvements 2,338 2,539 Right-of-use assets 4,737 4,163 Accumulated depreciation and amortization (5,812 ) (5,302 ) Property and equipment, net $ 4,652 $ 4,872 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets Net | At September 30, 2022 and December 31, 2021, goodwill and intangible assets, net consisted of the following (in thousands): Schedule of Goodwill and Intangible Assets Net September 30, 2022 December 31, (unaudited) Goodwill (1) $ 10,672 $ 10,672 Intangible assets: Acquired IPR&D – OPC1 (from the Asterias Merger) (2) $ 31,700 $ 31,700 Acquired IPR&D – VAC (from the Asterias Merger) (2) 14,840 14,840 Intangible assets subject to amortization: Acquired patents 18,953 18,953 Acquired royalty contracts (3) 650 650 Total intangible assets 66,143 66,143 Accumulated amortization (4) (19,419 ) (19,321 ) Intangible assets, net $ 46,724 $ 46,822 (1) Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 14 (Commitments and Contingencies) for additional information on the Asterias Merger). (2) Asterias had two in-process research and development (“IPR&D”) intangible assets that were valued at $ 46.5 31.7 14.8 (3) Asterias had royalty cash flows under certain specific patent families it acquired from Geron Corporation. Such patents are expected to continue to generate revenue, are not used in the OPC1 or the VAC platform and are considered to be separate long-lived intangible assets under ASC 805. (4) As of September 30, 2022 acquired patents were fully amortized and the acquired royalty contracts had a remaining unamortized balance of approximately $ 184,000 |
Schedule of Intangible Assets Future Amortization Expenses | Amortization of intangible assets for periods subsequent to September 30, 2022 is as follows (in thousands): Schedule of Intangible Assets Future Amortization Expenses Year Ended December 31, Amortization 2022 $ 32 2023 130 2024 22 Total $ 184 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | At September 30, 2022 and December 31, 2021, accounts payable and accrued liabilities consisted of the following (in thousands): Schedule of Accounts Payable and Accrued Liabilities September 30, 2022 December 31, 2021 (unaudited) Accounts payable $ 2,865 $ 3,543 Accrued compensation 1,914 2,162 Accrued liabilities (1) 5,003 22,086 Other current liabilities 25 178 Total $ 9,807 $ 27,969 (1) The decrease in accrued liabilities was primarily due to a $21.0 million payment by Lineage in accordance with its obligations related to the Roche Agreement (see Note 14 (Commitments and Contingencies)), offset with accrual of litigation settlement amount of $3.5 million (see Note 14 (Commitments and Contingencies)) . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis | Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis Fair Value Measurements Using Balance at Quoted Prices Significant Other Significant Assets: Money market fund (1) $ 6,909 $ 6,909 $ - $ - Marketable debt securities 48,496 48,496 Marketable equity securities 940 940 - - Liabilities: Warrants to purchase Cell Cure ordinary shares 4 - - 4 Fair Value Measurements Using Balance at Quoted Prices (Level 1) Significant Other (Level 2) Significant (Level 3) Assets: Money market fund (1) $ 52,324 $ 52,324 $ - $ - Marketable equity securities 2,616 2,616 - - Liabilities: Warrants to purchase Cell Cure ordinary shares 227 - - 227 (1) Included in cash and cash equivalents in the accompanying condensed consolidated balance sheet. |
Schedule of Changes in Fair Value | The following table sets forth the establishment of the fair value of these warrants, as well as a summary of the changes in the fair value and other adjustments (in thousands): Schedule of Changes in Fair Value Cell Cure Warrants Balance as of December 31, 2021 $ 227 Change in fair value and other adjustments (223 ) Expiration of warrants - Balance as of September 30, 2022 $ 4 |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Schedule of Shareholder’s Equity | The following tables document the changes in shareholders’ equity for the three and nine months ended September 30, 2022 and 2021 (unaudited and in thousands): Schedule of Shareholder’s Equity Shares Amount Shares Amount Deficit (Deficit) Income/(Loss) Equity Accumulated Preferred Shares Common Shares Noncontrolling Other Total Number of Number of Accumulated Interest/ Comprehensive Shareholders’ Shares Amount Shares Amount Deficit (Deficit) Income/(Loss) Equity BALANCE AT DECEMBER 31, 2021 - $ - 169,477 $ 434,529 $ (337,097 ) $ (1,323 ) $ (5,211 ) $ 90,898 Shares issued through ATM - - - - - - - - Shares issued for services - - - - - - - - Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (8 ) - - - (8 ) Shares issued upon exercise of stock options - - 240 189 - - - 189 Subsidiary warrant exercise - - - 2 - - - 2 Financing related fees - - - - - - - - Stock-based compensation - - - 1,106 - - - 1,106 Shares issues for retirement of stock warrants - - 20 2 2 Foreign currency translation gain - - - - - - 124 124 NET LOSS - - - - (7,087 ) (6 ) - (7,093 ) BALANCE AT MARCH 31, 2022 - $ - 169,727 $ 435,818 $ (344,184 ) $ (1,329 ) $ (5,087 ) $ 85,218 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (9 ) - - - (9 ) Shares issued upon exercise of stock options - - 11 10 - - - 10 Subsidiary warrant exercise, net - - - 97 - - - 97 Stock-based compensation - - - 1,235 - - - 1,235 Foreign currency translation gain - - - - - - 1,730 1,730 NET LOSS - - - - (6,763 ) (19 ) - (6,782 ) BALANCE AT JUNE 30, 2022 - $ - 169,748 $ 437,151 $ (350,947 ) $ (1,348 ) $ (3,357 ) $ 81,499 Shares issued upon exercise of stock options - - 138 118 - - - 118 Subsidiary warrant exercise, net - - - 892 - - - 892 Stock-based compensation - - - 987 - - - 987 Unrealized loss on marketable securities - - - - - - (150 ) (150 ) Foreign currency translation gain - - - - - - 323 323 NET LOSS - - - - (6,069 ) (47 ) - (6,116 ) BALANCE AT SEPTEMBER 30, 2022 - $ - 169,886 $ 439,148 $ (357,016 ) $ (1,395 ) $ (3,184 ) $ 77,553 Accumulated Preferred Shares Common Shares Noncontrolling Other Total Number of Number of Accumulated Interest/ Comprehensive Shareholders’ Shares Amount Shares Amount Deficit (Deficit) Income/(Loss) Equity BALANCE AT DECEMBER 31, 2020 - $ - 153,096 $ 393,944 $ (294,078 ) $ (1,072 ) $ (3,667 ) $ 95,127 Shares issued through ATM - - 7,941 19,008 - - - 19,008 Shares issued for services - - 78 202 - - - 202 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (12 ) - - - (12 ) Shares issued upon exercise of stock options - - 942 1,751 1,751 Financing related fees - - - (173 ) - - - (173 ) Stock-based compensation - - - 539 - - - 539 Foreign currency translation gain - - - - - - 1,576 1,576 NET LOSS - - - - (1,416 ) (32 ) - (1,448 ) BALANCE AT MARCH 31, 2021 - $ - 162,067 $ 415,259 $ (295,494 ) $ (1,104 ) $ (2,091 ) $ 116,570 Shares issued through ATM - - 2,824 7,874 - - - 7,874 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (15 ) - - - (15 ) Shares issued upon exercise of stock options - - 2,116 4,033 - - - 4,033 Financing related fees - - - (26 ) - - - (26 ) Stock-based compensation - - - 919 - - - 919 Shares issued for retirement of stock warrants - - 20 2 2 Foreign currency translation loss - - - - - - (960 ) (960 ) NET LOSS - - - - (4,788 ) (8 ) - (4,796 ) BALANCE AT JUNE 30, 2021 - $ - 167,037 $ 428,046 $ (300,282 ) $ (1,112 ) $ (3,051 ) $ 123,601 Beginning balance, value - $ - 167,037 $ 428,046 $ (300,282 ) $ (1,112 ) $ (3,051 ) $ 123,601 Shares issued through ATM - - 1,049 2,667 - - - 2,667 Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes - - 10 (13 ) - - - (13 ) Shares issued upon exercise of stock options - - 369 485 - - - 485 Financing related fees - - - (79 ) - - - (79 ) Stock-based compensation - - - 1,144 - - - 1,144 Foreign currency translation loss - - - - - - (382 ) (382 ) NET LOSS - - - - (7,823 ) (11 ) - (7,834 ) BALANCE AT SEPTEMBER 30, 2021 - $ - 168,465 $ 432,250 $ (308,105 ) $ (1,123 ) $ (3,433 ) $ 119,589 Ending Balance, value - $ - 168,465 $ 432,250 $ (308,105 ) $ (1,123 ) $ (3,433 ) $ 119,589 |
Stock-Based Awards (Tables)
Stock-Based Awards (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options | The fair value of each stock option is estimated on the date of grant using a Black-Scholes option pricing model applying the weighted-average assumptions noted in the following table: Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options Nine Months Ended 2022 2021 Expected life (in years) 6.20 6.19 Risk-free interest rates 2.11 % 1.05 % Volatility 73.6 % 73.2 % Dividend yield - % - % |
Schedule of Stock Based Compensation Expense | Operating expenses include stock-based compensation expense as follows (in thousands): Schedule of Stock Based Compensation Expense Three Months Ended September 30, (unaudited) Nine Months Ended September 30, (unaudited) 2022 2021 2022 2021 Research and development $ 204 $ 235 $ 559 $ 613 General and administrative 783 909 2,769 1,988 Total stock-based compensation expense $ 987 $ 1,144 $ 3,328 $ 2,601 |
2021 Equity Incentive Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity | A summary of activity under the 2021 Plan is as follows (in thousands, except per share amounts): Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity Number Number Weighted December 31, 2021 - - $ - Options granted 6,258 - 1.40 Options expired/forfeited/cancelled (1,155 ) - 1.40 RSUs granted (1) - 994 - RSUs forfeited - (55 ) - September 30, 2022 5,103 939 $ 1.40 Options exercisable at September 30, 2022 - $ - (1) On February 11, 2022, Lineage granted 694,424 300,000 100,000 100,000 |
Stock Option Plan of 2012 and 2018 [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity | A summary of activity of the 2012 Plan and 2018 inducement option (issued outside of all equity plans) is as follows (in thousands, except per share amounts): Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity Number Number Weighted December 31, 2021 14,643 31 $ 1.84 RSUs vested - (31 ) - Options exercised (389 ) - 0.81 Options expired/forfeited/cancelled (1,385 ) - 2.18 September 30, 2022 12,869 - $ 1.83 Options exercisable at September 30, 2022 9,044 $ 1.82 |
Asterias Equity Plan [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity | A summary of activity under the Asterias Equity Plan is as follows (in thousands, except per share amounts): Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity Number of Options Outstanding Weighted Average Exercise Price December 31, 2021 241 $ 1.57 Options forfeited (241 ) 1.57 September 30, 2022 - $ - Options exercisable at September 30, 2022 - $ - |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases is as follows (in thousands): Schedule of Supplemental Cash Flow Information Related to Leases 2022 2021 Nine Months Ended September 30, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 727 $ 687 Operating cash flows from financing leases 14 12 Financing cash flows from financing leases 23 13 Right-of-use assets obtained in exchange for lease obligations: Operating leases 1,028 32 |
Schedule of Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases was as follows (in thousands, except lease term and discount rate): Schedule of Supplemental Balance Sheet Information Related to Leases September 30, 2022 December 31, Operating leases Right-of-use assets, net $ 2,491 $ 2,372 Right-of-use lease liabilities, current $ 543 $ 801 Right-of-use lease liabilities, noncurrent 2,216 1,941 Total operating lease liabilities $ 2,759 $ 2,742 Financing leases Right-of-use assets, net $ 19 $ 36 Lease liabilities, current $ 13 $ 13 Lease liabilities, noncurrent 16 23 Total finance lease liabilities $ 29 $ 36 Other current liabilities $ 12 $ 17 Long-term liabilities - 7 Total finance lease liabilities $ 12 $ 24 Weighted average remaining lease term Operating leases 5.1 3.5 Finance leases 1.6 2.2 Weighted average discount rate Operating leases 6.6 % 7.7 % Finance leases 5.0 % 5.7 % |
Schedule of Future Minimum Lease Commitments | Future minimum lease commitments are as follows as of September 30, 2022 (in thousands): Schedule of Future Minimum Lease Commitments Operating Leases Finance Leases Year Ending December 31, 2022 $ 222 $ 7 2023 616 24 2024 595 11 2025 578 - 2026 571 - Thereafter 689 Total lease payments $ 3,271 $ 42 Less imputed interest (512 ) (1 ) Total $ 2,759 $ 41 |
Organization and Business Ove_2
Organization and Business Overview (Details Narrative) $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Amount of grants received | $ 14.3 |
Roche Agreement [Member] | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Upfont payment received | 50 |
Collaboration License Agreement [Member] | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Maximum milestone payments to be received upon performance conditions | $ 620 |
Schedule of Lineage's Ownership
Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries (Details) | 9 Months Ended | |
Sep. 30, 2022 | ||
Asterias Biotherapeutics Inc [Member] | ||
Field of business description | Cell based therapeutics to treat neurological conditions and cancer | |
Noncontrolling interest, ownership percentage by parent | 100% | |
Cell Cure Neurosciences Ltd [Member] | ||
Field of business description | Manufacturing of Lineage’s product candidates | |
Noncontrolling interest, ownership percentage by parent | 94% | [1],[2] |
Es Cell International Pte Ltd [Member] | ||
Field of business description | Research and clinical grade cell lines | |
Noncontrolling interest, ownership percentage by parent | 100% | |
Orthocyte Corporation [Member] | ||
Field of business description | Research in orthopedic diseases and injuries | |
Noncontrolling interest, ownership percentage by parent | 99.80% | |
[1]As of December, 31, 2021 our ownership percentage of Cell Cure was approximately 99 21,999 94 |
Schedule of Lineage's Ownersh_2
Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries (Details) (Parenthetical) - shares | Sep. 30, 2022 | Jul. 31, 2022 | Dec. 31, 2021 |
Cell Cure Neurosciences Ltd [Member] | |||
Ownership percentage | 94% | 99% | |
Hadasit Bio-Holdings Ltd. [Member] | |||
Class of warrant or right, number of securities called by warrants or rights | 21,999 |
Schedule of Anti-dilutive Secur
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 17,972 | 17,207 |
Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 939 | 46 |
Schedule of Reconciliation of C
Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 24,752 | $ 55,742 | ||
Restricted cash included in deposits and other current assets (see Note 14 (Commitments and Contingencies)) | 545 | 535 | ||
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows | $ 25,297 | $ 56,277 | $ 61,328 | $ 33,183 |
Basis of Presentation, Liquid_4
Basis of Presentation, Liquidity and Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Dec. 31, 2021 | Apr. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Property, Plant and Equipment [Line Items] | |||||||
Cash and cash equivalents and marketable securities | $ 66,400 | $ 66,400 | |||||
Amount reserved for future issuance | 63,800 | 63,800 | |||||
Agreements Abstract | |||||||
Upfront payment receivable | 2,998 | $ 2,270 | 12,788 | $ 3,173 | |||
Deferred revenue | [1] | $ 50,500 | 38,908 | 38,908 | |||
Accounts receivable amounted | 50,600 | 400 | 400 | ||||
Allowance for doubtful accounts | 100 | 100 | 100 | ||||
Cash and cash equivalents value | 14,700 | 14,700 | |||||
Money market funds, at carrying value | 52,300 | 7,800 | 7,800 | ||||
Collaborative Arrangement [Member] | Immunomic Therapeutics Inc [Member] | Maximum [Member] | |||||||
Agreements Abstract | |||||||
Additional development milestone payments | 620,000 | ||||||
Upfront licensing fees | $ 67,000 | ||||||
Royalty percentage | 10% | ||||||
Collaborative Arrangement [Member] | Immunomic Therapeutics Inc [Member] | Minimum [Member] | |||||||
Agreements Abstract | |||||||
Upfront licensing fees | $ 2,000 | ||||||
Roche Collaboration Agreement [Member] | |||||||
Agreements Abstract | |||||||
Deferred revenue | 38,100 | 38,100 | |||||
Deferred revenue, revenue recognized | 2,600 | 11,600 | |||||
Unfulfilled Collaboration [Member] | |||||||
Agreements Abstract | |||||||
Deferred revenue | $ 800 | $ 800 | |||||
Roche Agreement [Member] | |||||||
Agreements Abstract | |||||||
Upfront payment receivable | $ 50,000 | ||||||
[1]Excludes government grants as Lineage has determined government grants are outside the scope of ASU 2014-09 – Revenue from Contracts with Customers (Topic 606). |
Schedule of Disaggregated Reven
Schedule of Disaggregated Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues under collaborative agreements | $ 2,592 | $ 293 | $ 11,605 | $ 506 |
Grant revenue | 68 | 237 | ||
Total revenues | 2,998 | 2,270 | 12,788 | 3,173 |
Israel Innovation Authority [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Grant revenue | 68 | 237 | ||
Royalty [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues under collaborative agreements | 406 | 1,909 | 1,183 | 2,430 |
Upfront License Fees [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues under collaborative agreements | 2,592 | 36 | 11,605 | 72 |
Event Based Development Milestones [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues under collaborative agreements | 72 | 72 | ||
Reimbursements Cost Sharing Payments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues under collaborative agreements | $ 185 | $ 362 |
Schedule of Contract with Custo
Schedule of Contract with Customer Contract Liability and Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |||
Accounts receivable and other receivable, net | [1],[2] | $ 435 | $ 50,640 |
Deferred revenues | [2] | $ 38,908 | $ 50,500 |
[1]Accounts receivable and other receivable, net, decreased primarily due to the receipt of the $ 50.0 |
Schedule of Contract with Cus_2
Schedule of Contract with Customer Contract Liability and Receivable (Details) (Parenthetical) $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Roche Agreement [Member] | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Upfront payment received | $ 50 |
Revenue (Details Narrative)
Revenue (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Total revenue | $ 2,998 | $ 2,270 | $ 12,788 | $ 3,173 | ||
Collaboration revenues | 2,592 | $ 293 | 11,605 | $ 506 | ||
Upfront payment | 50,000 | |||||
Transaction price for good and service | 40,500 | 40,500 | ||||
Deferred revenue | [1] | 38,908 | 38,908 | $ 50,500 | ||
Unfulfilled commitments | 1,600 | 1,600 | ||||
Deferred revenue - current | 12,400 | 12,400 | ||||
Roche Collaboration Agreement [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Collaboration revenues | 2,600 | 11,600 | ||||
Upfront payment | 50,000 | 50,000 | ||||
Deferred revenue | $ 38,100 | $ 38,100 | ||||
[1]Excludes government grants as Lineage has determined government grants are outside the scope of ASU 2014-09 – Revenue from Contracts with Customers (Topic 606). |
Summary of Available for Sale D
Summary of Available for Sale Debt Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | $ 48,646 | |
Unrealized gains | 1 | |
Unrealized losses | (151) | |
Fair value | 48,496 | $ 0 |
US Treasury Securities [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized cost | 48,646 | |
Unrealized gains | 1 | |
Unrealized losses | (151) | |
Fair value | $ 48,496 |
Schedule of Amortized cost And
Schedule of Amortized cost And Estimated fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Cash and Cash Equivalents [Abstract] | ||
Amortized cost | $ 48,646 | |
Fair value | 48,496 | |
Total Amortized cost | 48,646 | |
Fair value | $ 48,496 | $ 0 |
Marketable Debt Securities (Det
Marketable Debt Securities (Details Narrative) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Cash and Cash Equivalents [Abstract] | ||
Marketable debt securities | $ 7,800 | $ 52,300 |
Avaliable for sale debt securities | $ 48,496 | $ 0 |
Marketable Equity Securities (D
Marketable Equity Securities (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Marketable securities, unrealized loss | $ (150) | $ (150) | |||
OncoCyte Corporation [Member] | |||||
Investment owned balance, shares | 1.1 | 1.1 | 1.1 | ||
Investment owned, at fair value | $ 800 | $ 800 | $ 2,400 | ||
Share price per share | $ 0.73 | $ 0.73 | $ 2.17 | ||
Marketable securities, unrealized loss | $ 200 | $ 2,500 | $ 1,600 | ||
Marketable securities, realized gain | $ 6,000 | ||||
Unrealized loss on marketable equity securities related to changes in fair market value | $ 600 |
Schedule of Property and Equipm
Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation and amortization | $ (5,812) | $ (5,302) |
Property and equipment, net | 4,652 | 4,872 |
Equipment Furniture And Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Right-of-use assets | 3,389 | 3,472 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Right-of-use assets | 2,338 | 2,539 |
Right Of Use Assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Right-of-use assets | $ 4,737 | $ 4,163 |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||||
Financing leases related to property and equipment | $ 79,000 | $ 79,000 | $ 79,000 | ||
Depreciation and amortization | $ 145,000 | $ 165,000 | $ 441,000 | $ 504,000 |
Schedule of Goodwill and Intang
Schedule of Goodwill and Intangible Assets Net (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | [1] | $ 10,672 | $ 10,672 |
Total intangible assets | 66,143 | 66,143 | |
Accumulated amortization | [2] | (19,419) | (19,321) |
Intangible assets, net | 46,724 | 46,822 | |
IPR&D - OPC1 [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total intangible assets | [3] | 31,700 | 31,700 |
IPR&D - VAC [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total intangible assets | [3] | 14,840 | 14,840 |
Patents [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total intangible assets | 18,953 | 18,953 | |
Royalty Contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total intangible assets | [4] | $ 650 | $ 650 |
[1]Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 14 (Commitments and Contingencies) for additional information on the Asterias Merger).[2]As of September 30, 2022 acquired patents were fully amortized and the acquired royalty contracts had a remaining unamortized balance of approximately $ 184,000 46.5 31.7 14.8 |
Schedule of Goodwill and Inta_2
Schedule of Goodwill and Intangible Assets Net (Details) (Parenthetical) - USD ($) | 9 Months Ended | ||
Sep. 30, 2022 | Dec. 31, 2021 | ||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired | $ 46,500,000 | ||
Fair value of intangible assets | 66,143,000 | $ 66,143,000 | |
Unamortized remaining balance | 184,000 | ||
IPR&D - OPC1 [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Fair value of intangible assets | [1] | 31,700,000 | 31,700,000 |
IPR&D - VAC [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Fair value of intangible assets | [1] | $ 14,840,000 | $ 14,840,000 |
[1]Asterias had two in-process research and development (“IPR&D”) intangible assets that were valued at $ 46.5 31.7 14.8 |
Schedule of Intangible Assets F
Schedule of Intangible Assets Future Amortization Expenses (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 32 |
2023 | 130 |
2024 | 22 |
Total | $ 184 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 33 | $ 33 | $ 98 | $ 178 |
Minimum [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 5 years | |||
Maximum [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 10 years |
Schedule of Accounts Payable an
Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 2,865 | $ 3,543 | |
Accrued compensation | 1,914 | 2,162 | |
Accrued Liabilities, Current | [1] | 5,003 | 22,086 |
Other current liabilities | 25 | 178 | |
Total | $ 9,807 | $ 27,969 | |
[1]The decrease in accrued liabilities was primarily due to a $21.0 million payment by Lineage in accordance with its obligations related to the Roche Agreement (see Note 14 (Commitments and Contingencies)), offset with accrual of litigation settlement amount of $3.5 million (see Note 14 (Commitments and Contingencies)) . |
Schedule of Fair Value of Asset
Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Marketable Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | $ 48,496 | ||
Marketable Equity Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 940 | $ 2,616 | |
Cell Cure Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liabilities | 4 | 227 | |
Fair Value, Inputs, Level 1 [Member] | Marketable Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 48,496 | ||
Fair Value, Inputs, Level 1 [Member] | Marketable Equity Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 940 | 2,616 | |
Fair Value, Inputs, Level 1 [Member] | Cell Cure Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liabilities | |||
Fair Value, Inputs, Level 2 [Member] | Marketable Equity Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | |||
Fair Value, Inputs, Level 2 [Member] | Cell Cure Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liabilities | |||
Fair Value, Inputs, Level 3 [Member] | Marketable Equity Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | |||
Fair Value, Inputs, Level 3 [Member] | Cell Cure Warrants [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Liabilities | 4 | 227 | |
Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1] | 6,909 | 52,324 |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1] | 6,909 | 52,324 |
Money Market Funds [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1] | ||
Money Market Funds [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1] | ||
[1]Included in cash and cash equivalents in the accompanying condensed consolidated balance sheet. |
Schedule of Changes in Fair Val
Schedule of Changes in Fair Value (Details) - Cell Cure Warrants [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance as of December 31, 2021 | $ 227 |
Change in fair value and other adjustments | (223) |
Expiration of warrants | |
Balance as of September 30, 2022 | $ 4 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Neal Bradsher [Member] | Broadwood Partners, L.P [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Legal expenses | $ 620,000 |
Schedule of Shareholder_s Equit
Schedule of Shareholder’s Equity (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance, value | $ 81,499 | $ 85,218 | $ 90,898 | $ 123,601 | $ 116,570 | $ 95,127 | $ 90,898 | $ 95,127 |
Shares issued through ATM | 2,667 | 7,874 | 19,008 | |||||
Shares issued for services | 202 | |||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes | (9) | (8) | (13) | (15) | (12) | |||
Shares issued upon exercise of stock options | 118 | 10 | 189 | 485 | 4,033 | 1,751 | ||
Subsidiary warrant exercise, net | 892 | 97 | 2 | |||||
Financing related fees | (79) | (26) | (173) | |||||
Stock-based compensation | 987 | 1,235 | 1,106 | 1,144 | 919 | 539 | ||
Shares issued for retirement of stock warrants | 2 | 2 | ||||||
Foreign currency translation loss | 323 | 1,730 | 124 | (382) | (960) | 1,576 | 2,177 | 234 |
NET LOSS | (6,116) | (6,782) | (7,093) | (7,834) | (4,796) | (1,448) | (19,991) | (14,080) |
Unrealized loss on marketable securities | (150) | |||||||
Ending Balance, value | 77,553 | 81,499 | 85,218 | 119,589 | 123,601 | 116,570 | 77,553 | 119,589 |
Preferred Stock [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance, value | ||||||||
Beginning balance, shares | ||||||||
Shares issued through ATM | ||||||||
Shares issued for services | ||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes | ||||||||
Shares issued upon exercise of stock options | ||||||||
Subsidiary warrant exercise, net | ||||||||
Financing related fees | ||||||||
Stock-based compensation | ||||||||
Shares issued for retirement of stock warrants | ||||||||
Foreign currency translation loss | ||||||||
NET LOSS | ||||||||
Unrealized loss on marketable securities | ||||||||
Ending Balance, value | ||||||||
Ending balance, shares | ||||||||
Common Stock [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance, value | $ 437,151 | $ 435,818 | $ 434,529 | $ 428,046 | $ 415,259 | $ 393,944 | $ 434,529 | $ 393,944 |
Beginning balance, shares | 169,748 | 169,727 | 169,477 | 167,037 | 162,067 | 153,096 | 169,477 | 153,096 |
Shares issued through ATM | $ 2,667 | $ 7,874 | $ 19,008 | |||||
Shares issued through ATM, shares | 1,049 | 2,824 | 7,941 | |||||
Shares issued for services | $ 202 | |||||||
Shares issued for services, shares | 78 | |||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes | $ (9) | $ (8) | $ (13) | $ (15) | $ (12) | |||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees' taxes, shares | 138 | 10 | 10 | 10 | 10 | 10 | ||
Shares issued upon exercise of stock options | $ 118 | $ 10 | $ 189 | $ 485 | $ 4,033 | $ 1,751 | ||
Shares issued upon exercise of stock options, shares | 11 | 240 | 369 | 2,116 | 942 | |||
Subsidiary warrant exercise, net | 892 | $ 97 | $ 2 | |||||
Financing related fees | $ (79) | $ (26) | $ (173) | |||||
Stock-based compensation | 987 | 1,235 | 1,106 | 1,144 | 919 | 539 | ||
Shares issued for retirement of stock warrants | 2 | $ 2 | ||||||
Shares issues for retirement of stock warrants, shares | 20 | |||||||
Foreign currency translation loss | ||||||||
NET LOSS | ||||||||
Unrealized loss on marketable securities | ||||||||
Ending Balance, value | $ 439,148 | $ 437,151 | $ 435,818 | $ 432,250 | $ 428,046 | $ 415,259 | $ 439,148 | $ 432,250 |
Ending balance, shares | 169,886 | 169,748 | 169,727 | 168,465 | 167,037 | 162,067 | 169,886 | 168,465 |
Retained Earnings [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance, value | $ (350,947) | $ (344,184) | $ (337,097) | $ (300,282) | $ (295,494) | $ (294,078) | $ (337,097) | $ (294,078) |
Shares issued through ATM | ||||||||
Shares issued for services | ||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes | ||||||||
Shares issued upon exercise of stock options | ||||||||
Subsidiary warrant exercise, net | ||||||||
Financing related fees | ||||||||
Stock-based compensation | ||||||||
Foreign currency translation loss | ||||||||
NET LOSS | (6,069) | (6,763) | (7,087) | (7,823) | (4,788) | (1,416) | ||
Unrealized loss on marketable securities | ||||||||
Ending Balance, value | (357,016) | (350,947) | (344,184) | (308,105) | (300,282) | (295,494) | (357,016) | (308,105) |
Noncontrolling Interest [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance, value | (1,348) | (1,329) | (1,323) | (1,112) | (1,104) | (1,072) | (1,323) | (1,072) |
Shares issued through ATM | ||||||||
Shares issued for services | ||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes | ||||||||
Shares issued upon exercise of stock options | ||||||||
Subsidiary warrant exercise, net | ||||||||
Financing related fees | ||||||||
Stock-based compensation | ||||||||
Foreign currency translation loss | ||||||||
NET LOSS | (47) | (19) | (6) | (11) | (8) | (32) | ||
Unrealized loss on marketable securities | ||||||||
Ending Balance, value | (1,395) | (1,348) | (1,329) | (1,123) | (1,112) | (1,104) | (1,395) | (1,123) |
AOCI Attributable to Parent [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Beginning balance, value | (3,357) | (5,087) | (5,211) | (3,051) | (2,091) | (3,667) | (5,211) | (3,667) |
Shares issued through ATM | ||||||||
Shares issued for services | ||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes | ||||||||
Shares issued upon exercise of stock options | ||||||||
Subsidiary warrant exercise, net | ||||||||
Financing related fees | ||||||||
Stock-based compensation | ||||||||
Foreign currency translation loss | 323 | 1,730 | 124 | (382) | (960) | 1,576 | ||
NET LOSS | ||||||||
Unrealized loss on marketable securities | (150) | |||||||
Ending Balance, value | $ (3,184) | $ (3,357) | $ (5,087) | $ (3,433) | $ (3,051) | $ (2,091) | $ (3,184) | $ (3,433) |
Shareholders_ Equity (Details N
Shareholders’ Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | |||||||
Dec. 31, 2021 | Mar. 31, 2021 | Jul. 31, 2017 | Sep. 30, 2022 | Sep. 30, 2021 | Jul. 31, 2022 | Jun. 30, 2022 | Apr. 30, 2022 | Mar. 31, 2022 | |
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 | |||||||
Preferred stock, no par value | $ 0 | $ 0 | |||||||
Preferred stock, shares issued | 0 | 0 | |||||||
Preferred stock, shares outstanding | 0 | 0 | |||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | |||||||
Common stock, no par value | $ 0 | $ 0 | |||||||
Common stock, shares issued | 169,477,347 | 169,886,335 | |||||||
Common stock, shares outstanding | 169,477,347 | 169,886,335 | |||||||
Proceeds from issuance of common stock | $ 148 | $ 30,741 | |||||||
Proceeds from warrant exercise | $ 991 | ||||||||
Cell Cure Warrants [Member] | Consultants [Member] | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Class of warrant or right, number | 2,000 | ||||||||
Exercise price per share | $ 40 | ||||||||
Warrant expiration date | January 2024 | ||||||||
Hadasit Bio-Holdings Ltd. [Member] | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Class of warrant or right, number | 24,566 | 21,999 | 50 | 2,467 | 50 | ||||
Exercise price per share | $ 40.54 | ||||||||
Warrant expiration date | July 2022 | ||||||||
Hadasit Bio-Holdings Ltd. [Member] | Cell Cure [Member] | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Proceeds from warrant exercise | $ 900 | ||||||||
Sales Agreement [Member] | Parent Company [Member] | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Sale of stock, consideration received on transaction | $ 64,100 | $ 25,000 | |||||||
Common stock unsold | $ 14,100 | ||||||||
Number of shares sold | 108,200 | ||||||||
Price per share | $ 2.55 | ||||||||
Proceeds from issuance of common stock | $ 300 | ||||||||
Available for sale value | $ 63,800 | ||||||||
2017 Sales Agreement [Member] | Cantor Fitzgerald and Co Member [Member] | |||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||
Percentage of commission payable | 3% |
Schedule of Share-based Compens
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity (Details) shares in Thousands | 9 Months Ended | |
Sep. 30, 2022 $ / shares shares | ||
Stock Option Plan of 2021 [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of Options Outstanding, Beginning balance | ||
Number of RSUs Outstanding, Beginning balance | ||
Weighted Average Exercise Price of Options Outstanding, Beginning balance | $ / shares | ||
Number of Options Outstanding, Options granted | 6,258 | |
Number of RSUs Outstanding, Options granted | ||
Weighted Average Exercise Price of Options Outstanding, Options granted | $ / shares | $ 1.40 | |
Number of Options Outstanding, Options forfeited | (1,155) | |
Number of RSUs Outstanding, Options expired/forfeited/cancelled | ||
Weighted Average Exercise Price of Options Outstanding, Options forfeited | $ / shares | $ 1.40 | |
Number of Options Outstanding, RSUs granted | [1] | |
Number of RSUs Outstanding, RSUs granted | 994 | [1] |
Weighted Average Exercise Price of Options Outstanding, RSUs granted | $ / shares | [1] | |
Number of Options Outstanding, RSUs forfeited | ||
Number of RSUs Outstanding, RSUs forfeited | (55) | |
Weighted Average Exercise Price of Options Outstanding, RSUs forfeited | $ / shares | ||
Number of Options Outstanding, Ending balance | 5,103 | |
Number of RSUs Outstanding, Ending balance | 939 | |
Weighted Average Exercise Price of Options Outstanding, Ending balance | $ / shares | $ 1.40 | |
Number of Options exercisable | ||
Weighted Average Exercise Price of Options exercisable | $ / shares | ||
Stock Option Plan of 2012 and 2018 [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of Options Outstanding, Beginning balance | 14,643 | |
Number of RSUs Outstanding, Beginning balance | 31 | |
Weighted Average Exercise Price of Options Outstanding, Beginning balance | $ / shares | $ 1.84 | |
Number of Options Outstanding, Options forfeited | (1,385) | |
Number of RSUs Outstanding, Options expired/forfeited/cancelled | ||
Weighted Average Exercise Price of Options Outstanding, Options forfeited | $ / shares | $ 2.18 | |
Number of Options Outstanding, Ending balance | 12,869 | |
Number of RSUs Outstanding, Ending balance | ||
Weighted Average Exercise Price of Options Outstanding, Ending balance | $ / shares | $ 1.83 | |
Number of Options exercisable | 9,044 | |
Weighted Average Exercise Price of Options exercisable | $ / shares | $ 1.82 | |
Number of Options Outstanding, Rsu vested | ||
Number of RSUs Outstanding, Rsu vested | (31) | |
Weighted Average Exercise Price of Options, Rsu vested | $ / shares | ||
Number of Options Outstanding, Options exercised | (389) | |
Number of RSUs Outstanding, Options exercised | ||
Weighted Average Exercise Price of Options, Options exercised | $ / shares | $ 0.81 | |
Asterias Equity Plan [Member] | Asterias Biotherapeutics Inc [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of Options Outstanding, Beginning balance | 241 | |
Weighted Average Exercise Price of Options Outstanding, Beginning balance | $ / shares | $ 1.57 | |
Number of Options Outstanding, Options forfeited | (241) | |
Weighted Average Exercise Price of Options Outstanding, Options forfeited | $ / shares | $ 1.57 | |
Number of Options Outstanding, Ending balance | ||
Weighted Average Exercise Price of Options Outstanding, Ending balance | $ / shares | ||
Number of Options exercisable | ||
Weighted Average Exercise Price of Options exercisable | $ / shares | ||
[1]On February 11, 2022, Lineage granted 694,424 300,000 100,000 100,000 |
Schedule of Share-based Compe_2
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity (Details) (Parenthetical) - 2021 Equity Incentive Plan [Member] - Restricted Stock Units (RSUs) [Member] - shares shares in Thousands | Mar. 10, 2022 | Feb. 11, 2022 |
Employees [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of restricted stock units, granted | 694,424 | |
Brian Culley [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of restricted stock units, granted | 300,000 | |
Cheif Executive Officer [Member] | March 9, 2023 [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of RSU shares expected to vest | 100,000 | |
Cheif Executive Officer [Member] | Second and Third Anniversaries [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of RSU shares expected to vest | 100,000 |
Schedule of Weighted Average As
Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options (Details) - 2012 Plan [Member] | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected life (in years) | 6 years 2 months 12 days | 6 years 2 months 8 days |
Risk-free interest rates | 2.11% | 1.05% |
Volatility | 73.60% | 73.20% |
Dividend yield | (0.00%) | (0.00%) |
Schedule of Stock Based Compens
Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 987 | $ 1,144 | $ 3,328 | $ 2,601 |
Research and Development Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 204 | 235 | 559 | 613 |
General and Administrative Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 783 | $ 909 | $ 2,769 | $ 1,988 |
Stock-Based Awards (Details Nar
Stock-Based Awards (Details Narrative) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 | Sep. 13, 2021 | |
2021 Equity Incentive Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of shares granted | 11,256,401 | 15,000,000 |
2012 and 2018 Equity Incentive Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Unvested stock options | $ 8.9 | |
Expected recognized expense over weighted average period | 2 years 8 months 12 days |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jun. 15, 2017 | Jan. 31, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Payments for Advance to Affiliate | $ 50,000,000 | $ 50,000,000 | |||||
Provision for taxdeduction percentage | 50% | ||||||
Adjusted income tax expense (benefit) | $ 24,800,000 | ||||||
Income tax expense | $ 541,000 | $ (1,012,000) | $ 541,000 | $ (1,181,000) | |||
Deferred income tax (expenses) benefit | $ 0 | $ 1,000,000 | $ 0 | $ 1,200,000 | |||
Cell Cure Neurosciences Ltd [Member] | |||||||
Gain on transaction | $ 31,700,000 |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating cash flows from operating leases | $ 727 | $ 687 |
Operating cash flows from financing leases | 14 | 12 |
Financing cash flows from financing leases | 23 | 13 |
Operating leases | $ 1,028 | $ 32 |
Schedule of Supplemental Balanc
Schedule of Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Right-of-use lease liabilities, current | $ 543 | $ 801 |
Right-of-use lease liabilities, noncurrent | 2,216 | 1,941 |
Lease liabilities, current | 25 | 30 |
Lease liabilities, noncurrent | 16 | 30 |
Operating Lease [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Right-of-use assets, net | 2,491 | 2,372 |
Right-of-use lease liabilities, current | 543 | 801 |
Right-of-use lease liabilities, noncurrent | 2,216 | 1,941 |
Total operating lease liabilities | $ 2,759 | $ 2,742 |
Operating Lease, Weighted Average Remaining Lease Term | 5 years 1 month 6 days | 3 years 6 months |
Operating Lease, Weighted Average Discount Rate, Percent | 6.60% | 7.70% |
Financing Leases [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Financing leases, Right-of-use assets, net | $ 19 | $ 36 |
Lease liabilities, current | 13 | 13 |
Lease liabilities, noncurrent | 16 | 23 |
Total finance lease liabilities | 29 | 36 |
Other current liabilities | 12 | 17 |
Long-term liabilities | 7 | |
Total finance lease liabilities | $ 12 | $ 24 |
Finance Lease, Weighted Average Remaining Lease Term | 1 year 7 months 6 days | 2 years 2 months 12 days |
Finance Lease, Weighted Average Discount Rate, Percent | 5% | 5.70% |
Schedule of Future Minimum Leas
Schedule of Future Minimum Lease Commitments (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Operating Lease [Member] | ||
Lessee, Operating Lease, Liability, to be Paid [Abstract] | ||
2022 | $ 222 | |
2023 | 616 | |
2024 | 595 | |
2025 | 578 | |
2026 | 571 | |
Thereafter | 689 | |
Total lease payments | 3,271 | |
Less imputed interest | (512) | |
Total | 2,759 | $ 2,742 |
Financing Leases [Member] | ||
Finance Lease, Liability, to be Paid [Abstract] | ||
2022 | 7 | |
2023 | 24 | |
2024 | 11 | |
2025 | ||
2026 | ||
Total lease payments | 42 | |
Less imputed interest | (1) | |
Total | $ 41 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) | 1 Months Ended | 9 Months Ended | ||||||||||||||||||||||||||
Nov. 01, 2022 USD ($) | Nov. 01, 2022 ILS (₪) | Aug. 01, 2022 USD ($) | Aug. 01, 2022 ILS (₪) | Nov. 30, 2021 USD ($) m² ft² | Sep. 30, 2020 USD ($) ft² | May 06, 2020 GBP (£) | Mar. 08, 2019 USD ($) shares | Jun. 15, 2017 USD ($) | Sep. 30, 2022 USD ($) m² ft² | Aug. 31, 2022 m² ft² | Apr. 30, 2022 USD ($) | Jan. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Nov. 30, 2021 USD ($) m² ft² | May 31, 2020 USD ($) | May 31, 2020 GBP (£) | May 31, 2019 USD ($) ft² | Jan. 31, 2018 USD ($) m² ft² | Jan. 31, 2018 ILS (₪) | Dec. 31, 2015 USD ($) ft² | Sep. 30, 2022 USD ($) m² ft² | Sep. 30, 2022 ILS (₪) m² ft² | Nov. 30, 2021 ILS (₪) m² ft² | Aug. 01, 2021 USD ($) | Apr. 30, 2020 USD ($) ft² | Feb. 01, 2020 USD ($) | Jan. 31, 2019 USD ($) | |
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Upfront payment cost | $ 50,000,000 | |||||||||||||||||||||||||||
Development Costs, Period Cost | $ 620,000,000 | |||||||||||||||||||||||||||
Upfront payment | $ 50,000,000 | |||||||||||||||||||||||||||
Grants awarded percentage | 50% | 50% | 50% | |||||||||||||||||||||||||
Royalty payment percentage | 24.30% | 50% | 24.30% | 24.30% | ||||||||||||||||||||||||
Aggregate cap amount | $ 90,900,000 | $ 90,900,000 | ||||||||||||||||||||||||||
Sublicensing fee percentage | 21.50% | |||||||||||||||||||||||||||
Payments for Advance to Affiliate | $ 50,000,000 | 50,000,000 | ||||||||||||||||||||||||||
Asterias Litigation [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Loss contingency, damages sought, value | $ 10,700,000 | |||||||||||||||||||||||||||
Asterias Litigation [Member] | Insurance [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Settlement amount to be paid | $ 3,500,000 | |||||||||||||||||||||||||||
Parent Company [Member] | Merger Consideration [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Business aquisition shares issued | shares | 24,695,898 | |||||||||||||||||||||||||||
Value of equity shares issued | $ 32,400,000 | |||||||||||||||||||||||||||
Business combination purchase price consideration | $ 52,600,000 | |||||||||||||||||||||||||||
ITI Collaboration Agreement [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Budgetary commitment amount | $ 2,200,000 | |||||||||||||||||||||||||||
License Agreement [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Agreed signature fee amount | $ 1,600,000 | |||||||||||||||||||||||||||
GBP [Member] | License Agreement [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Agreed signature fee amount | £ | £ 1,250,000 | |||||||||||||||||||||||||||
Clinical regulatory milestone | £ | £ 8,000,000 | |||||||||||||||||||||||||||
Sales related milestones | £ | £ 22,500,000 | |||||||||||||||||||||||||||
Cell Cure [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Rentable area | ft² | 1,432 | 1,432 | 10,054 | 1,432 | ||||||||||||||||||||||||
Lease expiration date | Dec. 31, 2027 | Dec. 31, 2027 | Dec. 31, 2027 | |||||||||||||||||||||||||
Base rent | $ 3,757 | $ 3,757 | ||||||||||||||||||||||||||
Land subject to ground leases | m² | 133 | 133 | 934 | 133 | ||||||||||||||||||||||||
Lessee operating lease renewal term description | five years | five years | five years | |||||||||||||||||||||||||
Base rent and construction allowance per month | $ 26,000 | |||||||||||||||||||||||||||
Cell Cure [Member] | Forecast [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Payments for rent | $ 3,951 | ₪ 12,494 | ||||||||||||||||||||||||||
Cell Cure [Member] | NIS [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Base rent | ₪ | ₪ 11,880 | |||||||||||||||||||||||||||
Base rent and construction allowance per month | ₪ | ₪ 93,827 | |||||||||||||||||||||||||||
Industrial Microbes, Inc [Member] | Alameda Sublease [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Base rent increase rate | 3% | |||||||||||||||||||||||||||
Base rent | $ 28,000 | |||||||||||||||||||||||||||
Land subject to ground leases | ft² | 10,000 | |||||||||||||||||||||||||||
Israel Innovation Authority [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Loss contingency accrual, payments | 12,100,000 | |||||||||||||||||||||||||||
Hadasit Medical Research Services and Development Ltd [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Loss contingency accrual, payments | $ 8,900,000 | |||||||||||||||||||||||||||
Pay costs percentage | 21.50% | |||||||||||||||||||||||||||
Hadasit Medical Research Services and Development Ltd [Member] | Maximum [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Loss contingency accrual, payments | $ 1,900,000 | |||||||||||||||||||||||||||
Asterias [Member] | Restricted Stock [Member] | Merger Consideration [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Business aquisition shares issued | shares | 58,085 | |||||||||||||||||||||||||||
Carlsbad Lease [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Rentable area | ft² | 8,841 | |||||||||||||||||||||||||||
Lease commencement date | Aug. 01, 2019 | |||||||||||||||||||||||||||
Lease expiration date | Oct. 31, 2022 | |||||||||||||||||||||||||||
Deemed rentable area | ft² | 7,000 | |||||||||||||||||||||||||||
Base rent increase rate | 3% | 3% | ||||||||||||||||||||||||||
Increased rent amount | $ 24,666 | |||||||||||||||||||||||||||
Secuirty deposit | $ 17,850 | |||||||||||||||||||||||||||
Carlsbad Sub Lease [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Rentable area | ft² | 4,500 | 4,500 | 4,500 | |||||||||||||||||||||||||
Lease commencement date | Oct. 01, 2022 | |||||||||||||||||||||||||||
Lease expiration date | Mar. 31, 2024 | |||||||||||||||||||||||||||
Secuirty deposit | $ 22,500 | $ 22,500 | ||||||||||||||||||||||||||
Base rent | 22,500 | 22,500 | ||||||||||||||||||||||||||
Alameda Lease [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Base rent increase rate | 3% | 3% | ||||||||||||||||||||||||||
Secuirty deposit | $ 16,000 | $ 424,000 | ||||||||||||||||||||||||||
Base rent | $ 14,592 | $ 72,676 | ||||||||||||||||||||||||||
Number of buildings for lease | two buildings | |||||||||||||||||||||||||||
Security deposit reduction in value | $ 78,000 | |||||||||||||||||||||||||||
Thousand Ten Atlantic Premises [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Rentable area | ft² | 2,432 | 22,303 | ||||||||||||||||||||||||||
Lease commencement date | Oct. 01, 2020 | |||||||||||||||||||||||||||
Lease expiration date | Jan. 31, 2023 | |||||||||||||||||||||||||||
Thousand Twenty Atlantic Premises [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Rentable area | ft² | 8,492 | |||||||||||||||||||||||||||
Office and Laboratory Space, Jerusalem, Israel [Member] | NIS [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Base rent | ₪ | ₪ 39,776 | |||||||||||||||||||||||||||
Office and Laboratory Space, Jerusalem, Israel [Member] | December 31, 2018 Exchange Rate [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Base rent | $ 12,200 | $ 12,200 | ||||||||||||||||||||||||||
Office and Laboratory Space, Jerusalem, Israel [Member] | Cell Cure [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Rentable area | ft² | 7,842 | 3,229 | 7,842 | 7,842 | ||||||||||||||||||||||||
Lease expiration date | Dec. 31, 2027 | Dec. 31, 2027 | ||||||||||||||||||||||||||
Land subject to ground leases | m² | 728.5 | 300 | 728.5 | 728.5 | ||||||||||||||||||||||||
Lessee operating lease renewal term description | five years | option to extend the lease for five years | ||||||||||||||||||||||||||
Base monthly rent | $ 4,800 | ₪ 16,350 | ||||||||||||||||||||||||||
Lease modification | 700,000 | |||||||||||||||||||||||||||
Additional right of use asset and lease liability | $ 200,000 | |||||||||||||||||||||||||||
January 2018 Lease [Member] | ||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||
Deposit assets | $ 420,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Settlement Agreement [Member] - Subsequent Event [Member] $ in Thousands | Oct. 26, 2022 USD ($) |
Subsequent Event [Line Items] | |
Litigation settlements amount | $ 10,650 |
Insurers [Member] | |
Subsequent Event [Line Items] | |
Litigation settlements amount | 7,120 |
Parent Company [Member] | |
Subsequent Event [Line Items] | |
Litigation settlements amount | $ 3,530 |