Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 28, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ISCO | ||
Entity Registrant Name | International Stem Cell CORP | ||
Entity Central Index Key | 1,355,790 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 2,808,598 | ||
Entity Public Float | $ 8,332,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | |
Assets | |||
Cash and cash equivalents | $ 532,000 | $ 1,111,000 | |
Accounts receivable, net of allowance for doubtful accounts of $20 and $19 at December 31, 2015 and December 31, 2014, respectively | 539,000 | 453,000 | |
Inventory, net | 1,348,000 | 1,517,000 | |
Prepaid expenses and other current assets | 572,000 | 485,000 | |
Restricted cash | 50,000 | ||
Total current assets | 2,991,000 | 3,616,000 | |
Property and equipment, net | 375,000 | 714,000 | |
Intangible assets, net | 3,223,000 | 2,795,000 | |
Non-current inventory | 489,000 | ||
Deposits and other assets | 60,000 | 54,000 | |
Total assets | 7,138,000 | 7,179,000 | |
Liabilities and Stockholders' Equity | |||
Accounts payable | 1,092,000 | 670,000 | |
Accrued liabilities | 834,000 | 1,711,000 | |
Related party payable | 3,129,000 | 11,000 | |
Advances | 250,000 | 250,000 | |
Fair value of warrant liability | 239,000 | 4,216,000 | |
Total current liabilities | $ 5,544,000 | $ 6,858,000 | |
Commitments and contingencies | |||
Stockholders' Equity | |||
Common stock | [1] | $ 3,000 | $ 2,000 |
Additional paid-in capital | 98,970,000 | 95,063,000 | |
Accumulated deficit | (97,384,000) | (94,749,000) | |
Total stockholders' equity | 1,594,000 | 321,000 | |
Total liabilities and stockholders' equity | $ 7,138,000 | $ 7,179,000 | |
Series B Preferred Stock [Member] | |||
Stockholders' Equity | |||
Convertible Preferred stock | |||
Series D Preferred Stock [Member] | |||
Stockholders' Equity | |||
Convertible Preferred stock | |||
Series G Preferred Stock [Member] | |||
Stockholders' Equity | |||
Convertible Preferred stock | $ 5,000 | $ 5,000 | |
Series H-1 Preferred Stock [Member] | |||
Stockholders' Equity | |||
Convertible Preferred stock | |||
Series H-2 Preferred Stock [Member] | |||
Stockholders' Equity | |||
Convertible Preferred stock | |||
[1] | See Note 1, “Reverse Stock Split” |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Allowance for doubtful accounts receivable | $ 20 | $ 19 |
Preferred stock, par value | $ 0.001 | |
Preferred stock, shares authorized | 20,000,000 | |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 720,000,000 | 720,000,000 |
Common stock, shares issued | 2,808,598 | 1,596,195 |
Common stock, shares outstanding | 2,808,598 | 1,596,195 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 250,000 | 300,000 |
Preferred stock, shares outstanding | 250,000 | 300,000 |
Liquidation preference | $ 366 | $ 421 |
Series D Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50 | 50 |
Preferred stock, shares issued | 43 | 43 |
Preferred stock, shares outstanding | 43 | 43 |
Liquidation preference | $ 4,320 | $ 4,320 |
Series G Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 5,000,000 | 5,000,000 |
Liquidation preference | $ 5,000 | $ 5,000 |
Series H-1 Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 0 | 2,000 |
Preferred stock, shares issued | 0 | 1,482 |
Preferred stock, shares outstanding | 0 | 1,482 |
Series H-2 Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 0 | 500 |
Preferred stock, shares issued | 0 | 500 |
Preferred stock, shares outstanding | 0 | 500 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | ||
Revenues | |||
Product sales | $ 7,551,000 | $ 7,017,000 | |
Total revenue | 7,551,000 | 7,017,000 | |
Expenses | |||
Cost of sales | 2,056,000 | 1,921,000 | |
Research and development | 2,707,000 | 5,386,000 | |
Selling and marketing | 2,637,000 | 2,785,000 | |
General and administrative | 4,715,000 | 5,605,000 | |
Total expenses | 12,115,000 | 15,697,000 | |
Loss from operating activities | (4,564,000) | (8,680,000) | |
Other income (expense) | |||
Change in fair value of warrant liability | 1,980,000 | 2,405,000 | |
Fair value of warrant liability in excess of proceeds | (1,780,000) | ||
Financing transaction costs | (997,000) | ||
Warrant exchange inducement expense | (3,445,000) | ||
Interest expense | (11,000) | (2,000) | |
Sublease income | 1,000 | 30,000 | |
Miscellaneous expense | (41,000) | (9,000) | |
Total other income (expense), net | 1,929,000 | (3,798,000) | |
Loss before income taxes | (2,635,000) | (12,478,000) | |
Provision for income taxes | 0 | 0 | |
Net loss | (2,635,000) | (12,478,000) | |
Net loss applicable to common stockholders | $ (2,635,000) | $ (12,478,000) | |
Net loss per common share-basic | [1] | $ (1.33) | $ (9.71) |
Net loss per common share-diluted | [1] | $ (2.26) | $ (10.34) |
Weighted average shares-basic | [1] | 1,984 | 1,285 |
Weighted average shares-diluted | [1] | 2,038 | 1,207 |
[1] | See Note 1, “Reverse Stock Split” |
Consolidated Statements of Chan
Consolidated Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Convertible Redeemable Preferred Stock [Member]Series G Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member]Series B Preferred Stock [Member] | Convertible Preferred Stock [Member]Series G Preferred Stock [Member] | Convertible Preferred Stock [Member]Series B Preferred Stock [Member] | Convertible Preferred Stock [Member]Series H-1 Preferred Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | ||
Beginning balance at Dec. 31, 2013 | $ (4,223) | $ 4,941 | $ 1 | $ 78,047 | $ (82,271) | ||||||
Beginning balance, shares at Dec. 31, 2013 | 5,000,000 | 1,008,000 | [1] | 300,000 | |||||||
Issuance of common stock | |||||||||||
For cash, net of issuance costs of $169 | 3,600 | 3,600 | |||||||||
For cash, net of issuance costs of $169, shares | [1] | 184,000 | |||||||||
For services | 191 | 191 | |||||||||
For services, shares | [1] | 7,000 | |||||||||
From exercises of warrants, amount | 444 | 444 | |||||||||
From exercises of warrants, shares | [1] | 39,000 | |||||||||
For warrant exchange, net of issuance costs of $49 | 6,428 | $ 1 | 6,427 | ||||||||
For warrant exchange, net of issuance costs of $49, shares | [1] | 298,000 | |||||||||
Issuance of preferred stock, shares | 2,000 | ||||||||||
Issuance of common stock from conversion of preferred stock, shares | 60,000 | [1] | (1,000) | ||||||||
Issuance of common stock from conversion of preferred stock, shares | 60,000 | [1] | (1,000) | ||||||||
Stock-based compensation | 1,418 | 1,418 | |||||||||
Waiver of redemption feature for Series G preferred stock | 4,941 | $ (4,941) | $ 5 | 4,936 | |||||||
Waiver of redemption feature for Series G preferred stock, shares | (5,000,000) | 5,000,000 | |||||||||
Net loss | (12,478) | (12,478) | |||||||||
Ending balance at Dec. 31, 2014 | 321 | $ 2 | $ 5 | 95,063 | (94,749) | ||||||
Ending balance, shares at Dec. 31, 2014 | 1,596,000 | [1] | 5,000,000 | 300,000 | 1,000 | ||||||
Issuance of common stock | |||||||||||
For services | 105 | 105 | |||||||||
For services, shares | [1] | 20,000 | |||||||||
From exercises of warrants, amount | 3,166 | 3,166 | |||||||||
From exercises of warrants, shares | [1] | 517,000 | |||||||||
For fractional shares rounding up due to reverse stock split | [1] | 5,000 | |||||||||
Issuance of common stock from conversion of preferred stock | $ 1 | (1) | |||||||||
Issuance of common stock from conversion of preferred stock, shares | 671,000 | [1] | 27,881 | (50,000) | (1,000) | ||||||
Issuance of common stock from conversion of preferred stock, shares | 671,000 | [1] | 27,881 | (50,000) | (1,000) | ||||||
Warrant modification | 40 | 40 | |||||||||
Stock-based compensation | 597 | 597 | |||||||||
Net loss | (2,635) | (2,635) | |||||||||
Ending balance at Dec. 31, 2015 | $ 1,594 | $ 3 | $ 5 | 98,970 | $ (97,384) | ||||||
Ending balance, shares at Dec. 31, 2015 | 2,809,000 | [1] | 5,000,000 | 250,000 | |||||||
Issuance of common stock | |||||||||||
Issuance of common stock from conversion of preferred stock | $ 1 | $ (1) | |||||||||
[1] | See Note 1, “Reverse Stock Split” |
Consolidated Statements of Cha6
Consolidated Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Statement Of Stockholders Equity [Abstract] | |
For cash, issuance costs | $ 169 |
Warrant exchange, issuance costs | $ 49 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities | ||
Net loss | $ (2,635,000) | $ (12,478,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 472,000 | 458,000 |
Stock-based compensation expense | 597,000 | 1,538,000 |
Common stock issued for services | 105,000 | 191,000 |
Fair value of warrant liability in excess of proceeds | 1,780,000 | |
Financing transaction costs | 552,000 | |
Change in fair value of warrant liability | (1,980,000) | (2,405,000) |
Warrant exchange inducement expense | 3,445,000 | |
Warrant modification expense | 40,000 | |
Allowance for inventory obsolescence | (103,000) | 67,000 |
Loss on disposal of fixed assets | 1,000 | 9,000 |
Impairment of intangible assets | 176,000 | 92,000 |
Changes in operating assets and liabilities | ||
(Increase) decrease in accounts receivable | (86,000) | (147,000) |
(Increase) decrease in inventory | (217,000) | (215,000) |
(Increase) decrease in prepaid assets and other assets | (87,000) | 173,000 |
(Increase) decrease in restricted cash | 50,000 | |
(Increase) decrease in deposits and other assets | (6,000) | (21,000) |
Increase (decrease) in accounts payable | 422,000 | 138,000 |
Increase (decrease) in accrued liabilities | (877,000) | 421,000 |
Increase (decrease) in deferred revenue | (3,000) | |
Increase (decrease) in related party payable | 8,000 | (10,000) |
Net cash used in operating activities | (4,120,000) | (6,415,000) |
Investing activities | ||
Purchases of property and equipment | (35,000) | (290,000) |
Proceeds from sale of property and equipment | 1,000 | |
Payments for patent licenses and trademarks | (703,000) | (698,000) |
Net cash used in investing activities | (738,000) | (987,000) |
Financing activities | ||
Proceeds from a bridge loan from a related party | 3,110,000 | |
Proceeds from issuance of common stock | 3,649,000 | |
Proceeds from issuance of preferred stock | 2,500,000 | |
Proceeds from exercise of warrants | 1,169,000 | 339,000 |
Payment of offering costs | (218,000) | |
Net cash provided by financing activities | 4,279,000 | 6,270,000 |
Net decrease in cash and cash equivalents | (579,000) | (1,132,000) |
Cash and cash equivalents, beginning of period | 1,111,000 | 2,243,000 |
Cash and cash equivalents, end of period | 532,000 | 1,111,000 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | $ 2,000 | 2,000 |
Warrant liability reclassified to equity upon warrant exchange | 3,031,000 | |
Warrants issued for placement agent services | $ 552,000 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Significant Accounting Policies | 1. Organization and Significant Accounting Policies Business Combination and Corporate Restructure BTHC III, Inc. (“BTHC III” or the “Company”) was organized in Delaware in June 2005 as a shell company to effect the reincorporation of BTHC III, LLC, a Texas limited liability company. On December 28, 2006, the Company effected a Share Exchange pursuant to which it acquired all of the stock of International Stem Cell Corporation, a California corporation (“ISC California”). After giving effect to the Share Exchange, the stockholders of ISC California owned 93.7% of issued and outstanding shares of common stock. As a result of the Share Exchange, ISC California is now the wholly-owned subsidiary, though for accounting purposes it was deemed to have been the acquirer in a “reverse merger.” In the reverse merger, BTHC III is considered the legal acquirer and ISC California is considered the accounting acquirer. On January 29, 2007, the Company changed its name from BTHC III, Inc. to International Stem Cell Corporation. Lifeline Cell Technology, LLC (“LCT”) was formed in the State of California on August 17, 2001. LCT is in the business of developing and manufacturing purified primary human cells and optimized reagents for cell culture. LCT’s scientists have used a technology, called basal medium optimization, to systematically produce products designed to culture specific human cell types and to elicit specific cellular behaviors. These techniques also produce products that do not contain non-human animal proteins, a feature desirable to the research and therapeutic markets. LCT distinguishes itself in the industry by having in place scientific and manufacturing staff with the experience and knowledge to set up systems and facilities to produce a source of consistent, standardized, non-human animal protein free cell products, some of which are suitable for FDA approval. On July 1, 2006, LCT entered into an agreement among LCT, ISC California and the holders of membership units and warrants. Pursuant to the terms of the agreement, all the membership units in LCT were exchanged for 133,334 shares of ISC California Common Stock and for ISC California’s assumption of LCT’s obligations under the warrants. LCT became a wholly-owned subsidiary of ISC California. Lifeline Skin Care, Inc. (“LSC”) was formed in the State of California on June 5, 2009 and is a wholly-owned subsidiary of ISC California. LSC develops, manufactures and markets cosmetic products, utilizing an extract derived from the Company’s human parthenogenetic stem cell technologies. Cyto Therapeutics was registered in the state of Victoria, Australia, on December 19, 2014 and is a limited proprietary company and a wholly-owned subsidiary of the Company. Cyto Therapeutics is a research and development company for the Therapeutic Market, which will conduct clinical trials in Australia for the use of human parthenogenetic stem cell (hpSCs) in the treatment of Parkinson’s disease. Reverse Stock Split Effective July 29, 2015 and pursuant to the reverse stock split approved by the Company’s Board of Directors, each 150 shares of issued and outstanding common stock were combined into and became one share of common stock and no fractional shares were issued. The accompanying financial statements and related disclosures give retroactive effect to the reverse stock split for all years presented. Going Concern The Company needs to raise additional working capital. The timing and degree of any future capital requirements will depend on many factors. Currently, the Company’s burn rate is approximately $343,000 per month, excluding capital expenditures and patent costs averaging $62,000 per month. There can be no assurance that the Company will be successful in maintaining its normal operating cash flow, and that such cash flows will be sufficient to sustain the Company’s operations through 2016. Based on the above, there is substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements were prepared assuming that the Company is a going concern. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty. Management’s plans in regard to these matters are focused on managing its cash flow, the proper timing of its capital expenditures, and raising additional capital or financing in the future. In December 2013, the Company filed a registration statement with the Securities Exchange Commission (the “SEC”), which allows the Company to sell up to $10,250,000 of common stock to Lincoln Park Capital Fund, LLC (“Lincoln Park”) from time to time through January 2017 at the Company’s discretion pursuant to the terms of a Common Stock Purchase Agreement entered into with Lincoln Park on December 10, 2013 (the “Purchase Agreement”). In connection with agreements entered into as part of a private placement effected October 14, 2014, the Company may not sell shares to Lincoln Park until March 2016. For further discussion, see Note 6. Basis of Presentation The Company is a biotechnology company focused on therapeutic and clinical product development with multiple long-term therapeutic opportunities and two revenue-generating subsidiaries with potential for increased future revenues. The Company has generated product revenues from the two commercial businesses of $7,551,000 and $7,017,000 for the years ended December 31, 2015 and 2014, respectively. The Company currently has no revenue generated from its principal operations in therapeutic and clinical product development through research and development efforts. Principles of Consolidation The Company’s consolidated financial statements include the accounts of International Stem Cell Corporation and its subsidiaries after intercompany balances and transactions have been eliminated. Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. Restricted Cash Prior to July 2015, the Company was required to maintain $50,000 in a restricted certificate of deposit account in order to fully collateralize two revolving credit card accounts. In July 2015, after closing the collateralized credit card accounts, the Company received full reimbursement of the $50,000 and is no longer required to maintain any restricted cash. Inventories Inventory is accounted for using the first-in, first-out (FIFO) method for our Lifeline Cell Technology cell culture media and reagents, average cost and specific identification methods for our Lifeline Skin Care products, and specific identification method for our Lifeline Cell Technology products. Inventory balances are stated at the lower of cost or market. Lab supplies used in the research and development process are expensed as consumed. Inventory is reviewed periodically for product expiration and obsolescence and is adjusted accordingly. The value of the inventory that is not expected to be sold within twelve months of the year end is classified as non-current inventory on the balance sheet. Accounts Receivable Trade accounts receivable are recorded at the net invoice value and are not interest bearing. Accounts receivable primarily consist of trade accounts receivable from the sales of LCT’s products, timing of cash receipts by the Company related to LSC credit card sales to customers, as well as LSC trade receivable amounts related to spa and distributor sales. The Company considers receivables past due based on the contractual payment terms. The Company reviews its exposure to accounts receivable and reserves specific amounts if collectability is no longer reasonably assured. As of December 31, 2015 and 2014, the Company had an allowance for doubtful accounts totaling $20,000 and$19,000, respectively. Property and Equipment Property and equipment are stated at cost. The provision for depreciation and amortization is computed using the straight-line method over the estimated useful lives of the assets, generally over three to five years. The costs of major remodeling and leasehold improvements are capitalized and amortized over the shorter of the remaining term of the lease or the life of the asset. Intangible Assets Intangible assets consist of acquired research and development rights used in research and development, and capitalized legal fees related to the acquisition, filing, maintenance, and defense of patents. Patent or patent license amortization only begins once a patent license is acquired or a patent is issued by the appropriate authoritative bodies. In the period in which a patent application is rejected or efforts to pursue the patent are abandoned, all the related accumulated costs are expensed. Patents and patent licenses are recorded at cost of $3,894,000 and $3,367,000 at December 31, 2015 and 2014, respectively, and are amortized on a straight-line basis over the shorter of the lives of the underlying patents or the useful life of the license. Amortization expense for the years ended December 31, 2015 and 2014 amounted to $99,000 and $62,000, respectively, and is included in research and development expense. Accumulated amortization as of December 31, 2015 and 2014 was $671,000 and $572,000, respectively. Additional information regarding patents and patent licenses is included in Note 4. Long-Lived Asset Impairment The Company reviews long-lived assets for impairment when events or changes in business conditions indicate that their carrying value may not be recovered, and at least annually. The Company considers assets to be impaired and writes them down to fair value if expected associated undiscounted cash flows are less than the carrying amounts. Fair value is the present value of the associated cash flows. The Company recognized $176,000 and $92,000 of impairment losses on its long-lived assets during the years ended December 31, 2015 and 2014, respectively. Product Sales The Company recognizes revenue from product sales at the time of shipment to the customer, provided no significant obligations remain and collection of the receivable is reasonably assured. If the customer has a right of return, the Company recognizes product revenues upon shipment, provided that future returns can be reasonably estimated. In the case where returns cannot be reasonably estimated, revenue will be deferred until such estimates can be made or the right of return has lapsed. LCT contributed 54% and 50% of total revenue in 2015 and 2014, respectively. LSC’s revenue accounted for 46% and 50% of total revenue in 2015 and 2014, respectively. Deferred Revenue and Allowance for Sales Returns The Company recognizes revenue from product sales when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the buyer is fixed or determinable, and collectability is reasonably assured. However, the LSC products have a 30-day product return guarantee for website sales. The Company has estimated the historical rate of returns for the 30-day product return guarantee, which has remained consistent for the year ended December 31, 2015 as compared to the years ended December 31, 2014 and 2013. At December 31, 2015 and December 31, 2014, the estimated allowance for sales returns was $10,000. Cost of Sales Cost of sales consists primarily of salaries and benefits associated with employee efforts expended directly on the production of the Company’s products and include related direct materials, general laboratory supplies and allocation of overhead. Certain of the agreements under which the Company has licensed technology will require the payment of royalties based on the sale of its future products. Such royalties will be recorded as a component of cost of sales. Additionally, the amortization of license fees or milestone payments related to developed technologies used in the Company’s products will be classified as a component of cost of sales to the extent such payments become due in the future. Research and Development Costs Research and development costs, which are expensed as incurred, are primarily comprised of costs and expenses for salaries and benefits associated with research and development personnel, overhead and occupancy, contract services, and amortization of license costs for technology used in research and development with alternative future uses. Registration Payment Arrangements In accordance with applicable authoritative guidance, the Company is required to separately recognize and measure registration payment arrangements, whether issued as a separate agreement or included as a provision of a financial instrument or other agreement. Such payments include penalties for failure to effect a registration of securities. Stock-Based Compensation The Company recognized stock-based compensation expense associated with stock options and other stock-based awards in accordance with the authoritative guidance for stock-based compensation. The cost of a stock-based award is measured at the grant date based on the estimated fair value of the award, and is recognized as expense on a straight-line basis, net of estimated forfeitures over the requisite service period of the award. The fair value of stock options is estimated using the Black-Scholes option valuation model, which requires the input of subjective assumptions, including price volatility of the underlying stock, risk-free interest rate, dividend yield, and expected life of the option. The fair value of restricted stock awards is based on the market value of our common stock on the date of grant. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Assets and liabilities that are measured at fair value are reported using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2 Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The table below sets forth a summary of the fair values of the Company’s assets and liabilities as of December 31, 2015 (in thousands). Total Level 1 Level 2 Level 3 ASSETS: Cash equivalents $ 5 $ 5 $ — $ — LIABILITIES: Warrants to purchase common stock $ 239 $ — $ — $ 239 The table below sets forth a summary of the fair values of the Company’s assets and liabilities as of December 31, 2014 (in thousands). Total Level 1 Level 2 Level 3 ASSETS: Cash equivalents $ 5 $ 5 $ — $ — LIABILITIES: Warrants to purchase common stock $ 4,216 $ — $ — $ 4,216 The following table displays the rollforward activity of liabilities with inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity) (in thousands): Warrants common stock Beginning balance at December 31, 2013 $ 4,925 Issuances of warrants 4,831 Exercise of warrants (104 ) Adjustments to estimated fair value (2,405 ) Warrants exchanged for common stock (3,031 ) Ending balance at December 31, 2014 4,216 Exercise of warrants (1,997 ) Adjustments to estimated fair value (1,980 ) Ending balance at December 31, 2015 $ 239 Income Taxes The Company accounts for income taxes in accordance with applicable authoritative guidance, which requires the Company to provide a net deferred tax asset/liability equal to the expected future tax benefit/expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements. Significant estimates include patent life (remaining legal life versus remaining useful life), inventory balances (lower of cost or market and allowance for excess and obsolescence), and transactions using the Black-Scholes option pricing model, e.g., stock options, as well as Monte-Carlo valuation method for certain warrants. Actual results could differ from those estimates. Fair Value of Financial Instruments The Company believes that the carrying value of its cash and cash equivalents, receivables, accounts payable and accrued liabilities as of December 31, 2015 and 2014 approximate their fair values because of the short-term nature of those instruments. The fair value of certain warrants was determined at each quarterly reporting date and other applicable re-measurement dates in 2015 and 2014 using the Monte-Carlo valuation methodology. Income (Loss) Per Common Share The computation of net loss per common share is based on the weighted average number of shares outstanding during each period. The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the period plus the common stock equivalents, which would arise from the exercise of stock options and warrants outstanding using the treasury stock method and the average market price per share during the period. At December 31, 2015, there were 191,519 vested and 60,120 non-vested stock options outstanding, and 126,206 warrants outstanding; and at December 31, 2014, there were 968 non-vested restricted stock awards, 850,058 warrants, and 141,034 vested and 51,940 non-vested stock options outstanding. Comprehensive Income Comprehensive income or loss includes all changes in equity except those resulting from investments by owners and distributions to owners. The Company did not have any items of comprehensive income or loss other than net loss from operations for the years ended December 31, 2015 and 2014. Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers In July 2015, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2015-11, Simplifying the Measurement of Inventory In February 2016, the FASB issued ASU No. 2016-02 Leases (Topic 842), which requires lessees to recognize “right of use” assets and liabilities for all leases with lease terms of more than 12 months. The ASU requires additional quantitative and qualitative financial statement footnote disclosures about the leases, significant judgments made in accounting for those leases and amounts recognized in the financial statements about those leases. The effective date will be the first quarter of fiscal year 2019. The Company is currently evaluating the impact of the adoption of this accounting standard update on our consolidated financial statements. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory | 2. Inventory The components of inventories are as follows (in thousands): December 31, December 31, 2015 2014 Raw materials $ 245 $ 191 Work in process 533 507 Finished goods 1,149 1,012 Total 1,927 1,710 Less: allowance for inventory excess and obsolescence (90 ) (193 ) Inventory, net $ 1,837 $ 1,517 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 3. Property and Equipment Property and equipment consists of the following (in thousands): December 31, December 31, 2015 2014 Machinery and equipment $ 1,354 $ 1,357 Computer equipment 310 294 Office equipment 202 203 Leasehold improvements 757 756 2,623 2,610 Less: accumulated depreciation and amortization (2,248 ) (1,896 ) Property and equipment, net $ 375 $ 714 Depreciation expense for the years ended December 31, 2015 and 2014 were $373,000 and $396,000, respectively. |
Patent Licenses
Patent Licenses | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Patent Licenses | 4. Patent Licenses On December 31, 2003, LCT entered into an Option to License Intellectual Property On May 14, 2004, LCT amended the licensing agreement with Ocata for the exclusive worldwide patent rights for the following Ocata technologies: UMass IP, Ocata IP and Infigen IP. The additional license fees paid were $400,000. On February 7, 2013, the Company and Ocata entered into Amended and Restated License Agreements (the “Amendment”) for the purpose of completely amending and restating the terms of the license agreements. Under the terms of the Amendment, the Company acquired exclusive world-wide rights to all human therapeutic uses and cosmetic uses from Ocata and Infigen’s early work on parthenogenic-derived embryonic stem cells, as well as certain rights to patents covering Single Blastomere technology. Pursuant to the Amendment, all minimum R&D requirements and all milestone payments due to Ocata under the Exclusive License Agreement have been eliminated. The Company will no longer pay any royalties under the Ocata IP Agreement and Infigen IP Agreement. The obligation to pay royalties that ranged from 6%-12% under the UMass IP Agreement has been reduced to 0.25% of the net sales of products using technology covered by the UMass IP Agreement; and the obligation to pay a minimum annual license fee of $150,000 has been reduced to $75,000 annually, payable in two installments to Ocata. Total license fees paid were $75,000 for the years ended December 31, 2015 and 2014. As of December 31, 2015, the total amounts capitalized related to the acquired Ocata licenses were $747,000, and $3,102,000 related to other patent acquisition costs. At December 31, 2015, future amortization expense related to the intangible assets subject to amortization is expected to be as follows (in thousands): Amount 2016 $ 115 2017 115 2018 115 2019 81 2020 65 Thereafter 2,687 Total $ 3,178 |
Advances
Advances | 12 Months Ended |
Dec. 31, 2015 | |
Advances [Abstract] | |
Advances | 5. Advances On June 18, 2008, the Company entered into an agreement with BioTime, Inc. (“BioTime”), where BioTime will pay an advance of $250,000 to Lifeline Cell Technology, a wholly-owned subsidiary of International Stem Cell Corporation, to produce, make, and distribute Joint Products. The $250,000 advance will be paid down with the first $250,000 of net revenues that otherwise would be allocated to LCT under the agreement. As of December 31, 2015, no revenues were realized from this agreement. December 31, December 31, 2015 2014 BioTime, Inc. (in thousands) $ 250 $ 250 |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Capital Stock | 6. Capital Stock As of December 31, 2015, the Company is authorized to issue 720,000,000 shares of common stock, $0.001 par value per share, and 20,000,000 shares of preferred stock, $0.001 par value per share. Preferred Stock Transactions Series B Preferred Stock On May 12, 2008, to obtain funding for working capital, the Company entered into a series of subscription agreements with five accredited investors for the sale of a total of 400,000 Series B Units, each Series B Unit consisting of one share of Series B Preferred Stock (“Series B Preferred”) and two Series B Warrants (“Series B Warrants”) to purchase common stock for each $1.00 invested. The total purchase price received by the Company was $400,000. The Series B Preferred is convertible into shares of common stock at the initial conversion ratio of 0.0134 shares of common stock for each share of Series B Preferred converted (which was established based on an initial conversion price of $75.00 per share), and the Series B Warrants were exercisable at $75 per share until five years from the issuance of the Series B Warrants, which expired unexercised in May 2013. The Series B Preferred contain anti-dilution clauses whereby, if the Company issues equity securities or securities convertible into equity at a price below the conversion price of the Series B Preferred, such conversion price shall be adjusted downward to equal the price of the new securities. In October 2014, the Company issued Preferred Stock which had an initial conversion price of $9.6705, which in November 2014 was adjusted down further to $8.64, again in February 2015 down to $6.72, and again in August 2015 further down to $1.79. Accordingly, these transactions triggered an adjustment in the current conversion price of the Series B Preferred to $1.79 per share. The Series B Preferred had a priority (senior to the shares of common stock and Series H Preferred) on any sale or liquidation of the Company equal to the purchase price of the Series B Units, plus a liquidation premium of 6% per year. If the Company elects to declare a dividend in any year, it must first pay to the Series B Preferred holder a dividend equal to the amount of the dividend the Series B Preferred holder would receive if the Series B Preferred were converted just prior to the dividend declaration. Each share of Series B Preferred has the same voting rights as the number of shares of common stock into which it would be convertible on the record date. In 2015, 50,000 shares of the Series B Preferred Stock were converted to 27,881 shares of common stock at a conversion price of $1.79. As of December 31, 2015 and 2014, there were 250,000 shares and 300,000 shares, respectively, of the Series B Preferred issued and outstanding. Series D Preferred Stock On December 30, 2008, the Company entered into a Series D Preferred Stock Purchase Agreement (the “Series D Agreement”) with accredited investors (the “Investors”) and sold 47 shares of Series D Preferred Stock (“Series D Preferred”) for total proceeds of $4,700,000 at a price of $100,000 per Series D Preferred share. 10 shares of the Series D Preferred were issued to X-Master Inc., which is a related party and affiliated with the Company’s Chief Executive Officer and Co-Chairman of the Board of Directors, Dr. Andrey Semechkin and Dr. Russell Kern (formerly Ruslan Semechkin), Executive Vice President and Chief Scientific Officer and a director; and 33 shares of the Series D Preferred were issued to Dr. Andrey Semechkin. As of December 31, 2015 and 2014, there were 43 shares of the Series D Preferred issued and outstanding. The Series D Preferred was initially convertible into shares of common stock at $37.50 per share, resulting in an initial conversion ratio of 2,667 shares of common stock for every share of Series D Preferred. The Series D Preferred has an anti-dilution clause whereby, if the Company issues equity securities or securities convertible into equity at a price below the conversion price of the Series D Preferred, the conversion price of the Series D Preferred shall be adjusted downward to equal the price of the new securities. The Series D Preferred has priority over the Series A Preferred Stock, Series B Preferred Stock and Common Stock on the proceeds from any sale or liquidation of the Company in an amount equal to the purchase price of the Series D Preferred. In October 2014, the Company issued Preferred Stock which had an initial conversion price of $9.6705, which in November 2014 was adjusted down further to $8.64, again in February 2015 down to $6.72, and again in August 2015 further down to $1.79. Accordingly, these transactions triggered adjustments in the current conversion price of the Series D Preferred to $1.79. Series G Preferred Stock On March 9, 2012, the Company entered into a Series G Preferred Stock Purchase Agreement (the “Series G Agreement”) with AR Partners, LLC (the “Purchaser”) to sell 5,000,000 shares of Series G Preferred Stock (“Series G Preferred”) at a price of $1.00 per Series G Preferred share, for a total purchase price of $5,000,000. The Purchaser is an affiliate of Dr. Andrey Semechkin, the Company’s Co-Chairman and Chief Executive Officer, and Dr. Russell Kern, Executive Vice President and Chief Scientific Officer and a director. The Series G Preferred was initially convertible into shares of common stock at $60.00 per share, resulting in an initial conversion ratio of 0.0167 shares of common stock for every share of Series G Preferred. The conversion price may be adjusted for stock splits and other combinations, dividends and distributions, recapitalizations and reclassifications, exchanges or substitutions and is subject to a weighted-average adjustment in the event of the issuance of additional shares of common stock below the conversion price. The Series G Preferred shares have priority over the Series B Preferred, Series H Preferred and common stock on the proceeds from any sale or liquidation of the Company in an amount equal to the purchase price of the Series G Preferred, but such payment may be made only after payment in full of the liquidation preferences payable to holders of any shares of Series D Preferred then outstanding. Each share of Series G Preferred has the same voting rights as the number of shares of common stock into which it would be convertible on the record date. As long as there are at least 1,000,000 shares of Series G Preferred outstanding, the holders of Series G Preferred have (i) the initial right to propose the nomination of two members of the Board, at least one of which such nominees shall be subject to the approval of the Company’s independent directors, for election by the stockholder’s at the Company’s next annual meeting of stockholders, or, elected by the full board of directors to fill a vacancy, as the case may be, and (ii) the right to approve any amendment to the certificate of incorporation, certificates of designation or bylaws, in manner adverse to the Series G Preferred, alter the percentage of board seats held by the Series G Preferred directors or increase the authorized number of shares of Series G Preferred. At least one of the two directors nominated by holders of the Series G Preferred shall be independent based on the NASDAQ listing requirements. The Company determined that the Series G Preferred Stock had a contingent redemption feature allowing redemption by the holder under only some very limited circumstances (“deemed liquidation events”). As the event that may trigger the redemption of the convertible preferred stock was not solely within the Company’s control, the convertible preferred stock was classified as mezzanine equity (outside of permanent equity) on the Company’s consolidated balance sheet. Additionally, legal costs related to the Series G Preferred financing in the amount of $59,000 were recorded in the mezzanine equity as well. On December 31, 2014, the Company entered into a Waiver Agreement with all of the holders of its Series G Preferred Stock, whereby the holders irrevocably and unconditionally waived all rights they held to require the Company to redeem any or all shares of the Series G Preferred Stock and to receive any payments and any other rights accruing to them by reason of the failure of the Company to redeem shares of Series G Preferred Stock, pursuant to the terms of the Series G Certificate of Designation. Holders of Series G Preferred Stock are Dr. Andrey Semechkin and Dr. Russell Kern, each of whom is a director and executive officer of the Company, and affiliated entities of Dr. Andrey Semechkin and Dr. Russell Kern. Subsequent to the signing of the Waiver Agreement, the Series G Preferred Stock is classified within permanent equity on the Company’s consolidated balance sheet. As of December 31, 2015 and 2014, there were 5,000,000 shares of the Series G Preferred issued and outstanding. In October 2014, the Company issued Preferred Stock which had an initial conversion price of $9.6705, which in November 2014 was adjusted down to $8.64, again in February 2015 down to $6.72, and again in August 2015 further down to $1.79. Accordingly, these transactions triggered an adjustment in the current conversion price and conversion ratio of the Series G Preferred to $23.8103 per share and 0.0420 shares, respectively. Series H Preferred Stock On October 14, 2014, pursuant to a securities purchase agreement (the “Securities Purchase Agreement”), dated as of October 7, 2014, with Sabby Healthcare Volatility Master Fund, Ltd., Sabby Volatility Warrant Master Fund, Ltd., and Andrey and Russell Kern, the Company’s Chief Executive Officer and Co-Chairman and Executive Vice President and Chief Scientific Officer and Director, respectively, (together, the “Purchasers”), the Company sold in a private placement (the “Private Placement”) (i) 2,000 shares of Series H-1 and 500 shares of Series H-2 Convertible Preferred Stock, par value $0.001 with a stated value of $1,000 per share (the “Series H Preferred Stock”), convertible into 258,519 shares of common stock at an initial conversion price of $9.6705, (ii) Series A warrants (the “Series A Warrants”) to purchase up to 258,519 shares of common stock for an initial exercise price of $13.8150 per share exercisable immediately and having a term of 5.5 years, (iii) Series B warrants (the “Series B Warrants”) to purchase up to 258,519 shares of common stock for an initial exercise price of $9.6705 per share exercisable immediately and having a term of 6 months, (iv) Series C warrants (the “Series C Warrants”, together with the Series A Warrants and the Series B Warrants, collectively, the “Warrants”) to purchase up to 258,519 shares of common stock for an initial exercise price of $9.6705 per share exercisable immediately and having a term of 12 months. The aggregate initial gross proceeds received from this transaction were $2.5 million. On April 14, 2015, the Company and the holders of the Series B Warrants, issued in October 2014 private placement, that remained outstanding as of that date, amended those remaining Series B Warrants to (i) extend the termination date to June 20, 2015; (ii) set the exercise price at $11.25 per share; (iii) remove certain price reset adjustment provisions to the exercise price and (iv) remove certain provisions related to cashless exercise, participation rights and anti-dilution effects of a subsequent financing. On June 20, 2015, the remaining unexercised Series B Warrants then outstanding expired unexercised. On October 10, 2015, the Company and the holders of the Series C Warrants issued in connection with the financing transaction which occurred on October 14, 2014 that remained outstanding as of October 10, 2015 (representing the right to acquire, in the aggregate, approximately 73,000 shares) amended those remaining Series C Warrants to extend the expiration date to November 14, 2015. Between October 1, 2015 and October 20, 2015, the Company received net proceeds of $163,000 upon the exercise of 100,814 of the Series C Warrants by holders of the Series C Warrants. As of October 20, 2015, all remaining Series C Warrants were fully exercised. Additionally, between October 20, 2015 and October 27, 2015, the Company received net proceeds of $334,000 upon the exercise of 206,814 of the Series A Warrants by holders of the Series A Warrants. The number of shares issuable upon exercise of the Series A, and Placement Agent Warrants are adjustable in the event of stock splits, stock dividends, combinations of shares and similar transactions, and pursuant to anti-dilution provisions. In addition, Purchasers have been granted rights of participation in future offerings of our securities for eighteen months from the date of the offering. As of December 31, 2015, all of Series H Preferred Stock have been converted to common stock, all of the Series B Warrants have been exercised or expired unexercised, and all of the Series C Warrants have been exercised. The Securities Purchase Agreement entered into in the Private Placement requires the Company to hold a special meeting of stockholders to seek stockholder approval of an increase in the number of authorized shares of common stock under the Company’s certificate of incorporation to 720,000,000 shares and approve a reverse stock split. The special meeting of stockholders was held on December 4, 2014 and the stockholders approved the increase in the authorized shares of common stock and the reverse stock split. In connection with the Private Placement, the Company also entered into a registration rights agreement, as amended, with the investors pursuant to which the Company was obligated to file registration statements to register the resale of (i) 200% of the shares of Common Stock issuable upon conversion of the Series H Preferred Stock, and (ii) 100% of the shares of common stock issuable upon exercise of the warrants. In addition to the registration rights, the Purchasers are entitled to receive liquidated damages upon the occurrence of a number of events relating to filing, getting effective and maintaining effective registration statements covering the shares underlying the Series H Preferred Stock and the Warrants, including the failure of the Company to file a resale registration statement registering 200% of the shares of Common Stock issuable upon conversion of the Series H Preferred Stock by no later than November 13, 2014 and the failure of the Company to have such resale registration statement declared effective by the Securities and Exchange Commission (the “SEC”) by no later than December 13, 2014, subject to certain exceptions. The Company filed such registration statement on November 3, 2014 and such registration was declared effective by the SEC on November 25, 2014. Further, on January 16, 2015, the Company filed a registration statement registering 100% of the shares of common stock issuable upon exercise of the warrants, which was declared effective by the SEC on February 6, 2015. In October 2015, the Company filed a post-effective amendment to the registration statement registering the shares of common stock issuable upon exercise of the warrants, which was declared effective by the SEC on November 2, 2015. Subject to certain ownership limitations with respect to the Series H-1 Preferred Stock, the Series H Preferred Stock is convertible at any time into shares of Common Stock at an initial conversion price of $9.6705 per share. The Series H Preferred Stock is non-voting, is only entitled to dividends in the event that dividends are paid on the Common Stock, and will not have any preferences over the Common Stock, except that the Series H Preferred Stock shall have preferential liquidation rights over the Common Stock. Other than the Series H-1 Preferred Stock having a beneficial ownership limitation, the Series H-1 Preferred Stock and Series H-2 Preferred Stock are substantially identical. The conversion price of the Series H Preferred Stock is subject to certain resets as set forth in the Certificates of Designation, including the date of the amendment to the certificate of incorporation with respect to the reverse stock split, the effectiveness dates of the registration statements and the six and twelve month anniversaries of the Closing Date. All Series H Preferred Stock was converted to common stock by November 24, 2015 and accordingly the Company filed Certificates of Elimination with the State of Delaware in December 2015 for both Series H-1 and Series H-2 Preferred Stock. The Warrants are immediately exercisable. As noted earlier above, on June 20, 2015, the remaining unexercised Series B Warrants then outstanding expired unexercised. At October 20, 2015, all Series C Warrants were exercised. The exercise price of the Series A and Placement Agent Warrants is subject to certain reset adjustments as set forth in the forms of Warrant, including the date of the amendment to the Company’s certificate of incorporation with respect to the reverse stock split, the effectiveness dates of the registration statements and the six and twelve month anniversaries of the date of issuance of the Warrants. Pursuant to the terms of the Securities Purchase Agreement, the Company may not sell shares to Lincoln Park under the Purchase Agreement with Lincoln Park, or otherwise enter into a variable rate transaction, until March 2016. Additionally, pursuant to the terms of the Securities Purchase Agreement, the Company was unable to issue any of its securities until May 7, 2015 (the 90th day following the effective date of the last registration statement on Form S-1 registering all Registrable Securities (as defined in the registration rights agreement, as amended, entered into in connection with the Securities Purchase Agreement)). However, the Company may still issue securities in certain circumstances, including issuing shares in private placements to its officers, directors and employees at market prices and issuing securities pursuant to the Company’s equity incentive plans. H.C. Wainwright & Co. (the “Placement Agent”) acted as the exclusive placement agent for the Securities Purchase Agreement pursuant to a placement agency engagement letter, dated as of September 23, 2014, by and between the Placement Agent and the Company (the “Engagement Letter”). Upon the closing of the Securities Purchase Agreement, pursuant to the Engagement Letter, the Placement Agent received a placement agent fee of $200,000 and a warrant to purchase approximately 62,045 shares of common stock, as well as the reimbursement of fees and expenses up to $50,000. Similar to the Series A Warrant, the placement agent warrant will have an initial exercise price of $13.815 per share, be immediately exercisable and will terminate 5.5 years after the date of issuance. In addition, the Placement Agent Warrants have the same down-round protection as the Series A Warrants. The Company’s registration statement on Form S-1 filed on November 3, 2014 with the SEC became effective after amendment on November 25, 2014 registering 200% of the shares of Common Stock issuable upon conversion of the Series H Preferred Stock. Pursuant to the terms of the Securities Purchase Agreement, the conversion price of the Series H Preferred Stock and the exercise price of the Series A and Placement Agent Warrants was reset at $1.79 per share. During year ended December 31, 2015, the investors converted 1,981.6 shares of Series H Preferred Stock into approximately 643,000 shares of our common stock. During year ended December 31, 2014, the investors converted 518.4 shares of Series H Preferred Stock into 60,000 shares of our common stock. See Note 9, Stock Options and Warrants, Warrants Issued with Series H Preferred Stock Common Stock Transactions 2013 S-1 July Registered Offering See Note 9, Stock Options and Warrants, 2013 S-1 July Registered Offering and 2014 Warrant Exchange Agreements. 2014 Securities Purchase Agreements for Common Stock On May 29, 2014, to obtain funding for working capital purposes, the Company entered into a securities purchase agreement with Dr. Andrey Semechkin and Dr. Russell Kern to sell a total of 22,223 shares of common stock at a price of $22.50 per share, for a total purchase price of $500,000. On June 26, 2014, to obtain funding for working capital purposes, the Company entered into a securities purchase agreement with Dr. Andrey Semechkin and Dr. Russell Kern to sell a total of 36,667 shares of common stock at a price of $15.00 per share, for a total purchase price of $550,000. Dr. Andrey Semechkin is the Company’s Co-Chairman and Chief Executive Officer. Dr. Russell Kern is the Company’s Executive Vice President and Chief Scientific Officer and director. On August 6, 2014, to obtain funding for working capital purposes, the Company entered into a securities purchase agreement with Dr. Andrey Semechkin and Dr. Russell Kern to sell a total of 40,000 shares of common stock at a price of $15.00 per share, for a total purchase price of $600,000. On September 10, 2014, to obtain funding for working capital purposes, the Company entered into a securities purchase agreement with Dr. Andrey Semechkin and Dr. Russell Kern to sell a total of 29,630 shares of common stock at a price of $13.50 per share, for a total purchase price of $400,000. 2014 Warrant Exchange Agreements On June 11, 2014, the Company entered into a series of warrant exchange agreements (the “Warrant Exchange Agreements”) with the holders of its Series A Warrants and Placement Agent Warrants that were issued by the Company pursuant to the 2013 S-1 July Registered Offering. Under the Warrant Exchange Agreements, the Company agreed to issue a total of 297,772 shares of common stock (the “Exchange Shares”) to the warrant holders in exchange for the cancellation of the Series A Warrants to purchase 243,699 shares of common stock and the Placement Agent Warrants to purchase 4,445 shares of common stock and Series A Warrants. Dr. Andrey Semechkin and Dr. Russell Kern, the Company’s Co-Chairman and Chief Executive Officer and Executive Vice President and Chief Scientific Officer and director, respectively, participated on the same terms as the other warrant holders, agreeing to exchange Series A Warrants to purchase 67,255 shares of common stock for 80,706 shares of common stock. The closing of the transaction occurred on June 16, 2014 with the issuance of the Exchange Shares. Upon settlement of the exchange transaction, there were no remaining Series A Warrants or Placement Agent Warrants outstanding. See Note 9, Stock Options and Warrants, 2014 Warrants Exchange Agreements 2013 Lincoln Park Capital Fund, LLC Stock Purchase Agreement On December 10, 2013, the Company entered into the Purchase Agreement with Lincoln Park, pursuant to which Lincoln Park has agreed to purchase up to an aggregate of $10,250,000 of common stock (subject to certain limitations) from time to time through January 2017. Of the aggregate $10,250,000 of common stock that may be sold to Lincoln Park, on December 11, 2013, the Company sold 11,112 shares of common stock to Lincoln Park for an aggregate purchase price of $250,000 pursuant to the Purchase Agreement, which is referred to as the Initial Purchase. Upon execution of the Purchase Agreement, the Company paid to Lincoln Park $155,000, as a cash fee, for their commitment to purchase additional shares of common stock under the Purchase Agreement. Also on December 10, 2013, the Company entered into a Registration Rights Agreement with Lincoln Park, pursuant to which the Company filed with the SEC an S-1 Registration Statement to register for resale under the Securities Act of 1933, as amended, or the Securities Act, the shares that have been or may be issued to Lincoln Park under the Purchase Agreement. The S-1 Registration Statement filed with the Securities and Exchange Commission in December 2013 and amended in January 2014 was declared effective on January 13, 2014. During the year ended December 31, 2014, the Company sold 54,666 shares to Lincoln Park raising approximately $1,588,000 for working capital purposes. From commencement through to December 31, 2014, the Company has sold a total of 65,777 shares of common stock to Lincoln Park for an aggregate of $1,838,000 under the Agreement. As of December 31, 2015, there remained 67,555 shares available for sale up to a total of $8,412,000 under the Purchase Agreement with Lincoln Park. The Company may, from time to time and in its sole discretion, direct Lincoln Park to purchase shares of common stock in amounts up to 1,334 shares on any single business day so long as at least one business day has passed since the most recent purchase, which amounts may be increased to up to 2,000 shares and up to 2,667 shares, provided the closing price of the common stock exceeds a certain threshold, with a maximum limit of up to $500,000 per purchase, plus an additional “accelerated amount” under certain circumstances. There are no trading volume requirements or restrictions under the Purchase Agreement, and the Company will control the timing and amount of any sales of common stock to Lincoln Park. The purchase price of the shares that may be sold to Lincoln Park under the Purchase Agreement will be based on the market price of the common stock immediately preceding the time of sale as computed under the Purchase Agreement without any fixed discount; provided that in no event will such shares be sold to Lincoln Park when the closing sale price is less than $7.50 per share, subject to adjustment as provided in the Purchase Agreement. The purchase price per share will be equitably adjusted for any reorganization, recapitalization, non-cash dividend, stock split, or other similar transaction occurring during the business days used to compute such price. The Company may at any time in its sole discretion terminate the Purchase Agreement without fee, penalty or cost upon one business day notice. Lincoln Park may not assign or transfer its rights and obligations under the Purchase Agreement. Pursuant to the terms of a securities purchase agreement entered into with investors in connection with a private placement effected October 14, 2014, the Company may not sell shares to Lincoln Park under the Purchase Agreement with Lincoln Park until March 2016. Reserved Shares At December 31, 2015, the Company had shares of common stock reserved for future issuance as follows: Options outstanding 251,639 Options available for future grant 1,044,343 Convertible preferred stock 2,747,214 Warrants 126,206 4,169,402 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 7. Related Party Transactions Other than with respect to the purchases of Series D Preferred, Series G Preferred, Series H Preferred, and common stock transactions discussed above, the Company’s related party transactions were for a facility lease and working capital bridge loan. During the first quarter of 2011, the Company executed an operating lease for its corporate offices with S Real Estate Holdings LLC. S Real Estate Holdings LLC is owned by Dr. Russell Kern, the Company’s Executive Vice President and Chief Scientific Officer and a director and was previously owned by Dr. Andrey Semechkin, the Company’s Chief Executive Officer and Co-Chairman of the Board of Directors. The lease agreement was negotiated at arm’s length and was reviewed by the Company’s outside legal counsel. The terms of the lease were reviewed by a committee of independent directors, and the Company believes that, in total, those terms are at least as favorable to the Company as could be obtained for comparable facilities from an unaffiliated party. For the years ended December 31, 2015 and 2014, the Company recorded $139,000 in rent expense that was related to the facility lease arrangement with related parties. Between May 6, 2015 and December 10, 2015, to obtain funding for working capital purposes and to refinance the indebtedness incurred from multiple notes during this time frame, the Company borrowed a total of $3,110,000 from Dr. Andrey Semechkin, the Company’s Chief Executive Officer and Co-Chairman of the Board of Directors, and issued and unsecured, non-convertible promissory note in the principal amount of $3,110,000 (the “Note”) to Dr. Andrey Semechkin. As of December 31, 2015, the principal amount under the Note accrues interest at a rate of One Half of One Percent (0.50%) per annum. The Note was due and payable January 10, 2016. See Note 12, Subsequent Events. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes The Company accounts for income taxes in accordance with applicable authoritative guidance, which requires the Company to provide a net deferred tax asset/liability equal to the expected future tax benefit/expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. The Company has available at December 31, 2015, operating loss carryforwards of approximately $59,713,000, which may be applied against future taxable income and will expire in various years through 2035. At December 31, 2014, the Company had operating loss carryforwards of approximately $56,083,000. The increase in carryforwards for the year ended December 31, 2015 is approximately $3,630,000. The amount of and ultimate realization of the benefits from the operating loss carryforwards for income tax purposes is dependent, in part, upon the tax laws in effect, the future earnings of the Company, and other future events, the effects of which cannot be determined at this time. Because of the uncertainty surrounding the realization of the loss carryforwards, the Company has established a valuation allowance equal to the tax effect of the loss carryforwards, R&D credits, and accruals; therefore, no net deferred tax asset has been recognized. A reconciliation of the statutory Federal income tax rate and the effective income tax rate for the years ended December 31, 2015 and 2014 follows: December 31, December 31, 2015 2014 Statutory federal income tax rate 35 % 35 % Permanent items 35 % (12 )% State income taxes, net of federal taxes 16 % 4 % Change in valuation allowance (91 )% (29 )% Tax credits claimed 5 % 1 % Other 0 % 1 % Effective income tax rate 0 % 0 % The Company files income tax returns in the U.S. federal jurisdiction and various states. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years before 2011, with the exception of California, which is 2010. The Company does not have any material uncertain tax positions as of December 31, 2015 and 2014. The Company does not believe it is reasonably possible that the total amount of unrecognized tax benefits as of December 31, 2015 will materially change in the next 12 months. The Company may be subject to IRC Code Sections 382 and 383, which could limit the amount of the net operating loss and tax credit carryovers that can be used in future years. The Company has not completed a study to assess whether an ownership change has occurred, as defined by IRC Code Sections 382 and 383, or whether there have been ownership changes since the Company’s formation due to the complexity and cost associated with such a study, and the fact that there may be additional such ownership changes in the future. The Company estimates that if such a change did occur, the federal and state net operating loss carryforwards and research and development credit carryforwards that can be utilized in the future will be significantly limited. There can be no assurance that the Company will ever be able to realize the benefit of some or all of the federal and state loss carryforwards or the credit carryforwards, either due to ongoing operating losses or due to ownership changes, which limit the usefulness of the loss carryforwards. Significant components of deferred tax assets and liabilities are as follows (in thousands): December 31, December 31, 2015 2014 Deferred tax assets (liabilities) Current deferred tax assets (liabilities) $ 136 $ 187 Deferred revenues — — Current deferred tax assets 136 187 Valuation allowances (136 ) (187 ) Net current deferred tax assets — — Net operating loss carryforwards 23,871 22,332 Stock based compensation 3,447 3,359 Research and development tax credit 2,056 1,842 Other 191 72 Non-current deferred tax assets 29,565 27,605 Valuation allowances (29,539 ) (27,582 ) Net non-current deferred tax assets 26 23 Non-current deferred tax liabilities (26 ) (23 ) Net deferred tax assets — — The components of the provision for income taxes were as follows: December 31, December 31, 2015 2014 Current $ — $ — Deferred — — Total $ — $ — |
Stock Options and Warrants
Stock Options and Warrants | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Options and Warrants | 9. Stock Options and Warrants Stock Options The Company has adopted the 2006 Equity Participation Plan (the “2006 Plan”), which provides for the grant of stock options, restricted stock and other equity based awards. Awards for up to 100,000 shares may be granted to employees, directors and consultants under this Plan. The options granted under the 2006 Plan may be either qualified or non-qualified options. Options may be granted with different vesting terms and expire no later than 10 years from the date of grant. In April 2010, the Company adopted the 2010 Equity Participation Plan (the “2010 Plan”), which provides for the grant of stock options, restricted stock and other equity based awards . Awards of up to 1,200,000 shares may be granted to employees, directors and consultants under the 2010 Plan. The options granted under the 2010 Plan may be either qualified or non-qualified options. Options may be granted with different vesting terms and expire no later than 10 years from the date of grant. In November and December of 2009, the Company issued non-qualified stock options to purchase 68,384 shares of common stock outside the 2006 and 2010 option plans to certain employees and consultants. These options vest over 50 months and expire no later than 10 years from the date of grant. Total stock-based compensation expense for the years ended December 31, 2015 and 2014 was comprised of the following (in thousands): Years Ended December 31, 2015 2014 Cost of sales $ 26 $ 52 Research and development 146 287 Selling and marketing 34 45 General and administrative 391 1,034 $ 597 $ 1,418 Unrecognized compensation expense related to stock options as of December 31, 2015 and 2014 was $510,000 and $977,000, respectively, which is expected to be recognized over a weighted average period of approximately 2.1 years and 2.2 years, respectively. In accordance with applicable authoritative guidance, the Company is required to establish assumptions and estimates of the weighted-average fair value of stock options granted, as well as using a valuation model to calculate the fair value of stock-based awards. The Company uses the Black-Scholes option-pricing model to determine the fair-value of stock-based awards. All options are amortized over the requisite service periods. Stock based compensation for stock options granted to non-employees has been determined using the Black-Scholes option pricing model. These options are revalued at each reporting period until fully vested, with any change in fair value recognized in the consolidated statements of operations. The fair value of options granted is estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions for the years ended December 31, 2015 and 2014: Year Ended Year Ended December 31, December 31, 2015 2014 Significant assumptions (weighted average): Risk-free interest rate at grant date 1.56 % 1.90 % Expected stock price volatility 94.05 % 100.75 % Expected dividend payout 0 % 0 % Expected option life based on management's estimate 5.28 yrs 6.08 yrs Options Outstanding Options Exercisable and Vested Weighted Average Weighted Average Remaining Remaining Number Contractual Life Weighted Average Number Contractual Life Weighted Average Exercise Prices Outstanding (Years) Exercise Price Exercisable (Years) Exercise Price $2.75-$3.85 65,000 9.71 $ 2.75 40,625 9.71 $ 2.75 $3.86-$36.75 45,934 8.61 $ 18.26 13,377 8.22 $ 21.81 $36.76-$90.75 41,505 4.61 $ 67.82 38,317 4.42 $ 69.65 $90.76-$136.50 46,095 3.90 $ 93.60 46,095 3.90 $ 93.60 $136.51-$480.00 53,105 3.97 $ 249.17 53,105 3.97 $ 249.17 251,639 6.39 $ 84.96 191,519 5.55 $ 107.66 Transactions involving stock options issued to employees, directors and consultants under the 2006 Plan, the 2010 Plan and outside the plans are summarized below. Options issued have a maximum life of 10 years. The following table summarizes the changes in options outstanding and the related exercise prices for the Company’s common stock options issued: Number of Weighted Options Weighted Average Aggregate Under Average Remaining Intrinsic 2006 Plan and Price Per Contractual Value 2010 Plan Share Term (in thousands) Outstanding at December 31, 2013 106,970 $ 168.00 Granted 42,160 $ 21.00 Exercised — $ — Canceled or expired (6,886 ) $ 79.50 Outstanding at December 31, 2014 142,244 $ 128.47 Granted 76,271 $ 3.66 Exercised — $ — Canceled or expired (17,606 ) $ 105.46 Outstanding at December 31, 2015 200,909 $ 83.10 7.03 years $ 35,750 Vested and expected to vest at December 31, 2015 195,549 $ 84.98 6.97 years $ 35,181 Exercisable at December 31, 2015 140,789 $ 113.19 6.16 years $ 22,344 Weighted Number of Weighted Average Aggregate Options Issued Average Exercise Remaining Intrinsic Outside Price Per Contractual Value the Plan Share Term (in thousands) Outstanding at December 31, 2013 50,730 $ 92.31 Granted — $ — Exercised — $ — Canceled or expired — $ — Outstanding at December 31, 2014 50,730 $ 92.31 Granted — $ — Exercised — $ — Canceled or expired — $ — Outstanding, vested and exercisable at December 31, 2015 50,730 $ 92.31 3.86 years $ — Restricted Stock Awards Restricted stock awards are grants that entitle the holder to acquire shares of common stock at zero or a fixed price, which is typically nominal. The Company accounts for the restricted stock awards as issued and outstanding common stock, even though the shares covered by a restricted stock award cannot be sold, pledged, or otherwise disposed of until the award vests and any unvested shares may be reacquired by the Company for the original purchase price following the awardee’s termination of service. Annual grants of restricted stock awards are made to non-employee members of the board of directors on the date of the annual meeting of stockholders and typically vest in full at the next annual meeting of stockholders following the grant date. Beginning in 2013, additional annual grants of restricted stock awards were made to non-employee members of the board of directors as partial compensation for their services. These awards vest quarterly at the end of each quarter. In addition, the Company has made restricted stock awards to non-employee consultants for their services, which generally vest in one year or less. The following table summarizes the changes in restricted stock award activity and related weighted average exercise prices for the Company’s awards issued during the years ended December 31, 2015 and 2014: Restricted Stock Issued from the Weighted 2006 Average Grant Date 2010 Plan Fair Value Unvested at December 31, 2013 968 $ 34.50 Granted 7,309 $ 25.50 Vested (7,309 ) $ 27.00 Forfeited — $ — Unvested at December 31, 2014 968 $ 24.00 Granted 19,547 $ 4.95 Vested (20,515 ) $ 5.81 Forfeited — $ — Unvested at December 31, 2015 — $ — The fair value of the restricted stock awards is based on the market value of the common stock on the date of grant. The total grant-date fair value of restricted stock awards vested during the years ended December 31, 2015 and 2014 was approximately $119,000 and $194,000, respectively. The Company recognized approximately $105,000 and $191,000 of stock-based compensation expense related to the restricted stock awards for the years ended December 31, 2015 and 2014, respectively. As of December 31, 2015, there was no unrecognized compensation costs related to unvested awards. As of December 31, 2014, total unrecognized compensation costs related to unvested awards were approximately $8,000, which is expected to be recognized over a weighted-average period of approximately 0.6 year. Warrants Warrants Issued with Preferred Stock Warrants issued in connection with the October 2014 Financing The Company has accounted for the warrants in accordance with current accounting guidance, which defines how freestanding contracts that are indexed to and potentially settled in a Company’s own stock should be measured and classified. The authoritative accounting guidance prescribes that only warrants issued under contracts that cannot be net-cash settled and are both indexed to and settled in the Company’s common stock can be classified as equity. As the Series A, Series B and Series C Warrants and Placement Agent Warrant agreements did not meet the specific conditions for equity classification, the Company was required to classify the fair value of the warrants issued as a liability, with subsequent changes in fair value to be recorded as income (loss) in the statement of operations upon revaluation of the fair value of warrant liability at each reporting period. Valuation of the Warrants was estimated at December 31, 2015 and 2014, using the Monte-Carlo simulation model. The following assumptions were used as inputs to the model at December 31, 2015: for Series A Warrants and the Placement Agent Warrants, stock price of $3.30 and warrant exercise price of $1.7933 as of the valuation date; the Company’s historical stock price volatility of 89.3%; risk free interest rate on U.S. treasury notes of 1.59%; warrant expiration of 4.29 years; and a zero dividend rate; simulated as a daily interval and anti-dilution impact if the Company had to raise capital below $1.7933 per share. The following assumptions were used as inputs to the model at December 31, 2014: for Series A Warrants and the Placement Agent Warrants, stock price of $10.35 and warrant exercise price of $8.64 as of the valuation date; the Company’s historical stock price volatility of 83%; risk free interest rate on U.S. treasury notes of 1.63%; warrant expiration of 5.29 years; and a zero dividend rate, for Series B Warrants, stock price of $10.35 and warrant exercise price of $8.64 as of the valuation date; the Company’s historical stock price volatility of 33.4%; risk free interest rate on U.S. treasury notes of 0.02%; warrant expiration of 0.28 years; and a zero dividend rate, for Series C Warrants, stock price of $10.35 and warrant exercise price of $8.64 as of the valuation date; the Company’s historical stock price volatility of 33.4%; risk free interest rate on U.S. treasury notes of 0.02%; warrant expiration of 0.79 years; and a zero dividend rate; simulated as a daily interval and anti-dilution impact if the Company had to raise capital below $8.64 per share. The fair value of the warrant liability at the issuance date exceeded the gross proceeds received for the Series H Preferred shares, Series A, Series B and Series C Warrants by $1,779,000. The Series A Warrants, Series B Warrants, Series C Warrants and Placement Agent Warrants had fair values of $2,299,000, $841,000, $1,139,000 and $552,000 at issuance, respectively. The classification and valuation of the warrants resulted in total warrant liabilities of $4,831,000. On April 14, 2015, the Company and the holders of the Series B Warrants issued in the October 2014 private placement, that remained outstanding as of that date, amended those remaining Series B Warrants to (i) extend the termination date to June 20, 2015; (ii) set the exercise price at $11.25 per share; (iii) remove certain price reset adjustment provisions to the exercise price and (iv) remove certain provisions related to cashless exercise, participation rights and anti-dilution effects of a subsequent financing. As a result of this modification, the Company recorded a net change in fair value of warrant liability gain of $388,000. During the years ended December 31, 2015 and 2014, the Company recorded a net change in fair value of warrant liability gain of $1,980,000 and $2,405,000, respectively, in the consolidated statements of operations. Series B Warrant Exercises – During the year ended December 31, 2015, the Company received net proceeds of $83,388 upon the exercise of 12,409 of Series B Warrants by Dr. Russell Kern, the Company’s Executive Vice President and Chief Scientific Officer and director. During the year ended December 31, 2014, the Company received net proceeds of $339,506 upon the exercise of 39,295 of the Series B Warrants by, Dr. Andrey Semechkin, the Company’s Co-Chairman and Chief Executive Officer. On June 20, 2015, the remaining unexercised outstanding Series B Warrants of 206,815 shares expired. Series C Warrant Exercises – During the year ended December 31, 2015, the Company received net proceeds of $681,000, upon the exercise of 258,518 of Series C Warrants by Dr. Andrey Semechkin, the Company’s Co-Chairman and Chief Executive Officer and Dr. Russell Kern, the Company’s Executive Vice President and Chief Scientific Officer and director, respectively, and other holders of the Series C Warrants. At October 20, 2015, all Series C Warrants were exercised. Series A Warrant Exercises – During the year ended December 31, 2015, the Company received net proceeds of $404,000, upon the exercise of 246,108 of Series A Warrants by Dr. Andrey Semechkin, the Company’s Co-Chairman and Chief Executive Officer and other holders of the Series A Warrants. Warrants Issued with Common Stock 2013 Securities Purchase Agreements for Common Stock In conjunction with the Company’s sale of 67,500 shares of common stock on January 22, 2013, the Company issued warrants convertible into 33,750 shares of common stock at an exercise price of $30.00 per share. The warrants have a five-year term. These warrants are held by Dr. Andrey Semechkin and Dr. Simon Craw, the Company’s Co-Chairman and Chief Executive Officer and the Company’s former Executive Vice President Business Development, respectively. On March 12, 2013 the Company issued warrants convertible into 16,667 shares of common stock in conjunction with the sale of 33,334 shares of common stock. These warrants have a five-year term and an exercise price of $30.00 per share. Dr. Andrey Semechkin, the Company’s Co-Chairman and Chief Executive Officer is the holder of 1,667 of these warrants. 2013 S-1 July Registered Offering On July 24, 2013 the Company sold 20,000,000 Units, with each Unit consisting of 0.0067 share of common stock 0.0067 one Series A Warrant. The Series A Warrants were convertible into 133,334 shares of common stock at an exercise price of $22.50 per share. The warrants have a five year term and were immediately exercisable. In addition, the Company issued 133,334 Series B Warrants each to purchase one Unit. The Series B Warrants were immediately exercisable at an initial exercise price of $22.50 per Unit, subject to adjustment and expired on October 24, 2013. The Units issuable upon exercise of the Series B Warrants consisted of 133,334 shares of common stock and 133,334 Series A Warrants, which were convertible into an additional 133,334 shares of common stock at an exercise price of $22.50 per share. All Series A Warrants had an expiration date of the fifth anniversary of the transaction close, July 24, 2018, regardless of the date the Series A Warrants were issued. See the 2014 Warrant Exchange Agreements - On July 19, 2013, the Company also entered into a placement agent agreement (the “Placement Agent Agreement”) with Roth Capital Partners, LLC (the “Placement Agent”), pursuant to which the Placement Agent agreed to act on a reasonable best efforts basis for the Offering. The Company paid the Placement Agent a cash fee equal to 5% of the gross proceeds from the Offering and reimbursed the Placement Agent for its reasonable out-of-pocket expenses of $75,000. The Company also issued 4,445 Placement Agent Warrants to purchase Units equal to 5% of the aggregate number of Units issued in the Offering (other than the Units issued to Andrey Semechkin and Russell Kern). The Placement Agent Warrants had substantially the same terms as the Series B Warrants, except that the Placement Agent Warrants (i) had an exercise price of $22.50 per Unit, subject to adjustments similar to those applicable to the Series A Warrants, (ii) had a term of five years, (iii) provided for a cashless exercise, and (iv) otherwise comply with the requirements of the Financial Institutions Regulatory Authority, Inc. (FINRA). The Company also agreed to pay the Placement Agent a cash solicitation fee equal to 5% of the gross proceeds received by the Company upon the exercise of the Series B Warrants under certain circumstances. See the 2014 Warrant Exchange Agreements - Series A and B Warrant Exercises - There were no warrant exercises during the year ended December 31, 2014. 2014 Warrant Exchange Agreements – On June 11, 2014, the Company entered into a series of warrant exchange agreements (the “Warrant Exchange Agreements”) with the holders of its Series A Warrants and Placement Agent Warrants that were issued by the Company pursuant to the 2013 S-1 July Registered Offering. Under the Warrant Exchange Agreements, the Company agreed to issue a total of 297,772 shares of common stock (the “Exchange Shares”) to the warrant holders in exchange for the cancellation of the Series A Warrants to purchase 243,699 shares of common stock and the Placement Agent Warrants to purchase 4,445 shares of common stock and Series A Warrants. Dr. Andrey Semechkin and Dr. Russell Kern, the Company’s Co-Chairman and Chief Executive Officer and Executive Vice President and Chief Scientific Officer and director, respectively, participated on the same terms as the other warrant holders, agreeing to exchange Series A Warrants to purchase 67,255 shares of common stock for 80,706 shares of common stock. The closing of the transaction occurred on June 16, 2014 with the issuance of the Exchange Shares. Immediately prior to the Warrant Exchange transaction, the Company recorded a net change in fair value of warrant liability gain of $1,271,000. As a result of the Warrant Exchange, the Company recognized a $3,445,000 loss for the warrant exchange inducement expense. In addition, the Company recorded a reclassification of $3,031,000 to additional paid in capital from warrant liability for a total increase to additional paid in capital of $6,428,000, which represents the fair value of the stock issued in the Warrant Exchange. As part of the Warrant Exchange Agreement, the Company agreed that through September 14, 2014 it would not offer, sell, pledge, contract to sell or otherwise dispose of any equity securities or securities convertible, exercisable or exchangeable into equity securities of the Company, except for the issuance of equity awards pursuant to the Company’s employee benefit plans and employee incentive plans, the issuance of common stock pursuant to the valid exercise of options or warrants or upon exercise of conversion rights with respect to convertible securities outstanding on the date of the Warrant Exchange, and the issuance and sale of equity securities in private placements to directors or officers of the Company. As of December 31, 2015 and 2014, there were 0 Series A Warrants and 0 Placement Agent Warrants outstanding. Warrants Issued in Connection with SkinCare Marketing Agreement In September 2011, the Company signed a Marketing Agreement (“Agreement”) with an effective date of June 30, 2011, with a third party marketing organization. According to the terms of the Agreement as described in Note 10 below, Commitments and Contingencies, under Marketing Arrangement and Agreement, the third party marketing organization would provide assistance to LSC to sell its skin care products through various specific proprietary mailings. The Agreement provides for two tranches of common stock warrants issued by the Company for the benefit of the third party marketing organization for 667 shares each, with strike prices of $225.00 and $300.00, respectively, vesting over four quarters, and a warrant term of five years. As of December 31, 2015 and 2014, there were 1,334 warrants outstanding. These warrants expire in September 2016. Share data related to warrant transactions for the years ended December 31, 2015 and 2014 were as follows: Common Stock Units Common Stock Common Stock Price per Warrant July 2013 Financing October 2014 Financing Weighted Placement Placement Skin Care Jan 2013 Mar 2013 Total Average Series A Agent Series A Series B Series C Agent Marketing Financing Financing Warrants Range Exercise Price Outstanding, December 31, 2013 243,699 4,445 — — — — 1,334 33,750 16,667 299,895 $ 22.50-300.00 $ 24.83 2014 Issued 258,519 258,519 258,519 62,045 837,602 $ 8.64 $ 8.64 Exchanged (243,699 ) (4,445 ) (248,144 ) $ 22.5 $ 22.50 Exercised (39,295 ) (39,295 ) $ 8.64 $ 8.64 Forfeited/Cancelled - $ — $ — Outstanding, December 31, 2014 — — 258,519 219,224 258,519 62,045 1,334 33,750 16,667 850,058 $ 8.64-300.00 $ 10.31 2015 Issued — $ — $ — Exercised (246,108 ) (12,409 ) (258,518 ) (517,035 ) $ 1.79- 6.72 $ 2.40 Forfeited/Cancelled (206,815 ) (206,815 ) 11.25 11.25 Rounding due to July 29, 2015 reverse stock split (3 ) (1 ) 2 (2 ) $ — $ — Outstanding, December 31, 2015 — — 12,408 — — 62,047 1,334 33,750 16,667 126,206 $ 1.79-300.00 $ 15.82 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies Leases The Company has established its primary research facility in 8,215 square feet of leased office and laboratory space in Oceanside, California. The lease for this facility expires in August 2016. The current base rent is $9,111 per month. The facility has leasehold improvements which include cGMP (current Good Manufacturing Practices) level clean rooms designed for the derivation of clinical-grade stem cells and their differentiated derivatives, research laboratories for the Company’s stem cell differentiation studies and segregated rooms for biohazard control and containment of human donor tissue. The monthly base rent will increase by 3% annually on the anniversary date of the agreement. The Company leases a 5,520 square foot manufacturing facility in Frederick, Maryland, which is used for laboratory and administrative purposes. As of December 31, 2015, the base rent was $8,865. The initial term of the lease expired in December 2015 and the Company renewed the lease for an additional seven years, see Note 12, Subsequent Events. The laboratory is being used to develop and manufacture the Company’s research products and the administration facility will be is used for sales and marketing and general administrative purposes. The manufacturing laboratory space has clean rooms and is fitted with the necessary water purification, refrigeration, labeling equipment and standard manufacturing equipment to manufacture, package, store, and distribute media products. On February 25, 2011, the Company entered into a lease agreement (the “Lease Agreement”) with S Real Estate Holdings LLC to allow the Company to expand into new corporate offices located at 5950 Priestly Drive, Carlsbad, California. The building is used for administrative purposes, but could also be used for research and development purposes if such space is needed in the future. The lease initially covered approximately 4,653 square feet, starting on March 1, 2011, and was amended to cover approximately 8,199 square feet effective July 1, 2011, and to cover approximately 9,848 square feet effective January 1, 2013. The lease expired on February 29, 2016, and the Company extended the term of the lease for one year, see Note 12, Subsequent Events. The Company began paying rent at an initial rate of $5,118 per month and the rate was amended effective July 1, 2011 and January 1, 2013 to account for additional square footage occupied by the Company. As of December 31, 2015, the base rent was $12,192 per month. The monthly base rent will increase by 3% annually on the anniversary date of the agreement. The Company is also obligated to pay a portion of the utilities for the building and increases in property tax and insurance. S Real Estate Holdings LLC is owned by Dr. Russell Kern, the Company’s Executive Vice President and Chief Scientific Officer and a director, and was previously owned by Dr. Andrey Semechkin, the Company’s Chief Executive Officer and Co-Chairman of the Board of Directors. The Lease Agreement was negotiated at arm’s length and was reviewed by the Company’s outside legal counsel. The terms of the lease were reviewed by a committee of independent directors, and the Company believes that, in total, those terms are consistent with the terms that could be obtained for comparable facilities from an unaffiliated party. On December 23, 2015, International Stem Cell Corporation’s wholly owned subsidiary, Lifeline Cell Technology LLC (“LCT” or “Tenant”) and St. John Properties, Inc. (“St. John” or “Landlord”), have entered into a seven year lease agreement (“Lease”) for the warehouse and office space (“Premises”). The Lease shall commence on the July 1, 2016. Concurrently with the execution of the Lease, LCT and St. John have entered into an Early Occupancy Letter Agreement (“EOL Agreement”) pursuant to which LCT shall be permitted to occupy certain Suites of the Premises starting February 15, 2016 and additional Suite starting March 1, 2016. The Company incurred rent expense of $289,000 and $315,000 for the years ended December 31, 2015 and 2014, respectively. Future minimum lease payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2015, are as follows (in thousands): Amount 2016 $ 214 2017 143 2018 137 2019 134 Thereafter 468 Total $ 1,096 Marketing Agreement In September 2011, the Company signed a Marketing Agreement (“agreement”) with an effective date of June 30, 2011, superseding the terms of a previous arrangement with a third party marketing organization. According to the agreement, the third party marketing organization will continue to provide assistance to Lifeline Skin Care, Inc., (“LSC”) a wholly-owned subsidiary of International Stem Cell, to sell skin care products through various specific proprietary mailings. In exchange for such services, the Company will pay 20% of net revenues for Direct Sales (as defined in the agreement) generated from the proprietary mailings. In addition, the Company agreed to pay 10% of net revenues for Referral Sales. The agreement specifies that the parties do not intend to create a joint venture, and that either party may terminate the agreement upon 30-day written notice. In addition, the agreement provided for two tranches of common stock warrants issued by the Company for the benefit of the third party marketing organization for 667 shares each, with strike prices of $225.00 and $300.00, respectively, with vesting over four quarters, and warrant term of five years. Subsequently in July 2012, the Company renegotiated the commission structure to reflect slightly lower rates, 18% on net revenues derived from direct sales and 9% on net revenues derived from referral sales. LSC incurred $14,000 and $51,000 as commission expenses during the years ended December 31, 2015 and 2014, respectively, under the terms of this arrangement and agreement. Customer Concentration During the year ended December 31, 2015 for the Biomedical market segment, one major customer accounted for approximately 24% of consolidated revenues. During the year ended December 31, 2014 for the Biomedical market segment, one major customer accounted for 21% of consolidated revenues. No other single customer accounted for more than 10% of revenues for any period presented. |
Segments and Geographic Informa
Segments and Geographic Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segments and Geographic Information | 11. Segments and Geographic Information The Company’s chief operating decision-maker reviews financial information presented on a consolidated basis, accompanied by disaggregated information by each reportable company’s statement of operations. The Company operates the business on the basis of three reporting segments, the parent company and four wholly-owned subsidiaries: International Stem Cell Corporation, a research and development company, for the Therapeutic Market for clinical applications of hpSCs for the treatment of various diseases such as Parkinson’s disease, liver diseases and corneal blindness; Cyto Therapeutics, PTY LTD, a research and development company, for the Therapeutic Market, which will conduct clinical trials in Australia for the use of hpSCs in the treatment of Parkinson’s disease; Lifeline Skin Care, Inc. for the Cosmetic Market, which develops, manufactures and markets a category of cosmetic skin care products based on biotechnology with human stem cells; Lifeline Cell Technology, LLC for the Biomedical Market, which develops, manufactures and commercializes primary human cell research products including over 160 human cell culture products, including frozen human “primary” cells and the reagents (called “media”) needed to grow, maintain and differentiate the cells. Revenues, Expenses and Operating Income (loss) The Company does not measure the performance of its segments on any asset-based metrics. Therefore, segment information is presented only for operating income (loss). Revenues, expenses and operating income (loss) by market segment were as follows (in thousands): For the Years Ended December 31, 2015 2014 Revenues: Cosmetic market $ 3,503 $ 3,507 Biomedical market 4,048 3,510 Total revenues 7,551 7,017 Operating expenses: Therapeutic market 6,234 9,695 Cosmetic market 3,087 3,253 Biomedical market 2,794 2,749 Total operating expenses 12,115 15,697 Operating income (loss): Therapeutic market (6,234 ) (9,695 ) Cosmetic market 416 254 Biomedical market 1,254 761 Total operating loss $ (4,564 ) $ (8,680 ) Geographic Information The Company’s wholly-owned subsidiaries are located in Maryland; California and Melbourne, Australia, and have customer and vendor relationships worldwide. Significant revenues in the following regions are those that are attributable to the individual country within the region to which the product was shipped (in thousands): For the Years Ended December 31, 2015 2014 North America $ 6,127 $ 5,632 Asia 999 943 Europe 388 393 All other regions 37 49 Total $ 7,551 $ 7,017 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent Events On January 8, 2016, to obtain funding for working capital purposes and to refinance the indebtedness incurred on December 10, 2015, the Company issued an unsecured, non-convertible promissory note in the principal amount of $3,810,000 (the “Note”) to Dr. Andrey Semechkin in return for Dr. Semechkin (i) surrendering the note issued to him by the Company on December 10, 2015 in the principal amount of $3,110,000, and (ii) providing an additional $700,000 of funds to the Company. Dr. Semechkin is the Company’s Co-Chairman and Chief Executive Officer. The principal amount under the Note accrues interest at a rate of One Half of One Percent (0.50%) per annum. The Note is due and payable March 10, 2016, but may be pre-paid by the Company without penalty at any time. On January 8, 2016, the Company entered into a Note Conversion Agreement with Dr. Andrey Semechkin, the Company’s Co-Chairman and Chief Executive Officer (the “Conversion Agreement”). The Conversion Agreement provides for the conversion of the outstanding principal amount and all accrued and unpaid interest under, the promissory note issued to Dr. Semechkin on January 8, 2016 into shares of the Company’s common stock (the “Common Stock”), Series A warrants to purchase shares of Common Stock and Series B warrants to purchase shares of Common Stock (collectively, the “Warrants” and, together with the Common Stock, the “Securities”) on the terms and conditions equivalent to those offered to purchasers under the Company’s proposed offering set forth on the Registration Statement on Form S-1 (No. 333-205193). In connection with the Conversion Agreement, the Company also entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with Dr. Semechkin which provides Dr. Semechkin with the right on one occasion to request registration of the common stock issued or issuable as part of the Securities, together with other shares of common stock issued to (or issuable on conversion of shares of preferred stock or exercise of warrants held by) Dr. Semechkin, his affiliates and members of his immediate family, but only at such time as the Company meets the requirements for the registration of securities on Form S-3, or such other registration statement allowing for an offering to be made on a continuous basis pursuant to Rule 415 of the Securities Act of 1933, as amended, and providing for the incorporation by reference (similar to Form S-3) of future filings pursuant to the Securities Exchange Act of 1934, as amended. On February 8, 2016, the Company entered into a Corporate Guarantee Agreement (“Guarantee”) with St. John Properties, Inc. (“St. John”). The Company leases warehouse and office spaces from St. John related to its subsidiary, Lifeline Cell Technology (“LCT”). Pursuant to such lease agreement St. John agreed to pay approximately $183,000 for certain capital improvements to the leased facility (“Capital Expenses”), provided that LCT continues to occupy the facility for the duration of the lease. Under the terms of the Guarantee the Company is obligated to reimburse St. John for the Capital Expenses if LCT ceases to occupy the facility in breach of the lease. The Company’s maximum obligation under the Guarantee will not exceed the then current value of the Capital Expenses or the initial cost of approximately $183,000, whichever is less, and shall be reduced by approximately $26,000 per year until the expiration of the Lease, at which point the Guarantee shall become null and void. On February 26, 2016, the Company entered into an amendment to its existing facilities lease with Jason Court Partners, LLC. The amendment extended the term of the lease for five years, subject to the Company’s right to terminate the lease after three years with six month advance written notice On March 3, 2016, the Company entered into an amendment to its existing facilities lease with S Real Estate Holding LLC (an affiliate of our CEO and Executive Vice President and Chief Scientific Officer). The amendment extended the term of the lease for one year (until February 28, 2017) and provided for a 3% increase in monthly rent. On March 9, 2016 , to refinance the indebtedness incurred on January 8, 2016, the Company issued an unsecured, non-convertible promissory note in the principal amount of $3,810,000 to Dr. Andrey Semechkin in return for Dr. Semechkin (i) surrendering the note issued to him by the Company on January 8, 2016 in the principal amount of $3,810,000. The principal amount under the Note accrues interest at a rate of One Half of One Percent (0.50%) per annum. The Note is due and payable April 10, 2016. On March 15, 2016, the entire principal amount of promissory note issued on March 9, 2016, was converted to 3,810 shares of Series I-2 Preferred Stock, On March 9,2016, the Company, entered into a Securities Purchase Agreement (the “Purchase Agreement”) with three investors, which included two institutional investors and Andrey Semechkin, the Company’s Chief Executive Officer and Co-Chairman providing for the issuance (the “Offering”) of (i) 2,000 shares of Series I-1 convertible preferred stock (the “Series I-1 Preferred Stock”) issuable to the institutional investors at a price of $1,000 per share, (ii) 4,310 shares of Series I-2 convertible preferred stock (the “Series I-2 Preferred Stock”, and together with the Series I-1 Preferred Stock, the “Preferred Stock”) issuable to Andrey Semechkin at a price of $1,000 per share, (iii) Series A Warrants (the “Series A Warrants”) to purchase up to approximately 3.6 million shares of common stock at an initial exercise price of $3.64 per share with a term of five years, (iv) Series B Warrants (the “Series B Warrants”) to purchase up to approximately 3.6 million shares of common stock at an initial exercise price of $1.75 per share with a term of six months and (v) Series C Warrants (the “Series C Warrants”, together with the Series A Warrants and the Series B Warrants, collectively, the “Investor Warrants”) to purchase up to approximately 3.6 million shares of common stock at an initial exercise price of $1.75 per share with a term of twelve months. The closing of the Offering occurred on or about March 15, 2016 (the “Closing Date”), subject to satisfaction of customary closing conditions set forth in the Purchase Agreement. The Purchase Agreement also contains representations, warranties, indemnification and other provisions customary for transactions of this nature. The Company received cash proceeds of $2.5 million on the closing date. Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC. (the “Placement Agent”) acted as the exclusive placement agent for the Offering pursuant to a placement agency engagement letter, dated as of March 9, 2016, by and between the Placement Agent and the Company (the “Engagement Letter”). Upon the closing of the Offering, pursuant to the Engagement Letter, the Placement Agent received a placement agent fee of $200,000 and a warrant to purchase approximately 343,000 shares of common stock (the “Placement Agent Warrant”, together with the Investor Warrants, the “Warrants”) as well as the reimbursement of fees and expenses up to $50,000. Similar to the Series A Warrant, the Placement Warrant will have an initial exercise price of $3.64 per share, be immediately exercisable and will terminate on five years after the date of issuance. Subject to certain ownership limitations with respect to the Series I-1 Preferred Stock, the Preferred Stock is convertible at any time into shares of Common Stock at an initial conversion price of $1.75 per share. The Preferred Stock is non-voting, is only entitled to dividends in the event that dividends are paid on the Common Stock, and will not have any preferences over the Common Stock, except that the Preferred Stock shall have preferential liquidation rights over the Common Stock. Other than the Series I-1 Preferred Stock having a beneficial ownership limitation, the Series I-1 Preferred Stock and Series I-2 Preferred Stock are substantially identical. The conversion price of the Preferred Stock is subject to certain resets as set forth in the Certificates of Designation, including the date of any future amendment to the certificate of incorporation with respect to a reverse stock split, the effectiveness dates of the registration statements and, in certain instances, the six and twelve month anniversaries of the Closing Date. The Warrants are immediately exercisable and the exercise price of the Warrants is subject to certain reset adjustments as set forth in the forms of Warrant, including the date of any future amendment to the Company’s certificate of incorporation with respect to a reverse stock split, the effectiveness dates of the registration statements and, in certain instances, the six and twelve month anniversaries of the date of issuance of the Warrants. The Company has also entered into a registration rights agreement (the “Registration Rights Agreement”) with the institutional investors pursuant to which the Company is obligated to file, within forty-five calendar days of the closing of the Offering, a registration statement to register the resale of (i) 200% of the shares of Common Stock issuable upon conversion of the Preferred Stock sold to the institutional investors, (ii) 100% of the shares of Common Stock issuable upon exercise of the Series A Warrants held by the institutional investors, and (iii) 200% of the shares of Common Stock issuable upon exercise of the Series B Warrants and Series C Warrants held by the institutional investors. Additionally, the Registration Rights Agreement provides for certain monetary penalties if the registration statements are not filed or declared effective prior to certain dates as set forth in the Registration Rights Agreement. On March 24, 2016, the Company, granted a total of approximately 1 million shares of stock options at an exercise price of $3.75 to certain of the Company’s officers and employees. |
Organization and Significant 20
Organization and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Business Combination and Corporate Restructure | Business Combination and Corporate Restructure BTHC III, Inc. (“BTHC III” or the “Company”) was organized in Delaware in June 2005 as a shell company to effect the reincorporation of BTHC III, LLC, a Texas limited liability company. On December 28, 2006, the Company effected a Share Exchange pursuant to which it acquired all of the stock of International Stem Cell Corporation, a California corporation (“ISC California”). After giving effect to the Share Exchange, the stockholders of ISC California owned 93.7% of issued and outstanding shares of common stock. As a result of the Share Exchange, ISC California is now the wholly-owned subsidiary, though for accounting purposes it was deemed to have been the acquirer in a “reverse merger.” In the reverse merger, BTHC III is considered the legal acquirer and ISC California is considered the accounting acquirer. On January 29, 2007, the Company changed its name from BTHC III, Inc. to International Stem Cell Corporation. Lifeline Cell Technology, LLC (“LCT”) was formed in the State of California on August 17, 2001. LCT is in the business of developing and manufacturing purified primary human cells and optimized reagents for cell culture. LCT’s scientists have used a technology, called basal medium optimization, to systematically produce products designed to culture specific human cell types and to elicit specific cellular behaviors. These techniques also produce products that do not contain non-human animal proteins, a feature desirable to the research and therapeutic markets. LCT distinguishes itself in the industry by having in place scientific and manufacturing staff with the experience and knowledge to set up systems and facilities to produce a source of consistent, standardized, non-human animal protein free cell products, some of which are suitable for FDA approval. On July 1, 2006, LCT entered into an agreement among LCT, ISC California and the holders of membership units and warrants. Pursuant to the terms of the agreement, all the membership units in LCT were exchanged for 133,334 shares of ISC California Common Stock and for ISC California’s assumption of LCT’s obligations under the warrants. LCT became a wholly-owned subsidiary of ISC California. Lifeline Skin Care, Inc. (“LSC”) was formed in the State of California on June 5, 2009 and is a wholly-owned subsidiary of ISC California. LSC develops, manufactures and markets cosmetic products, utilizing an extract derived from the Company’s human parthenogenetic stem cell technologies. Cyto Therapeutics was registered in the state of Victoria, Australia, on December 19, 2014 and is a limited proprietary company and a wholly-owned subsidiary of the Company. Cyto Therapeutics is a research and development company for the Therapeutic Market, which will conduct clinical trials in Australia for the use of human parthenogenetic stem cell (hpSCs) in the treatment of Parkinson’s disease. |
Reverse Stock Split | Reverse Stock Split Effective July 29, 2015 and pursuant to the reverse stock split approved by the Company’s Board of Directors, each 150 shares of issued and outstanding common stock were combined into and became one share of common stock and no fractional shares were issued. The accompanying financial statements and related disclosures give retroactive effect to the reverse stock split for all years presented. |
Going Concern | Going Concern The Company needs to raise additional working capital. The timing and degree of any future capital requirements will depend on many factors. Currently, the Company’s burn rate is approximately $343,000 per month, excluding capital expenditures and patent costs averaging $62,000 per month. There can be no assurance that the Company will be successful in maintaining its normal operating cash flow, and that such cash flows will be sufficient to sustain the Company’s operations through 2016. Based on the above, there is substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements were prepared assuming that the Company is a going concern. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty. Management’s plans in regard to these matters are focused on managing its cash flow, the proper timing of its capital expenditures, and raising additional capital or financing in the future. In December 2013, the Company filed a registration statement with the Securities Exchange Commission (the “SEC”), which allows the Company to sell up to $10,250,000 of common stock to Lincoln Park Capital Fund, LLC (“Lincoln Park”) from time to time through January 2017 at the Company’s discretion pursuant to the terms of a Common Stock Purchase Agreement entered into with Lincoln Park on December 10, 2013 (the “Purchase Agreement”). In connection with agreements entered into as part of a private placement effected October 14, 2014, the Company may not sell shares to Lincoln Park until March 2016. For further discussion, see Note 6. |
Basis of Presentation | Basis of Presentation The Company is a biotechnology company focused on therapeutic and clinical product development with multiple long-term therapeutic opportunities and two revenue-generating subsidiaries with potential for increased future revenues. The Company has generated product revenues from the two commercial businesses of $7,551,000 and $7,017,000 for the years ended December 31, 2015 and 2014, respectively. The Company currently has no revenue generated from its principal operations in therapeutic and clinical product development through research and development efforts. |
Principles of Consolidation | Principles of Consolidation The Company’s consolidated financial statements include the accounts of International Stem Cell Corporation and its subsidiaries after intercompany balances and transactions have been eliminated. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. |
Restricted Cash | Restricted Cash Prior to July 2015, the Company was required to maintain $50,000 in a restricted certificate of deposit account in order to fully collateralize two revolving credit card accounts. In July 2015, after closing the collateralized credit card accounts, the Company received full reimbursement of the $50,000 and is no longer required to maintain any restricted cash. |
Inventories | Inventories Inventory is accounted for using the first-in, first-out (FIFO) method for our Lifeline Cell Technology cell culture media and reagents, average cost and specific identification methods for our Lifeline Skin Care products, and specific identification method for our Lifeline Cell Technology products. Inventory balances are stated at the lower of cost or market. Lab supplies used in the research and development process are expensed as consumed. Inventory is reviewed periodically for product expiration and obsolescence and is adjusted accordingly. The value of the inventory that is not expected to be sold within twelve months of the year end is classified as non-current inventory on the balance sheet. |
Accounts Receivable | Accounts Receivable Trade accounts receivable are recorded at the net invoice value and are not interest bearing. Accounts receivable primarily consist of trade accounts receivable from the sales of LCT’s products, timing of cash receipts by the Company related to LSC credit card sales to customers, as well as LSC trade receivable amounts related to spa and distributor sales. The Company considers receivables past due based on the contractual payment terms. The Company reviews its exposure to accounts receivable and reserves specific amounts if collectability is no longer reasonably assured. As of December 31, 2015 and 2014, the Company had an allowance for doubtful accounts totaling $20,000 and$19,000, respectively. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. The provision for depreciation and amortization is computed using the straight-line method over the estimated useful lives of the assets, generally over three to five years. The costs of major remodeling and leasehold improvements are capitalized and amortized over the shorter of the remaining term of the lease or the life of the asset. |
Intangible Assets | Intangible Assets Intangible assets consist of acquired research and development rights used in research and development, and capitalized legal fees related to the acquisition, filing, maintenance, and defense of patents. Patent or patent license amortization only begins once a patent license is acquired or a patent is issued by the appropriate authoritative bodies. In the period in which a patent application is rejected or efforts to pursue the patent are abandoned, all the related accumulated costs are expensed. Patents and patent licenses are recorded at cost of $3,894,000 and $3,367,000 at December 31, 2015 and 2014, respectively, and are amortized on a straight-line basis over the shorter of the lives of the underlying patents or the useful life of the license. Amortization expense for the years ended December 31, 2015 and 2014 amounted to $99,000 and $62,000, respectively, and is included in research and development expense. Accumulated amortization as of December 31, 2015 and 2014 was $671,000 and $572,000, respectively. Additional information regarding patents and patent licenses is included in Note 4. |
Long-Lived Asset Impairment | Long-Lived Asset Impairment The Company reviews long-lived assets for impairment when events or changes in business conditions indicate that their carrying value may not be recovered, and at least annually. The Company considers assets to be impaired and writes them down to fair value if expected associated undiscounted cash flows are less than the carrying amounts. Fair value is the present value of the associated cash flows. The Company recognized $176,000 and $92,000 of impairment losses on its long-lived assets during the years ended December 31, 2015 and 2014, respectively. |
Product Sales | Product Sales The Company recognizes revenue from product sales at the time of shipment to the customer, provided no significant obligations remain and collection of the receivable is reasonably assured. If the customer has a right of return, the Company recognizes product revenues upon shipment, provided that future returns can be reasonably estimated. In the case where returns cannot be reasonably estimated, revenue will be deferred until such estimates can be made or the right of return has lapsed. LCT contributed 54% and 50% of total revenue in 2015 and 2014, respectively. LSC’s revenue accounted for 46% and 50% of total revenue in 2015 and 2014, respectively. |
Deferred Revenue and Allowance for Sales Returns | Deferred Revenue and Allowance for Sales Returns The Company recognizes revenue from product sales when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the buyer is fixed or determinable, and collectability is reasonably assured. However, the LSC products have a 30-day product return guarantee for website sales. The Company has estimated the historical rate of returns for the 30-day product return guarantee, which has remained consistent for the year ended December 31, 2015 as compared to the years ended December 31, 2014 and 2013. At December 31, 2015 and December 31, 2014, the estimated allowance for sales returns was $10,000. |
Cost of Sales | Cost of Sales Cost of sales consists primarily of salaries and benefits associated with employee efforts expended directly on the production of the Company’s products and include related direct materials, general laboratory supplies and allocation of overhead. Certain of the agreements under which the Company has licensed technology will require the payment of royalties based on the sale of its future products. Such royalties will be recorded as a component of cost of sales. Additionally, the amortization of license fees or milestone payments related to developed technologies used in the Company’s products will be classified as a component of cost of sales to the extent such payments become due in the future. |
Research and Development Costs | Research and Development Costs Research and development costs, which are expensed as incurred, are primarily comprised of costs and expenses for salaries and benefits associated with research and development personnel, overhead and occupancy, contract services, and amortization of license costs for technology used in research and development with alternative future uses. |
Registration Payment Arrangements | Registration Payment Arrangements In accordance with applicable authoritative guidance, the Company is required to separately recognize and measure registration payment arrangements, whether issued as a separate agreement or included as a provision of a financial instrument or other agreement. Such payments include penalties for failure to effect a registration of securities. |
Stock-Based Compensation | Stock-Based Compensation The Company recognized stock-based compensation expense associated with stock options and other stock-based awards in accordance with the authoritative guidance for stock-based compensation. The cost of a stock-based award is measured at the grant date based on the estimated fair value of the award, and is recognized as expense on a straight-line basis, net of estimated forfeitures over the requisite service period of the award. The fair value of stock options is estimated using the Black-Scholes option valuation model, which requires the input of subjective assumptions, including price volatility of the underlying stock, risk-free interest rate, dividend yield, and expected life of the option. The fair value of restricted stock awards is based on the market value of our common stock on the date of grant. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Assets and liabilities that are measured at fair value are reported using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2 Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The table below sets forth a summary of the fair values of the Company’s assets and liabilities as of December 31, 2015 (in thousands). Total Level 1 Level 2 Level 3 ASSETS: Cash equivalents $ 5 $ 5 $ — $ — LIABILITIES: Warrants to purchase common stock $ 239 $ — $ — $ 239 The table below sets forth a summary of the fair values of the Company’s assets and liabilities as of December 31, 2014 (in thousands). Total Level 1 Level 2 Level 3 ASSETS: Cash equivalents $ 5 $ 5 $ — $ — LIABILITIES: Warrants to purchase common stock $ 4,216 $ — $ — $ 4,216 The following table displays the rollforward activity of liabilities with inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity) (in thousands): Warrants common stock Beginning balance at December 31, 2013 $ 4,925 Issuances of warrants 4,831 Exercise of warrants (104 ) Adjustments to estimated fair value (2,405 ) Warrants exchanged for common stock (3,031 ) Ending balance at December 31, 2014 4,216 Exercise of warrants (1,997 ) Adjustments to estimated fair value (1,980 ) Ending balance at December 31, 2015 $ 239 |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with applicable authoritative guidance, which requires the Company to provide a net deferred tax asset/liability equal to the expected future tax benefit/expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements. Significant estimates include patent life (remaining legal life versus remaining useful life), inventory balances (lower of cost or market and allowance for excess and obsolescence), and transactions using the Black-Scholes option pricing model, e.g., stock options, as well as Monte-Carlo valuation method for certain warrants. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company believes that the carrying value of its cash and cash equivalents, receivables, accounts payable and accrued liabilities as of December 31, 2015 and 2014 approximate their fair values because of the short-term nature of those instruments. The fair value of certain warrants was determined at each quarterly reporting date and other applicable re-measurement dates in 2015 and 2014 using the Monte-Carlo valuation methodology. |
Income (Loss) Per Common Share | Income (Loss) Per Common Share The computation of net loss per common share is based on the weighted average number of shares outstanding during each period. The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the period plus the common stock equivalents, which would arise from the exercise of stock options and warrants outstanding using the treasury stock method and the average market price per share during the period. At December 31, 2015, there were 191,519 vested and 60,120 non-vested stock options outstanding, and 126,206 warrants outstanding; and at December 31, 2014, there were 968 non-vested restricted stock awards, 850,058 warrants, and 141,034 vested and 51,940 non-vested stock options outstanding. |
Comprehensive Income | Comprehensive Income Comprehensive income or loss includes all changes in equity except those resulting from investments by owners and distributions to owners. The Company did not have any items of comprehensive income or loss other than net loss from operations for the years ended December 31, 2015 and 2014. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers In July 2015, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2015-11, Simplifying the Measurement of Inventory In February 2016, the FASB issued ASU No. 2016-02 Leases (Topic 842), which requires lessees to recognize “right of use” assets and liabilities for all leases with lease terms of more than 12 months. The ASU requires additional quantitative and qualitative financial statement footnote disclosures about the leases, significant judgments made in accounting for those leases and amounts recognized in the financial statements about those leases. The effective date will be the first quarter of fiscal year 2019. The Company is currently evaluating the impact of the adoption of this accounting standard update on our consolidated financial statements. |
Organization and Significant 21
Organization and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Fair Values of Assets and Liabilities | The table below sets forth a summary of the fair values of the Company’s assets and liabilities as of December 31, 2015 (in thousands). Total Level 1 Level 2 Level 3 ASSETS: Cash equivalents $ 5 $ 5 $ — $ — LIABILITIES: Warrants to purchase common stock $ 239 $ — $ — $ 239 The table below sets forth a summary of the fair values of the Company’s assets and liabilities as of December 31, 2014 (in thousands). Total Level 1 Level 2 Level 3 ASSETS: Cash equivalents $ 5 $ 5 $ — $ — LIABILITIES: Warrants to purchase common stock $ 4,216 $ — $ — $ 4,216 |
Fair Value Measurement and Unobservable Rollforward Activity of Liabilities | The following table displays the rollforward activity of liabilities with inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity) (in thousands): Warrants common stock Beginning balance at December 31, 2013 $ 4,925 Issuances of warrants 4,831 Exercise of warrants (104 ) Adjustments to estimated fair value (2,405 ) Warrants exchanged for common stock (3,031 ) Ending balance at December 31, 2014 4,216 Exercise of warrants (1,997 ) Adjustments to estimated fair value (1,980 ) Ending balance at December 31, 2015 $ 239 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Summary of the Components of Inventories | The components of inventories are as follows (in thousands): December 31, December 31, 2015 2014 Raw materials $ 245 $ 191 Work in process 533 507 Finished goods 1,149 1,012 Total 1,927 1,710 Less: allowance for inventory excess and obsolescence (90 ) (193 ) Inventory, net $ 1,837 $ 1,517 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consists of the following (in thousands): December 31, December 31, 2015 2014 Machinery and equipment $ 1,354 $ 1,357 Computer equipment 310 294 Office equipment 202 203 Leasehold improvements 757 756 2,623 2,610 Less: accumulated depreciation and amortization (2,248 ) (1,896 ) Property and equipment, net $ 375 $ 714 |
Patent Licenses (Tables)
Patent Licenses (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Future Amortization Expense Related to Intangible Assets Subject to Amortization | At December 31, 2015, future amortization expense related to the intangible assets subject to amortization is expected to be as follows (in thousands): Amount 2016 $ 115 2017 115 2018 115 2019 81 2020 65 Thereafter 2,687 Total $ 3,178 |
Advances (Tables)
Advances (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Advances [Abstract] | |
Schedule of Advances from Nonaffiliated Collaboration | As of December 31, 2015, no revenues were realized from this agreement. December 31, December 31, 2015 2014 BioTime, Inc. (in thousands) $ 250 $ 250 |
Capital Stock (Tables)
Capital Stock (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Summary of Shares of Common Stock Reserved for Future Issuance | At December 31, 2015, the Company had shares of common stock reserved for future issuance as follows: Options outstanding 251,639 Options available for future grant 1,044,343 Convertible preferred stock 2,747,214 Warrants 126,206 4,169,402 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of Statutory Federal Income Tax Rate and Effective Income Tax Rate | A reconciliation of the statutory Federal income tax rate and the effective income tax rate for the years ended December 31, 2015 and 2014 follows: December 31, December 31, 2015 2014 Statutory federal income tax rate 35 % 35 % Permanent items 35 % (12 )% State income taxes, net of federal taxes 16 % 4 % Change in valuation allowance (91 )% (29 )% Tax credits claimed 5 % 1 % Other 0 % 1 % Effective income tax rate 0 % 0 % |
Summary of Significant Components of Deferred Tax Assets and Liabilities | Significant components of deferred tax assets and liabilities are as follows (in thousands): December 31, December 31, 2015 2014 Deferred tax assets (liabilities) Current deferred tax assets (liabilities) $ 136 $ 187 Deferred revenues — — Current deferred tax assets 136 187 Valuation allowances (136 ) (187 ) Net current deferred tax assets — — Net operating loss carryforwards 23,871 22,332 Stock based compensation 3,447 3,359 Research and development tax credit 2,056 1,842 Other 191 72 Non-current deferred tax assets 29,565 27,605 Valuation allowances (29,539 ) (27,582 ) Net non-current deferred tax assets 26 23 Non-current deferred tax liabilities (26 ) (23 ) Net deferred tax assets — — |
Summary of Components of Provision for Income Taxes | The components of the provision for income taxes were as follows: December 31, December 31, 2015 2014 Current $ — $ — Deferred — — Total $ — $ — |
Stock Options and Warrants (Tab
Stock Options and Warrants (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Total Stock-based Compensation Expense | Total stock-based compensation expense for the years ended December 31, 2015 and 2014 was comprised of the following (in thousands): Years Ended December 31, 2015 2014 Cost of sales $ 26 $ 52 Research and development 146 287 Selling and marketing 34 45 General and administrative 391 1,034 $ 597 $ 1,418 |
Fair Value of Stock Option Award | The fair value of options granted is estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions for the years ended December 31, 2015 and 2014: Year Ended Year Ended December 31, December 31, 2015 2014 Significant assumptions (weighted average): Risk-free interest rate at grant date 1.56 % 1.90 % Expected stock price volatility 94.05 % 100.75 % Expected dividend payout 0 % 0 % Expected option life based on management's estimate 5.28 yrs 6.08 yrs |
Summary of Changes in Options Outstanding and Related Exercise Prices | Options Outstanding Options Exercisable and Vested Weighted Average Weighted Average Remaining Remaining Number Contractual Life Weighted Average Number Contractual Life Weighted Average Exercise Prices Outstanding (Years) Exercise Price Exercisable (Years) Exercise Price $2.75-$3.85 65,000 9.71 $ 2.75 40,625 9.71 $ 2.75 $3.86-$36.75 45,934 8.61 $ 18.26 13,377 8.22 $ 21.81 $36.76-$90.75 41,505 4.61 $ 67.82 38,317 4.42 $ 69.65 $90.76-$136.50 46,095 3.90 $ 93.60 46,095 3.90 $ 93.60 $136.51-$480.00 53,105 3.97 $ 249.17 53,105 3.97 $ 249.17 251,639 6.39 $ 84.96 191,519 5.55 $ 107.66 |
Summary of Changes in Options Outstanding and Related Exercise Prices for Shares of Company's Common Stock Options Issued | Transactions involving stock options issued to employees, directors and consultants under the 2006 Plan, the 2010 Plan and outside the plans are summarized below. Options issued have a maximum life of 10 years. The following table summarizes the changes in options outstanding and the related exercise prices for the Company’s common stock options issued: Number of Weighted Options Weighted Average Aggregate Under Average Remaining Intrinsic 2006 Plan and Price Per Contractual Value 2010 Plan Share Term (in thousands) Outstanding at December 31, 2013 106,970 $ 168.00 Granted 42,160 $ 21.00 Exercised — $ — Canceled or expired (6,886 ) $ 79.50 Outstanding at December 31, 2014 142,244 $ 128.47 Granted 76,271 $ 3.66 Exercised — $ — Canceled or expired (17,606 ) $ 105.46 Outstanding at December 31, 2015 200,909 $ 83.10 7.03 years $ 35,750 Vested and expected to vest at December 31, 2015 195,549 $ 84.98 6.97 years $ 35,181 Exercisable at December 31, 2015 140,789 $ 113.19 6.16 years $ 22,344 Weighted Number of Weighted Average Aggregate Options Issued Average Exercise Remaining Intrinsic Outside Price Per Contractual Value the Plan Share Term (in thousands) Outstanding at December 31, 2013 50,730 $ 92.31 Granted — $ — Exercised — $ — Canceled or expired — $ — Outstanding at December 31, 2014 50,730 $ 92.31 Granted — $ — Exercised — $ — Canceled or expired — $ — Outstanding, vested and exercisable at December 31, 2015 50,730 $ 92.31 3.86 years $ — |
Summary of Changes in Restricted Stock Award Activity | The following table summarizes the changes in restricted stock award activity and related weighted average exercise prices for the Company’s awards issued during the years ended December 31, 2015 and 2014: Restricted Stock Issued from the Weighted 2006 Average Grant Date 2010 Plan Fair Value Unvested at December 31, 2013 968 $ 34.50 Granted 7,309 $ 25.50 Vested (7,309 ) $ 27.00 Forfeited — $ — Unvested at December 31, 2014 968 $ 24.00 Granted 19,547 $ 4.95 Vested (20,515 ) $ 5.81 Forfeited — $ — Unvested at December 31, 2015 — $ — |
Summary of Outstanding Warrants Related to Warrant Transactions | Share data related to warrant transactions for the years ended December 31, 2015 and 2014 were as follows: Common Stock Units Common Stock Common Stock Price per Warrant July 2013 Financing October 2014 Financing Weighted Placement Placement Skin Care Jan 2013 Mar 2013 Total Average Series A Agent Series A Series B Series C Agent Marketing Financing Financing Warrants Range Exercise Price Outstanding, December 31, 2013 243,699 4,445 — — — — 1,334 33,750 16,667 299,895 $ 22.50-300.00 $ 24.83 2014 Issued 258,519 258,519 258,519 62,045 837,602 $ 8.64 $ 8.64 Exchanged (243,699 ) (4,445 ) (248,144 ) $ 22.5 $ 22.50 Exercised (39,295 ) (39,295 ) $ 8.64 $ 8.64 Forfeited/Cancelled - $ — $ — Outstanding, December 31, 2014 — — 258,519 219,224 258,519 62,045 1,334 33,750 16,667 850,058 $ 8.64-300.00 $ 10.31 2015 Issued — $ — $ — Exercised (246,108 ) (12,409 ) (258,518 ) (517,035 ) $ 1.79- 6.72 $ 2.40 Forfeited/Cancelled (206,815 ) (206,815 ) 11.25 11.25 Rounding due to July 29, 2015 reverse stock split (3 ) (1 ) 2 (2 ) $ — $ — Outstanding, December 31, 2015 — — 12,408 — — 62,047 1,334 33,750 16,667 126,206 $ 1.79-300.00 $ 15.82 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments Required under Operating Leases that Have Initial or Remaining Non-Cancelable Lease Terms in Excess of One Year | Future minimum lease payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2015, are as follows (in thousands): Amount 2016 $ 214 2017 143 2018 137 2019 134 Thereafter 468 Total $ 1,096 |
Segments and Geographic Infor30
Segments and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Revenues, Expenses and Operating Income (Loss) by Market Segment | Revenues, expenses and operating income (loss) by market segment were as follows (in thousands): For the Years Ended December 31, 2015 2014 Revenues: Cosmetic market $ 3,503 $ 3,507 Biomedical market 4,048 3,510 Total revenues 7,551 7,017 Operating expenses: Therapeutic market 6,234 9,695 Cosmetic market 3,087 3,253 Biomedical market 2,794 2,749 Total operating expenses 12,115 15,697 Operating income (loss): Therapeutic market (6,234 ) (9,695 ) Cosmetic market 416 254 Biomedical market 1,254 761 Total operating loss $ (4,564 ) $ (8,680 ) |
Summary of Significant Revenues in Following Regions | Significant revenues in the following regions are those that are attributable to the individual country within the region to which the product was shipped (in thousands): For the Years Ended December 31, 2015 2014 North America $ 6,127 $ 5,632 Asia 999 943 Europe 388 393 All other regions 37 49 Total $ 7,551 $ 7,017 |
Organization and Significant 31
Organization and Significant Accounting Policies - Additional Information (Detail) | Jul. 29, 2015 | Dec. 11, 2013USD ($) | Jul. 01, 2006shares | Dec. 31, 2013USD ($)shares | Dec. 31, 2015USD ($)Subsidiaryshares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013shares | Jul. 31, 2015USD ($) | Jun. 30, 2015USD ($) |
Organization And Significant Accounting Policies [Line Items] | |||||||||
Percentage of ownership in issued and outstanding shares of common stock parent Company | 93.70% | ||||||||
Common stock in subsidiary Company | shares | 133,334 | ||||||||
Reverse stock split ratio | 0.0067 | ||||||||
Reverse stock split ratio description | Effective July 29, 2015 and pursuant to the reverse stock split approved by the Company’s Board of Directors, each 150 shares of issued and outstanding common stock were combined into and became one share of common stock and no fractional shares were issued. | ||||||||
Burn rate | $ 343,000 | ||||||||
Capital expenditures and patent costs | $ 62,000 | ||||||||
Revenue-generating subsidiaries | Subsidiary | 2 | ||||||||
Total revenue | $ 7,551,000 | $ 7,017,000 | |||||||
Original maturities period, maximum | 3 months | ||||||||
Restricted cash | 50,000 | $ 50,000 | $ 50,000 | ||||||
Allowance for doubtful accounts receivable | $ 20,000 | 19,000 | |||||||
Patents and patent licenses | 3,894,000 | 3,367,000 | |||||||
Accumulated amortization | 671,000 | 572,000 | |||||||
Impairment losses on long-lived assets | $ 176,000 | $ 92,000 | |||||||
Period of right of return guarantee | 30 days | 30 days | 30 days | ||||||
Vested stock options outstanding | shares | 191,519 | 141,034 | |||||||
Stock options outstanding, non-vested | shares | 60,120 | 51,940 | |||||||
Warrants outstanding | shares | 299,895 | 126,206 | 850,058 | 299,895 | |||||
Restricted Stock [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Non-vested restricted stock awards | shares | 968 | ||||||||
Allowance for Sales Returns [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Allowance for sales returns | $ 10,000 | $ 10,000 | |||||||
Cell Technology [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Percentage of revenue contributed | 54.00% | 50.00% | |||||||
Skin Care [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Percentage of revenue contributed | 46.00% | 50.00% | |||||||
Warrants outstanding | shares | 1,334 | 1,334 | 1,334 | 1,334 | |||||
Research and Development [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Amortization expense | $ 99,000 | $ 62,000 | |||||||
Minimum [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Estimated useful life of property and equipment | 3 years | ||||||||
Maximum [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Estimated useful life of property and equipment | 5 years | ||||||||
Therapeutic [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Total revenue | $ 0 | ||||||||
Clinical [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Total revenue | $ 0 | ||||||||
Lincoln Park Capital Fund, LLC [Member] | Common Stock Purchase Agreement [Member] | |||||||||
Organization And Significant Accounting Policies [Line Items] | |||||||||
Potential common stock value to be sold | $ 10,250,000 | $ 10,250,000 |
Organization and Significant 32
Organization and Significant Accounting Policies - Fair Values of Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
ASSETS: | |||
Cash equivalents | $ 5 | $ 5 | |
Level 1 [Member] | |||
ASSETS: | |||
Cash equivalents | 5 | 5 | |
Warrants [Member] | |||
LIABILITIES: | |||
Warrants to purchase common stock | 239 | 4,216 | $ 4,925 |
Warrants [Member] | Level 3 [Member] | |||
LIABILITIES: | |||
Warrants to purchase common stock | $ 239 | $ 4,216 |
Organization and Significant 33
Organization and Significant Accounting Policies - Fair Value Measurement and Unobservable Rollforward Activity of Liabilities (Detail) - USD ($) | Apr. 14, 2015 | Jun. 16, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value Disclosures [Abstract] | ||||
Adjustments to estimated fair value | $ (388,000) | $ (1,271,000) | $ (1,980,000) | $ (2,405,000) |
Warrants [Member] | ||||
Fair Value Disclosures [Abstract] | ||||
Beginning balance | 4,216,000 | 4,925,000 | ||
Issuances of warrants | 4,831,000 | |||
Exercise of warrants | (1,997,000) | (104,000) | ||
Adjustments to estimated fair value | (1,980,000) | (2,405,000) | ||
Warrants exchanged for common stock | (3,031,000) | |||
Ending balance | $ 239,000 | $ 4,216,000 |
Inventory - Summary of the Comp
Inventory - Summary of the Components of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 245 | $ 191 |
Work in process | 533 | 507 |
Finished goods | 1,149 | 1,012 |
Total | 1,927 | 1,710 |
Less: allowance for inventory excess and obsolescence | (90) | (193) |
Inventory, net | $ 1,837 | $ 1,517 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 2,623 | $ 2,610 |
Less: accumulated depreciation and amortization | (2,248) | (1,896) |
Property and equipment, net | 375 | 714 |
Machinery and Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,354 | 1,357 |
Computer Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 310 | 294 |
Office Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 202 | 203 |
Leasehold Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 757 | $ 756 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property Plant And Equipment [Abstract] | ||
Depreciation expense | $ 373 | $ 396 |
Patent Licenses - Additional In
Patent Licenses - Additional Information (Detail) | Feb. 07, 2013Installment | May. 14, 2004USD ($) | Feb. 13, 2004USD ($) | Dec. 31, 2003USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Finite-Lived Intangible Assets [Line Items] | ||||||
Option and license fees | $ 400,000 | $ 22,500 | $ 340,000 | |||
Patent acquisition costs | $ 3,102,000 | |||||
UMass IP [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Option and license fees | 75,000 | $ 75,000 | ||||
Obligation to pay royalties (Ranged) | 0.25% | |||||
Minimum annual license fee | 150,000 | $ 75,000 | ||||
Number of installments | Installment | 2 | |||||
UMass IP [Member] | Minimum [Member] | Previously Reported [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Obligation to pay royalties (Ranged) | 6.00% | |||||
UMass IP [Member] | Maximum [Member] | Previously Reported [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Obligation to pay royalties (Ranged) | 12.00% | |||||
Ocata IP [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Patent acquisition costs | $ 747,000 |
Patent Licenses - Summary of Fu
Patent Licenses - Summary of Future Amortization Expense Related to Intangible Assets Subject to Amortization (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,016 | $ 115 |
2,017 | 115 |
2,018 | 115 |
2,019 | 81 |
2,020 | 65 |
Thereafter | 2,687 |
Total | $ 3,178 |
Advances - Additional Informati
Advances - Additional Information (Detail) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 18, 2008 |
Advances [Abstract] | |||
Advances from nonaffiliated collaboration | $ 250,000 | $ 250,000 | $ 250,000 |
Specified amount of revenue to be utilized for advances | $ 250,000 | ||
Revenue realized from agreement | $ 0 |
Advances - Schedule of Advances
Advances - Schedule of Advances from Nonaffiliated Collaboration (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 18, 2008 |
Advances [Abstract] | |||
Advances from nonaffiliated collaboration | $ 250 | $ 250 | $ 250 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Equity [Abstract] | ||
Common stock, shares authorized | 720,000,000 | 720,000,000 |
Preferred stock, shares authorized | 20,000,000 | |
Common stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, par value | $ 0.001 |
Capital Stock - Series B Prefer
Capital Stock - Series B Preferred Stock Transactions - Additional Information (Detail) $ / shares in Units, $ in Thousands | Jul. 24, 2013$ / sharesshares | May. 12, 2008USD ($)Investor$ / sharesshares | Aug. 31, 2015$ / shares | Feb. 28, 2015$ / shares | Nov. 30, 2014$ / shares | Oct. 31, 2014$ / shares | May. 31, 2008 | Dec. 31, 2015$ / sharesshares | Dec. 31, 2014shares | Mar. 12, 2013$ / shares | Jan. 22, 2013$ / shares | |
Class of Stock [Line Items] | ||||||||||||
Number of accredited investors | Investor | 5 | |||||||||||
Warrants exercisable price | $ / shares | $ 30 | $ 30 | ||||||||||
Series B Warrants [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of units issued | 133,334 | |||||||||||
Number of warrants to purchase common stock | 2 | |||||||||||
Common Stock [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Issuance of common stock from conversion of preferred stock, shares | [1] | 671,000 | 60,000 | |||||||||
Series B Preferred Stock [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of units issued | 400,000 | |||||||||||
Number of Series B Preferred Stock for each Series B unit | 1 | |||||||||||
Common stock purchase price, per share | $ / shares | $ 1 | |||||||||||
Proceeds from issuance of preferred stock and warrants | $ | $ 400 | |||||||||||
Initial conversion price | $ / shares | $ 75 | $ 1.79 | $ 6.72 | $ 8.64 | $ 9.6705 | |||||||
Warrants exercisable price | $ / shares | $ 22.50 | $ 75 | ||||||||||
Number of years from issuance of warrants to convert as common stock | 5 years | |||||||||||
Liquidation premium | 6.00% | |||||||||||
Convertible preferred stock, conversion price | $ / shares | $ 1.79 | |||||||||||
Conversion of stock, shares converted | 50,000 | |||||||||||
Preferred stock, shares issued | 250,000 | 300,000 | ||||||||||
Preferred stock, shares outstanding | 250,000 | 300,000 | ||||||||||
Series B Preferred Stock [Member] | Common Stock [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Conversion ratio for each share | 0.0134% | |||||||||||
Convertible preferred stock, conversion price | $ / shares | $ 1.79 | |||||||||||
Issuance of common stock from conversion of preferred stock, shares | 27,881 | |||||||||||
[1] | See Note 1, “Reverse Stock Split” |
Capital Stock - Series D Prefer
Capital Stock - Series D Preferred Stock Transactions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Sep. 10, 2014 | Aug. 06, 2014 | Jun. 26, 2014 | May. 29, 2014 | Mar. 12, 2013 | Jan. 22, 2013 | Dec. 30, 2008 | May. 12, 2008 | Aug. 31, 2015 | Feb. 28, 2015 | Nov. 30, 2014 | Oct. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | ||||||||||||||
Number of shares of common stock sold | 29,630 | 40,000 | 36,667 | 22,223 | 33,334 | 67,500 | ||||||||
Series D Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of shares of common stock sold | 47 | |||||||||||||
Total proceeds | $ 4,700 | |||||||||||||
Preferred stock, price per share | $ 100,000 | |||||||||||||
Preferred stock, shares issued | 43 | 43 | ||||||||||||
Preferred stock, shares outstanding | 43 | 43 | ||||||||||||
Initial conversion price | $ 37.50 | |||||||||||||
Issuance of common stock from conversion of preferred stock, shares | 2,667 | |||||||||||||
Series D Convertible Preferred Stock [Member] | X-Master Inc. [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of shares of common stock sold | 10 | |||||||||||||
Series D Convertible Preferred Stock [Member] | Co-Chairman and Chief Executive Officer [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of shares of common stock sold | 33 | |||||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Preferred stock, shares issued | 250,000 | 300,000 | ||||||||||||
Preferred stock, shares outstanding | 250,000 | 300,000 | ||||||||||||
Initial conversion price | $ 75 | $ 1.79 | $ 6.72 | $ 8.64 | $ 9.6705 | |||||||||
Convertible preferred stock, conversion price | $ 1.79 |
Capital Stock - Series G Prefer
Capital Stock - Series G Preferred Stock Transactions - Additional Information (Detail) $ / shares in Units, $ in Thousands | Sep. 10, 2014shares | Aug. 06, 2014shares | Jun. 26, 2014shares | May. 29, 2014shares | Mar. 12, 2013shares | Jan. 22, 2013shares | Mar. 09, 2012USD ($)Directors$ / sharesshares | Aug. 31, 2015$ / shares | Feb. 28, 2015$ / shares | Nov. 30, 2014$ / shares | Oct. 31, 2014$ / shares | Dec. 31, 2015$ / sharesshares | Dec. 31, 2014USD ($)shares |
Class of Stock [Line Items] | |||||||||||||
Number of shares of common stock sold | 29,630 | 40,000 | 36,667 | 22,223 | 33,334 | 67,500 | |||||||
Legal costs | $ | $ 169 | ||||||||||||
Series G Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Convertible preferred stock, conversion price | $ / shares | $ 60 | $ 23.8103 | |||||||||||
Conversion ratio for each share | 0.0167 | 0.000420 | |||||||||||
Number of directors to be nominated by preferred shareholders | Directors | 2 | ||||||||||||
Number of independent directors out of directors to be nominated by preferred shareholders | Directors | 1 | ||||||||||||
Legal costs | $ | $ 59 | ||||||||||||
Preferred stock, shares issued | 5,000,000 | 5,000,000 | |||||||||||
Preferred stock, shares outstanding | 5,000,000 | 5,000,000 | |||||||||||
Initial conversion price | $ / shares | $ 1.79 | $ 6.72 | $ 8.64 | $ 9.6705 | |||||||||
Series G Preferred Stock [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Convertible Redeemable Preferred stock, shares outstanding | 1,000,000 | ||||||||||||
Series G Preferred Stock [Member] | AR Partners, LLC [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares of common stock sold | 5,000,000 | ||||||||||||
Issuance price per share | $ / shares | $ 1 | ||||||||||||
Total proceeds | $ | $ 5,000 | ||||||||||||
Convertible Redeemable Series G Preferred stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Convertible Redeemable Preferred stock, shares outstanding | 5,000,000 | ||||||||||||
Convertible Redeemable Preferred stock, shares issued | 5,000,000 |
Capital Stock - Series H Prefer
Capital Stock - Series H Preferred Stock Transactions - Additional Information (Detail) - USD ($) | Oct. 27, 2015 | Oct. 10, 2015 | Apr. 14, 2015 | Oct. 14, 2014 | Sep. 10, 2014 | Aug. 06, 2014 | Jun. 26, 2014 | May. 29, 2014 | Jul. 24, 2013 | Mar. 12, 2013 | Jan. 22, 2013 | Oct. 21, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 31, 2014 | Dec. 31, 2013 | |
Class of Stock [Line Items] | |||||||||||||||||
Number of shares of common stock sold | 29,630 | 40,000 | 36,667 | 22,223 | 33,334 | 67,500 | |||||||||||
Warrants outstanding converted into common stock | 16,667 | 33,750 | |||||||||||||||
Warrants exercisable price | $ 30 | $ 30 | |||||||||||||||
Warrant term | 5 years | ||||||||||||||||
Warrants outstanding | 126,206 | 850,058 | 299,895 | ||||||||||||||
Proceeds from exercise of warrants | $ 1,169,000 | $ 339,000 | |||||||||||||||
Number of warrants exercised | 517,035 | 39,295 | |||||||||||||||
Common stock, shares authorized | 720,000,000 | 720,000,000 | |||||||||||||||
From exercises of warrants, amount | $ 3,166,000 | $ 444,000 | |||||||||||||||
Common Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Number of shares of common stock sold | [1] | 184,000 | |||||||||||||||
Issuance of common stock from conversion of preferred stock, shares | [1] | 671,000 | 60,000 | ||||||||||||||
Series A Warrants [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Expiration date of warrants | Jul. 24, 2018 | ||||||||||||||||
Placement Agent [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Warrants exercisable price | $ 13.815 | ||||||||||||||||
Warrant term | 5 years 6 months | ||||||||||||||||
Date of placement agency engagement letter | Sep. 23, 2014 | ||||||||||||||||
Placement agent fee | $ 200,000 | ||||||||||||||||
From exercises of warrants, amount | 62,045 | ||||||||||||||||
Reimbursement of fees and expenses | $ 50,000 | ||||||||||||||||
Securities Purchase Agreement [Member] | Placement Agent [Member] | Series A Warrants [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Warrants exercisable price | $ 1.79 | ||||||||||||||||
Series H Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of stock, shares converted | 1,981.6 | 518.4 | |||||||||||||||
Series H Preferred Stock [Member] | Common Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Issuance of common stock from conversion of preferred stock, shares | 643,000 | 60,000 | |||||||||||||||
Series H Preferred Stock [Member] | Securities Purchase Agreement [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Convertible preferred stock, conversion price | $ 1.79 | ||||||||||||||||
Purchasers [Member] | Securities Purchase Agreement [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Common stock, shares authorized | 720,000,000 | ||||||||||||||||
Percentage of common stock resale | 100.00% | ||||||||||||||||
Purchasers [Member] | Securities Purchase Agreement [Member] | Private placement [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Aggregate initial gross proceeds | $ 2,500,000 | ||||||||||||||||
Purchasers [Member] | Securities Purchase Agreement [Member] | Private placement [Member] | Series A Warrants [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Warrants outstanding converted into common stock | 258,519 | ||||||||||||||||
Warrants exercisable price | $ 13.8150 | ||||||||||||||||
Warrant term | 5 years 6 months | ||||||||||||||||
Proceeds from exercise of warrants | $ 334,000 | ||||||||||||||||
Number of warrants exercised | 206,814 | ||||||||||||||||
Purchasers [Member] | Securities Purchase Agreement [Member] | Private placement [Member] | Series B Warrants [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Warrants outstanding converted into common stock | 258,519 | ||||||||||||||||
Warrants exercisable price | $ 11.25 | $ 9.6705 | |||||||||||||||
Warrant term | 6 months | ||||||||||||||||
Warrants, termination date | Jun. 20, 2015 | ||||||||||||||||
Purchasers [Member] | Securities Purchase Agreement [Member] | Private placement [Member] | Series C warrants [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Warrants outstanding converted into common stock | 258,519 | ||||||||||||||||
Warrants exercisable price | $ 9.6705 | ||||||||||||||||
Warrant term | 12 months | ||||||||||||||||
Warrants outstanding | 73,000 | ||||||||||||||||
Proceeds from exercise of warrants | $ 163,000 | ||||||||||||||||
Number of warrants exercised | 100,814 | ||||||||||||||||
Expiration date of warrants | Nov. 14, 2015 | ||||||||||||||||
Purchasers [Member] | Series H Preferred Stock [Member] | Securities Purchase Agreement [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Percentage of common stock resale | 200.00% | ||||||||||||||||
Purchasers [Member] | Series H Preferred Stock [Member] | Securities Purchase Agreement [Member] | Private placement [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred stock, par value per share | $ 0.001 | ||||||||||||||||
Preferred stock, stated value per share | $ 1,000 | ||||||||||||||||
Convertible preferred stock, common stock shares issuable upon conversion | 258,519 | ||||||||||||||||
Convertible preferred stock, conversion price | $ 9.6705 | ||||||||||||||||
Purchasers [Member] | Series H Preferred Stock [Member] | Securities Purchase Agreement [Member] | Private placement [Member] | Series H One [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Number of shares of common stock sold | 2,000 | ||||||||||||||||
Purchasers [Member] | Series H Preferred Stock [Member] | Securities Purchase Agreement [Member] | Private placement [Member] | Series H Two [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Number of shares of common stock sold | 500 | ||||||||||||||||
[1] | See Note 1, “Reverse Stock Split” |
Capital Stock - 2014 Securities
Capital Stock - 2014 Securities Purchase Agreements for Common Stock - Additional Information (Detail) - USD ($) | Sep. 10, 2014 | Aug. 06, 2014 | Jun. 26, 2014 | May. 29, 2014 | Mar. 12, 2013 | Jan. 22, 2013 | Dec. 31, 2014 |
Equity [Abstract] | |||||||
Number of shares of common stock sold | 29,630 | 40,000 | 36,667 | 22,223 | 33,334 | 67,500 | |
Common stock value per share | $ 13.50 | $ 15 | $ 15 | $ 22.50 | |||
Proceeds from issuance of common stock | $ 400,000 | $ 600,000 | $ 550,000 | $ 500,000 | $ 3,649,000 |
Capital Stock - 2014 Warrant Ex
Capital Stock - 2014 Warrant Exchange Agreements - Additional Information (Detail) - shares | Jun. 16, 2014 | Jun. 11, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2013 |
Class of Stock [Line Items] | |||||
Number of shares of common stock issued for warrant exchange | 297,772 | ||||
Warrants, Exchanged | 243,699 | 248,144 | |||
Warrants outstanding | 850,058 | 126,206 | 299,895 | ||
Placement Agent Warrants [Member] | |||||
Class of Stock [Line Items] | |||||
Warrants, Exchanged | 4,445 | ||||
Warrants outstanding | 0 | 0 | |||
Series A Warrants [Member] | |||||
Class of Stock [Line Items] | |||||
Warrants, Exchanged | 243,699 | ||||
Warrants outstanding | 0 | 0 | |||
Series A Warrants [Member] | Placement Agent Warrants [Member] | |||||
Class of Stock [Line Items] | |||||
Warrants, Exchanged | 4,445 | ||||
Series A Warrants [Member] | Dr. Andrey Semechkin and Russell Kern [Member] | |||||
Class of Stock [Line Items] | |||||
Number of shares of common stock issued for warrant exchange | 80,706 | 80,706 | |||
Warrants outstanding | 67,255 | 67,255 | 0 |
Capital Stock - 2013 Lincoln Pa
Capital Stock - 2013 Lincoln Park Capital Fund, LLC Stock Purchase Agreement - Additional Information (Detail) - USD ($) | Sep. 10, 2014 | Aug. 06, 2014 | Jun. 26, 2014 | May. 29, 2014 | Dec. 11, 2013 | Mar. 12, 2013 | Jan. 22, 2013 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 |
Class of Stock [Line Items] | |||||||||||
Number of shares of common stock sold | 29,630 | 40,000 | 36,667 | 22,223 | 33,334 | 67,500 | |||||
Proceeds from issuance of common stock | $ 400,000 | $ 600,000 | $ 550,000 | $ 500,000 | $ 3,649,000 | ||||||
Common Stock Purchase Agreement [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Potential number of shares of common stock to be sold | 67,555 | ||||||||||
Number of shares of common stock sold | $ 8,412,000 | ||||||||||
Lincoln Park Capital Fund, LLC [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares of common stock sold | 65,777 | ||||||||||
Common stock sold | $ 1,838,000 | ||||||||||
Lincoln Park Capital Fund, LLC [Member] | Common Stock Purchase Agreement [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Potential common stock value to be sold | $ 10,250,000 | $ 10,250,000 | |||||||||
Number of shares of common stock sold | 11,112 | 54,666 | |||||||||
Common stock sold | $ 250,000 | ||||||||||
Cash fee paid for commitment to purchase additional shares | $ 155,000 | ||||||||||
Proceeds from issuance of common stock | $ 1,588,000 | ||||||||||
Lincoln Park Capital Fund, LLC [Member] | Common Stock Purchase Agreement [Member] | Limit One [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common shares authorized to purchase | 1,334 | ||||||||||
Lincoln Park Capital Fund, LLC [Member] | Common Stock Purchase Agreement [Member] | Limit Two [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common shares authorized to purchase | 2,000 | ||||||||||
Lincoln Park Capital Fund, LLC [Member] | Common Stock Purchase Agreement [Member] | Limit Three [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common shares authorized to purchase | 2,667 | ||||||||||
Lincoln Park Capital Fund, LLC [Member] | Common Stock Purchase Agreement [Member] | Minimum [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Closing price of common stock | $ 7.50 | ||||||||||
Common stock value under stock purchase agreement | $ 500,000 |
Capital Stock - Summary of Shar
Capital Stock - Summary of Shares of Common Stock Reserved for Future Issuance (Detail) | Dec. 31, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of common stock reserved for future issuance net | 4,169,402 |
Options Outstanding [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of common stock reserved for future issuance net | 251,639 |
Options Available for Future Grant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of common stock reserved for future issuance net | 1,044,343 |
Warrants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of common stock reserved for future issuance net | 126,206 |
Convertible Preferred Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of common stock reserved for future issuance net | 2,747,214 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 10, 2015 | |
Related Party Transaction [Line Items] | |||
Related party rent expense | $ 139,000 | $ 139,000 | |
Related party payable | $ 3,129,000 | $ 11,000 | |
Co-Chairman and Chief Executive Officer [Member] | |||
Related Party Transaction [Line Items] | |||
Related party payable | $ 3,110,000 | ||
Maturity date | Jan. 10, 2016 | ||
Annual interest rate | 0.50% | ||
Related Party Transaction, Description | As of December 31, 2015, the principal amount under the Note accrues interest at a rate of One Half of One Percent (0.50%) per annum. The Note was due and payable January 10, 2016. See Note 12, Subsequent Events. | ||
Co-Chairman and Chief Executive Officer [Member] | Unsecured Non-convertible Promissory Note [Member] | |||
Related Party Transaction [Line Items] | |||
Non-convertible promissory note, principal amount | $ 3,110,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Operating loss carryforwards, latest expiration year | 2,035 | |
Operating loss carryforwards, expiration date | various years through 2035 | |
Increase in operating loss carryforwards | $ 3,630,000 | |
Operating loss carryforwards | 59,713,000 | $ 56,083,000 |
Net deferred tax asset recognized | $ 0 | $ 0 |
Change period for unrecognized tax benefits | 12 months |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Income Tax Rate and Effective Income Tax Rate (Detail) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||
Statutory federal income tax rate | 35.00% | 35.00% |
Permanent items | 35.00% | (12.00%) |
State income taxes, net of federal taxes | 16.00% | 4.00% |
Change in valuation allowance | (91.00%) | (29.00%) |
Tax credits claimed | 5.00% | 1.00% |
Other | 0.00% | 1.00% |
Effective income tax rate | 0.00% | 0.00% |
Income Taxes - Summary of Signi
Income Taxes - Summary of Significant Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets (liabilities) | ||
Current deferred tax assets (liabilities) | $ 136 | $ 187 |
Deferred revenues | 0 | 0 |
Current deferred tax assets | 136 | 187 |
Valuation allowances | (136) | (187) |
Net current deferred tax assets | 0 | 0 |
Net operating loss carryforwards | 23,871 | 22,332 |
Stock based compensation | 3,447 | 3,359 |
Research and development tax credit | 2,056 | 1,842 |
Other | 191 | 72 |
Non-current deferred tax assets | 29,565 | 27,605 |
Valuation allowances | (29,539) | (27,582) |
Net non-current deferred tax assets | 26 | 23 |
Non-current deferred tax liabilities | (26) | (23) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Provision for Income Taxes (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||
Current | $ 0 | $ 0 |
Deferred | 0 | 0 |
Total | $ 0 | $ 0 |
Stock Options and Warrants - St
Stock Options and Warrants - Stock Options - Additional Information (Detail) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Dec. 31, 2009 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2010 | Dec. 31, 2006 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expense related to stock options | $ 510 | $ 977 | |||
Unrecognized compensation cost related to unvested shares expected to be recognized, weighted-average period | 2 years 1 month 6 days | 2 years 2 months 12 days | |||
2006 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of options that may be granted | 100,000 | ||||
Expiry of options | 10 years | ||||
2010 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of options that may be granted | 1,200,000 | ||||
Expiry of options | 10 years | ||||
Outside Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expiry of options | 10 years | ||||
Options granted to employees, directors and consultants | 68,384 | ||||
Award vesting terms | 50 months | ||||
2006 Plan and 2010 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted to employees, directors and consultants | 76,271 | 42,160 | |||
2006 Plan and 2010 Plan [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expiry of options | 10 years |
Stock Options and Warrants - Sc
Stock Options and Warrants - Schedule of Total Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 597 | $ 1,418 |
Cost of Sales [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 26 | 52 |
Research and Development [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 146 | 287 |
Selling and Marketing [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 34 | 45 |
General and Administrative [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 391 | $ 1,034 |
Stock Options and Warrants - Fa
Stock Options and Warrants - Fair Value of Stock Option Award, Weighted Average Assumptions (Detail) - Options Available for Future Grant [Member] | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Significant assumptions (weighted average): | ||
Risk-free interest rate at grant date | 1.56% | 1.90% |
Expected stock price volatility | 94.05% | 100.75% |
Expected dividend payout | 0.00% | 0.00% |
Expected option life based on management's estimate | 5 years 3 months 11 days | 6 years 29 days |
Stock Options and Warrants - Su
Stock Options and Warrants - Summary of Changes in Options Outstanding and Related Exercise Prices (Detail) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Options Outstanding, Number Outstanding | shares | 251,639 |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 6 years 4 months 21 days |
Options Outstanding, Weighted Average Exercise Price | $ 84.96 |
Options Exercisable and vested, Number Exercisable | shares | 191,519 |
Options Exercisable and vested, Weighted Average Remaining Contractual Life (Years) | 5 years 6 months 18 days |
Options Exercisable and vested, Weighted Average Exercise Price | $ 107.66 |
$2.75-$3.85 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Options Outstanding Exercise Prices, Lower Range Limit | 2.75 |
Options Outstanding Exercise Prices, Upper Range Limit | $ 3.85 |
Options Outstanding, Number Outstanding | shares | 65,000 |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 9 years 8 months 16 days |
Options Outstanding, Weighted Average Exercise Price | $ 2.75 |
Options Exercisable and vested, Number Exercisable | shares | 40,625 |
Options Exercisable and vested, Weighted Average Remaining Contractual Life (Years) | 9 years 8 months 16 days |
Options Exercisable and vested, Weighted Average Exercise Price | $ 2.75 |
$3.86-$36.75 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Options Outstanding Exercise Prices, Lower Range Limit | 3.86 |
Options Outstanding Exercise Prices, Upper Range Limit | $ 36.75 |
Options Outstanding, Number Outstanding | shares | 45,934 |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 8 years 7 months 10 days |
Options Outstanding, Weighted Average Exercise Price | $ 18.26 |
Options Exercisable and vested, Number Exercisable | shares | 13,377 |
Options Exercisable and vested, Weighted Average Remaining Contractual Life (Years) | 8 years 2 months 19 days |
Options Exercisable and vested, Weighted Average Exercise Price | $ 21.81 |
$36.76-$90.75 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Options Outstanding Exercise Prices, Lower Range Limit | 36.76 |
Options Outstanding Exercise Prices, Upper Range Limit | $ 90.75 |
Options Outstanding, Number Outstanding | shares | 41,505 |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 4 years 7 months 10 days |
Options Outstanding, Weighted Average Exercise Price | $ 67.82 |
Options Exercisable and vested, Number Exercisable | shares | 38,317 |
Options Exercisable and vested, Weighted Average Remaining Contractual Life (Years) | 4 years 5 months 1 day |
Options Exercisable and vested, Weighted Average Exercise Price | $ 69.65 |
$90.76-$136.50 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Options Outstanding Exercise Prices, Lower Range Limit | 90.76 |
Options Outstanding Exercise Prices, Upper Range Limit | $ 136.50 |
Options Outstanding, Number Outstanding | shares | 46,095 |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 3 years 10 months 24 days |
Options Outstanding, Weighted Average Exercise Price | $ 93.60 |
Options Exercisable and vested, Number Exercisable | shares | 46,095 |
Options Exercisable and vested, Weighted Average Remaining Contractual Life (Years) | 3 years 10 months 24 days |
Options Exercisable and vested, Weighted Average Exercise Price | $ 93.60 |
$136.51-$480.00 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Options Outstanding Exercise Prices, Lower Range Limit | 136.51 |
Options Outstanding Exercise Prices, Upper Range Limit | $ 480 |
Options Outstanding, Number Outstanding | shares | 53,105 |
Options Outstanding, Weighted Average Remaining Contractual Life (Years) | 3 years 11 months 19 days |
Options Outstanding, Weighted Average Exercise Price | $ 249.17 |
Options Exercisable and vested, Number Exercisable | shares | 53,105 |
Options Exercisable and vested, Weighted Average Remaining Contractual Life (Years) | 3 years 11 months 19 days |
Options Exercisable and vested, Weighted Average Exercise Price | $ 249.17 |
Stock Options and Warrants - 59
Stock Options and Warrants - Summary of Changes in Options Outstanding and Related Exercise Prices for Shares of Company's Common Stock Options Issued (Detail) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2009 | Dec. 31, 2015 | Dec. 31, 2014 | |
2006 Plan and 2010 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Options, Outstanding, Beginning balance | 142,244 | 106,970 | |
Number of Options, Granted | 76,271 | 42,160 | |
Number of Options, Canceled or expired | (17,606) | (6,886) | |
Number of Options, Outstanding, Ending balance | 200,909 | 142,244 | |
Number of Options, Options vested and expected to vest Ending Balance | 195,549 | ||
Number of Options, Options exercisable Ending Balance | 140,789 | ||
Weighted Average Exercise Price Per Share, Outstanding, Beginning balance | $ 128.47 | $ 168 | |
Weighted Average Exercise Price Per Share, Granted | 3.66 | 21 | |
Weighted Average Exercise Price Per Share, Canceled or expired | 105.46 | 79.50 | |
Weighted Average Exercise Price Per Share, Outstanding, Ending balance | 83.10 | $ 128.47 | |
Weighted Average Exercise Price, Options vested or expected to vest Ending Balance | 84.98 | ||
Weighted Average Exercise Price, Options exercisable Ending Balance | $ 113.19 | ||
Weighted Average Remaining Contractual Term, Options Outstanding Ending Balance | 7 years 11 days | ||
Weighted Average Remaining Contractual Term, Options vested or expected to vest Ending Balance | 6 years 11 months 19 days | ||
Weighted Average Remaining Contractual Term, Options exercisable Ending Balance | 6 years 1 month 28 days | ||
Aggregate Intrinsic Value, Options outstanding, Ending balance | $ 35,750 | ||
Aggregate Intrinsic Value, Options vested or expected to vest Ending Balance | 35,181 | ||
Aggregate Intrinsic Value, Options exercisable Ending Balance | $ 22,344 | ||
Outside Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Options, Outstanding, Beginning balance | 50,730 | 50,730 | |
Number of Options, Granted | 68,384 | ||
Number of Options, Outstanding, Ending balance | 50,730 | 50,730 | |
Weighted Average Exercise Price Per Share, Outstanding, Beginning balance | $ 92.31 | $ 92.31 | |
Weighted Average Exercise Price Per Share, Outstanding, Ending balance | $ 92.31 | $ 92.31 | |
Weighted Average Remaining Contractual Term, Options exercisable Ending Balance | 3 years 10 months 10 days |
Stock Options and Warrants - Re
Stock Options and Warrants - Restricted Stock Awards - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 597 | $ 1,418 |
Unrecognized compensation cost related to unvested shares expected to be recognized, weighted-average period | 2 years 1 month 6 days | 2 years 2 months 12 days |
Under 2006 Plan and 2010 Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant-date fair value of restricted stock awards | $ 119 | $ 194 |
Stock-based compensation expense | 105 | 191 |
Unrecognized compensation costs | $ 0 | $ 8 |
Unrecognized compensation cost related to unvested shares expected to be recognized, weighted-average period | 7 months 6 days | |
Maximum [Member] | Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting terms | 1 year |
Stock Options and Warrants - 61
Stock Options and Warrants - Summary of Changes in Restricted Stock Award Activity (Detail) - Under 2006 Plan and 2010 Plan [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Unvested, Beginning balance | 968 | 968 |
Number of Shares, Granted | 19,547 | 7,309 |
Number of Shares, Vested | (20,515) | (7,309) |
Number of Shares, Unvested, Ending balance | 968 | |
Weighted Average Grant Date Fair Value, Unvested, Beginning balance | $ 24 | $ 34.50 |
Weighted Average Grant Date Fair Value, Granted | 4.95 | 25.50 |
Weighted Average Grant Date Fair Value, Vested | $ 5.81 | 27 |
Weighted Average Grant Date Fair Value, Unvested, Ending balance | $ 24 |
Stock Options and Warrants - Wa
Stock Options and Warrants - Warrants Issued in Connection with October 2014 Financing - Additional Information (Detail) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing price of common stock | $ 8.64 | |
Series-A and Placement Agent Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing price of common stock | $ 3.30 | 10.35 |
Warrant exercise price | $ 1.7933 | $ 8.64 |
Stock price volatility | 89.30% | 83.00% |
Options and warrant expected term | 4 years 3 months 15 days | 5 years 3 months 15 days |
Dividend rate | 0.00% | 0.00% |
Series-A and Placement Agent Warrants [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing price of common stock | $ 1.7933 | |
Series-A and Placement Agent Warrants [Member] | U.S. Treasury Notes [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate | 1.59% | 1.63% |
Series B Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing price of common stock | $ 10.35 | |
Warrant exercise price | $ 8.64 | |
Stock price volatility | 33.40% | |
Options and warrant expected term | 3 months 11 days | |
Dividend rate | 0.00% | |
Series B Warrants [Member] | U.S. Treasury Notes [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate | 0.02% | |
Series C warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing price of common stock | $ 10.35 | |
Warrant exercise price | $ 8.64 | |
Stock price volatility | 33.40% | |
Options and warrant expected term | 9 months 15 days | |
Dividend rate | 0.00% | |
Series C warrants [Member] | U.S. Treasury Notes [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate | 0.02% |
Stock Options and Warrants - 63
Stock Options and Warrants - Fair Value of the Warrant Liabilities - Additional Information (Detail) - USD ($) | Apr. 14, 2015 | Oct. 14, 2014 | Jun. 16, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of warrant liability in excess of proceeds | $ 1,779,000 | $ 1,780,000 | |||
Fair Value of Warrant Issued | 4,831,000 | $ 239,000 | 4,216,000 | ||
Change in fair value of warrant liability | $ 388,000 | $ 1,271,000 | $ 1,980,000 | $ 2,405,000 | |
Placement Agent Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair Value of Warrant Issued | 552,000 | ||||
Series A Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair Value of Warrant Issued | 2,299,000 | ||||
Series B Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair Value of Warrant Issued | 841,000 | ||||
Warrant exercise price | $ 11.25 | ||||
Series C warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair Value of Warrant Issued | $ 1,139,000 |
Stock Options and Warrants - Se
Stock Options and Warrants - Series B Warrant Exercises - Additional Information (Detail) - USD ($) | Jun. 20, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Proceeds from exercise of warrants | $ 1,169,000 | $ 339,000 | |
Number of warrants exercised | 517,035 | 39,295 | |
Unexercised outstanding shares expired | 206,815 | ||
Series B Warrants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Proceeds from exercise of warrants | $ 83,388 | $ 339,506 | |
Number of warrants exercised | 12,409 | 39,295 | |
Unexercised outstanding shares expired | 206,815 |
Stock Options and Warrants - 65
Stock Options and Warrants - Series C Warrant Exercises - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Proceeds from exercise of warrants | $ 1,169,000 | $ 339,000 |
Number of warrants exercised | 517,035 | 39,295 |
Series C warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Proceeds from exercise of warrants | $ 681,000 | |
Number of warrants exercised | 258,518 |
Stock Options and Warrants - 66
Stock Options and Warrants - Series A Warrant Exercises - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Proceeds from exercise of warrants | $ 1,169,000 | $ 339,000 |
Number of warrants exercised | 517,035 | 39,295 |
Series A Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Proceeds from exercise of warrants | $ 404,000 | |
Number of warrants exercised | 246,108 |
Stock Options and Warrants - 67
Stock Options and Warrants - Warrants Issued with Common Stock - Additional Information (Detail) - $ / shares | Sep. 10, 2014 | Aug. 06, 2014 | Jun. 26, 2014 | May. 29, 2014 | Mar. 12, 2013 | Jan. 22, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares of common stock sold | 29,630 | 40,000 | 36,667 | 22,223 | 33,334 | 67,500 |
Warrants outstanding converted into common stock | 16,667 | 33,750 | ||||
Warrants exercisable price | $ 30 | $ 30 | ||||
Warrant term | 5 years | |||||
Co-Chairman and Chief Executive Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Warrants outstanding converted into common stock | 1,667 | |||||
Warrant term | 5 years |
Stock Options and Warrants - 20
Stock Options and Warrants - 2013 S-1 July Registered Offering - Additional Information (Detail) - $ / shares | Jul. 24, 2013 | May. 12, 2008 | Dec. 31, 2014 | Mar. 12, 2013 | Jan. 22, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants exercisable price | $ 30 | $ 30 | |||
Number of warrants issued | 837,602 | ||||
Series A Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expiration date of warrants | Jul. 24, 2018 | ||||
Common Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares/warrants included in units | 133,334 | ||||
Series B Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of units issued | 133,334 | ||||
Series A Preferred Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares/warrants included in units | 20,000,000 | ||||
Warrants exercisable price | $ 22.50 | ||||
Series B Preferred Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants exercisable price | $ 22.50 | $ 75 | |||
Number of units issued | 400,000 | ||||
Number of warrants issued | 133,334 |
Stock Options and Warrants - 69
Stock Options and Warrants - 2013 S-1 July Registered Offering - July 19, 2013 - Additional Information (Detail) - USD ($) | Jul. 19, 2013 | Jan. 22, 2013 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of agent fee on gross proceeds from Offering | 5.00% | ||
Number of warrants issued | 837,602 | ||
Warrant term | 5 years | ||
Series B Warrants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum amount of reimbursement payable to agent | $ 75,000 | ||
Placement Agent Warrants [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of warrants issued | 4,445 | ||
Percentage of agent warrants to purchase on units issued in offering | 5.00% | ||
Warrants initial exercise price | $ 22.50 | ||
Warrant term | 5 years | ||
Percentage of Agent cash solicitation fee on gross proceeds | 5.00% |
Stock Options and Warrants - 70
Stock Options and Warrants - Series A and B Warrant Exercises - Additional Information (Detail) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of warrants exercised | 517,035 | 39,295 |
Series A and B Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of warrants exercised | 0 |
Stock Options and Warrants - 71
Stock Options and Warrants - 2014 Warrant Exchange Agreements - Additional Information (Detail) - USD ($) | Apr. 14, 2015 | Jun. 16, 2014 | Jun. 11, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares of common stock issued for warrant exchange | 297,772 | |||||
Warrants, Exchanged | 243,699 | 248,144 | ||||
Warrants outstanding | 126,206 | 850,058 | 299,895 | |||
Change in fair value of warrant liability | $ 388,000 | $ 1,271,000 | $ 1,980,000 | $ 2,405,000 | ||
Warrant exchange inducement expense | 3,445,000 | 3,445,000 | ||||
Warrant liability reclassified to equity upon warrant exchange | 3,031,000 | 3,031,000 | ||||
Value of common stock issued for warrant exchange | $ 6,428,000 | $ 6,428,000 | ||||
Placement Agent Warrants [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Warrants, Exchanged | 4,445 | |||||
Warrants outstanding | 0 | 0 | ||||
Series A Warrants [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Warrants, Exchanged | 243,699 | |||||
Warrants outstanding | 0 | 0 | ||||
Series A Warrants [Member] | Placement Agent Warrants [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Warrants, Exchanged | 4,445 | |||||
Series A Warrants [Member] | Dr. Andrey Semechkin and Russell Kern [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares of common stock issued for warrant exchange | 80,706 | 80,706 | ||||
Warrants outstanding | 67,255 | 67,255 | 0 |
Stock Options and Warrants - 72
Stock Options and Warrants - Warrants Issued with Other Financings - Additional Information (Detail) | Jan. 22, 2013 | Sep. 30, 2011Tranche$ / sharesshares | Dec. 31, 2015shares | Dec. 31, 2014shares | Dec. 31, 2013shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrant term | 5 years | ||||
Warrants outstanding | 126,206 | 850,058 | 299,895 | ||
Skin Care [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of tranches of common stock warrants issuable | Tranche | 2 | ||||
Number of shares which can be purchased by the exercise of warrants | 667 | ||||
Strike price, tranche one | $ / shares | $ 225 | ||||
Strike price, tranche two | $ / shares | $ 300 | ||||
Vesting over four quarters | Four quarters | ||||
Warrant term | 5 years | ||||
Warrants outstanding | 1,334 | 1,334 | 1,334 | ||
Expiration date of warrants | Sep. 30, 2016 | ||||
Skin Care [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrant term | 5 years |
Stock Options and Warrants - 73
Stock Options and Warrants - Summary of Outstanding Warrants Related to Warrant Transactions (Detail) - $ / shares | Jun. 11, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 850,058 | 299,895 | |
Warrants, Issued | 837,602 | ||
Warrants, Exchanged | (243,699) | (248,144) | |
Warrants, Exercised | (517,035) | (39,295) | |
Warrants, Forfeited/Cancelled | (206,815) | ||
Warrants, Rounding due to July 29, 2015 reverse stock split | (2) | ||
Number of Shares, Outstanding, Ending balance | 126,206 | 850,058 | |
Minimum [Member] | |||
Class of Warrant or Right [Line Items] | |||
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 8.64 | $ 22.50 | |
Weighted Average Exercise Price, Issued | 8.64 | ||
Weighted Average Exercise Price, Exchanged | 22.5 | ||
Weighted Average Exercise Price, Exercised | 1.79 | 8.64 | |
Weighted Average Exercise Price, Forfeited/Cancelled | 11.25 | ||
Weighted Average Exercise Price, Outstanding, Ending balance | 1.79 | 8.64 | |
Maximum [Member] | |||
Class of Warrant or Right [Line Items] | |||
Weighted Average Exercise Price, Outstanding, Beginning balance | 300 | 300 | |
Weighted Average Exercise Price, Exercised | 6.72 | ||
Weighted Average Exercise Price, Outstanding, Ending balance | 300 | 300 | |
Weighted Average | |||
Class of Warrant or Right [Line Items] | |||
Weighted Average Exercise Price, Outstanding, Beginning balance | 10.31 | 24.83 | |
Weighted Average Exercise Price, Issued | 8.64 | ||
Weighted Average Exercise Price, Exchanged | 22.50 | ||
Weighted Average Exercise Price, Exercised | 2.40 | 8.64 | |
Weighted Average Exercise Price, Forfeited/Cancelled | 11.25 | ||
Weighted Average Exercise Price, Outstanding, Ending balance | $ 15.82 | $ 10.31 | |
January Two Thousand Thirteen Financing | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 33,750 | 33,750 | |
Number of Shares, Outstanding, Ending balance | 33,750 | 33,750 | |
March Two Thousand Thirteen Financing | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 16,667 | 16,667 | |
Number of Shares, Outstanding, Ending balance | 16,667 | 16,667 | |
July 2013 Financing [Member] | Series A Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 243,699 | ||
Warrants, Exchanged | (243,699) | ||
July 2013 Financing [Member] | Placement Agent [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 4,445 | ||
Warrants, Exchanged | (4,445) | ||
October 2014 Financing [Member] | Series A Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 258,519 | ||
Warrants, Issued | 258,519 | ||
Warrants, Exercised | (246,108) | ||
Warrants, Rounding due to July 29, 2015 reverse stock split | (3) | ||
Number of Shares, Outstanding, Ending balance | 12,408 | 258,519 | |
October 2014 Financing [Member] | Placement Agent [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 62,045 | ||
Warrants, Issued | 62,045 | ||
Warrants, Rounding due to July 29, 2015 reverse stock split | 2 | ||
Number of Shares, Outstanding, Ending balance | 62,047 | 62,045 | |
October 2014 Financing [Member] | Series B Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 219,224 | ||
Warrants, Issued | 258,519 | ||
Warrants, Exercised | (12,409) | (39,295) | |
Warrants, Forfeited/Cancelled | (206,815) | ||
Number of Shares, Outstanding, Ending balance | 219,224 | ||
October 2014 Financing [Member] | Series C Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 258,519 | ||
Warrants, Issued | 258,519 | ||
Warrants, Exercised | (258,518) | ||
Warrants, Rounding due to July 29, 2015 reverse stock split | (1) | ||
Number of Shares, Outstanding, Ending balance | 258,519 | ||
Skin Care [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Shares, Outstanding, Beginning balance | 1,334 | 1,334 | |
Number of Shares, Outstanding, Ending balance | 1,334 | 1,334 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Jan. 22, 2013 | Jul. 31, 2012 | Sep. 30, 2011Tranche$ / sharesshares | Dec. 31, 2015USD ($)ft² | Dec. 31, 2014USD ($) | Jan. 01, 2013ft² | Jul. 01, 2011ft² | Mar. 01, 2011ft² |
Commitments And Contingencies [Line Items] | ||||||||
Rent expense | $ 289,000 | $ 315,000 | ||||||
Warrant term | 5 years | |||||||
Customer Concentration Risk [Member] | Major customer 1 [Member] | Sales [Member] | ||||||||
Commitments And Contingencies [Line Items] | ||||||||
Concentration risk percentage | 24.00% | 21.00% | ||||||
Customer Concentration Risk [Member] | Other Customer [Member] | Sales [Member] | ||||||||
Commitments And Contingencies [Line Items] | ||||||||
Concentration risk percentage | 10.00% | |||||||
Skin Care [Member] | ||||||||
Commitments And Contingencies [Line Items] | ||||||||
Percentage of net revenues for Direct Sales generated from the proprietary mailings | 20.00% | |||||||
Percentage of net revenues for Referral Sales | 9.00% | 10.00% | ||||||
Termination of the agreement | 30 days | |||||||
Number of tranches of common stock warrants issuable | Tranche | 2 | |||||||
Number of shares which can be purchased by the exercise of warrants | shares | 667 | |||||||
Strike price, tranche one | $ / shares | $ 225 | |||||||
Strike price, tranche two | $ / shares | $ 300 | |||||||
Warrant term | 5 years | |||||||
Commission percentage on direct sale | 18.00% | |||||||
Commission expenses | $ 14,000 | $ 51,000 | ||||||
Premises [Member] | ||||||||
Commitments And Contingencies [Line Items] | ||||||||
Lease agreement term | 7 years | |||||||
Oceanside [Member] | ||||||||
Commitments And Contingencies [Line Items] | ||||||||
Current square feet of leased office and laboratory | ft² | 8,215 | |||||||
Lease expiration period | 2016-08 | |||||||
Current base rent | $ 9,111 | |||||||
Percentage of increase in monthly base rent | 3.00% | |||||||
Frederick [Member] | ||||||||
Commitments And Contingencies [Line Items] | ||||||||
Current square feet of leased office and laboratory | ft² | 5,520 | |||||||
Current base rent | $ 8,865 | |||||||
Expiry of Lease | Dec. 31, 2015 | |||||||
Expiry of lease additional | 7 years | |||||||
Priestly Drive [Member] | ||||||||
Commitments And Contingencies [Line Items] | ||||||||
Current square feet of leased office and laboratory | ft² | 9,848 | 8,199 | 4,653 | |||||
Current base rent | $ 12,192 | |||||||
Percentage of increase in monthly base rent | 3.00% | |||||||
Expiry of Lease | Feb. 29, 2016 | |||||||
Expiry of lease additional | 1 year | |||||||
Initial monthly base rent | $ 5,118 |
Commitments and Contingencies75
Commitments and Contingencies - Summary of Future Minimum Lease Payments Required under Operating Leases that Have Initial or Remaining Non-Cancelable Lease Terms in Excess of One Year (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Operating Leases Future Minimum Payments Due [Abstract] | |
2,016 | $ 214 |
2,017 | 143 |
2,018 | 137 |
2,019 | 134 |
Thereafter | 468 |
Total | $ 1,096 |
Segments and Geographic Infor76
Segments and Geographic Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2015SubsidiarySegmentProduct | |
Segment Reporting [Abstract] | |
Number reporting segments | Segment | 3 |
Number of wholly-owned subsidiaries | Subsidiary | 4 |
Human cell culture products | Product | 160 |
Segments and Geographic Infor77
Segments and Geographic Information - Revenues, Expenses and Operating Income (Loss) by Market Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | ||
Total revenues | $ 7,551 | $ 7,017 |
Operating expenses: | ||
Total operating expenses | 12,115 | 15,697 |
Operating income (loss): | ||
Total operating income (loss) | (4,564) | (8,680) |
Cosmetic Market | ||
Revenues: | ||
Total revenues | 3,503 | 3,507 |
Operating expenses: | ||
Total operating expenses | 3,087 | 3,253 |
Operating income (loss): | ||
Total operating income (loss) | 416 | 254 |
Biomedical Market [Member] | ||
Revenues: | ||
Total revenues | 4,048 | 3,510 |
Operating expenses: | ||
Total operating expenses | 2,794 | 2,749 |
Operating income (loss): | ||
Total operating income (loss) | 1,254 | 761 |
Therapeutic Market [Member] | ||
Operating expenses: | ||
Total operating expenses | 6,234 | 9,695 |
Operating income (loss): | ||
Total operating income (loss) | $ (6,234) | $ (9,695) |
Segments and Geographic Infor78
Segments and Geographic Information - Summary of Significant Revenues in Following Regions (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenues | $ 7,551 | $ 7,017 |
North America [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenues | 6,127 | 5,632 |
Asia [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenues | 999 | 943 |
Europe [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenues | 388 | 393 |
All Other Regions [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenues | $ 37 | $ 49 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Mar. 24, 2016 | Mar. 15, 2016 | Mar. 09, 2016 | Mar. 03, 2016 | Feb. 26, 2016 | Jan. 08, 2016 | Sep. 10, 2014 | Aug. 06, 2014 | Jun. 26, 2014 | May. 29, 2014 | Mar. 12, 2013 | Jan. 22, 2013 | Dec. 31, 2015 | Feb. 08, 2016 | Dec. 10, 2015 | Dec. 31, 2014 | Oct. 31, 2014 |
Subsequent Event [Line Items] | |||||||||||||||||
Related party payable | $ 3,129,000 | $ 11,000 | |||||||||||||||
For cash, net of issuance costs of $169, shares | 29,630 | 40,000 | 36,667 | 22,223 | 33,334 | 67,500 | |||||||||||
Warrants outstanding converted into common stock | 16,667 | 33,750 | |||||||||||||||
Warrants exercisable price | $ 30 | $ 30 | |||||||||||||||
Warrant term | 5 years | ||||||||||||||||
Placement Agent [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Warrants exercisable price | $ 13.815 | ||||||||||||||||
Warrant term | 5 years 6 months | ||||||||||||||||
Date of placement agency engagement letter | Sep. 23, 2014 | ||||||||||||||||
Placement agent fee | $ 200,000 | ||||||||||||||||
Reimbursement of fees and expenses | $ 50,000 | ||||||||||||||||
Series I-1 Preferred Stock [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Initial conversion price | $ 1.75 | ||||||||||||||||
Securities Purchase Agreement [Member] | Series A Warrants [Member] | Placement Agent [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Warrants exercisable price | $ 1.79 | ||||||||||||||||
Securities Purchase Agreement [Member] | Purchasers [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of common stock resale | 100.00% | ||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
File period after closing of offering | 45 days | ||||||||||||||||
Options granted to employees, directors and consultants | 1,000,000 | ||||||||||||||||
Weighted Average Exercise Price Per Share, Granted | $ 3.75 | ||||||||||||||||
Subsequent Event [Member] | Convertible Preferred Stock [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of common stock resale | 200.00% | ||||||||||||||||
Subsequent Event [Member] | Placement Agent [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Warrants exercisable price | $ 3.64 | ||||||||||||||||
Warrant term | 5 years | ||||||||||||||||
Date of placement agency engagement letter | Mar. 9, 2016 | ||||||||||||||||
Placement agent fee | $ 200,000 | ||||||||||||||||
From exercises of warrants, shares | 343,000 | ||||||||||||||||
Reimbursement of fees and expenses | $ 50,000 | ||||||||||||||||
Subsequent Event [Member] | Series A Warrants [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of common stock resale | 100.00% | ||||||||||||||||
Subsequent Event [Member] | Series B Warrants [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of common stock resale | 200.00% | ||||||||||||||||
Subsequent Event [Member] | Series C warrants [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Percentage of common stock resale | 200.00% | ||||||||||||||||
Subsequent Event [Member] | Jason Court Partners, LLC. [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Expiry of lease additional | 5 years | ||||||||||||||||
Lease agreement term | 3 years | ||||||||||||||||
Advance written notice for termination of contract | 6 months | ||||||||||||||||
Description of termination of lease agreement | The amendment extended the term of the lease for five years, subject to the Company’s right to terminate the lease after three years with six month advance written notice | ||||||||||||||||
Subsequent Event [Member] | St. John [Member] | Corporate Guarantee Agreement [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Capital lease agreement | $ 183,000 | ||||||||||||||||
Yearly reduction of lease guarantee | $ 26,000 | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Related party payable | $ 700,000 | ||||||||||||||||
Related Party Transaction, Description | The principal amount under the Note accrues interest at a rate of One Half of One Percent (0.50%) per annum. The Note is due and payable March 10, 2016, but may be pre-paid by the Company without penalty at any time. | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Subsequent Event [Member] | Securities Purchase Agreement [Member] | Purchasers [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Cash proceeds | $ 2,500,000 | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Subsequent Event [Member] | Securities Purchase Agreement [Member] | Purchasers [Member] | Series A Warrants [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Warrants outstanding converted into common stock | 3,600,000 | ||||||||||||||||
Warrants exercisable price | $ 3.64 | ||||||||||||||||
Warrant term | 5 months | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Subsequent Event [Member] | Securities Purchase Agreement [Member] | Purchasers [Member] | Series B Warrants [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Warrants outstanding converted into common stock | 3,600,000 | ||||||||||||||||
Warrants exercisable price | $ 1.75 | ||||||||||||||||
Warrant term | 6 months | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Subsequent Event [Member] | Securities Purchase Agreement [Member] | Purchasers [Member] | Series C warrants [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Warrants outstanding converted into common stock | 3,600,000 | ||||||||||||||||
Warrants exercisable price | $ 1.75 | ||||||||||||||||
Warrant term | 12 months | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Subsequent Event [Member] | Securities Purchase Agreement [Member] | Purchasers [Member] | Series I-1 Preferred Stock [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
For cash, net of issuance costs of $169, shares | 2,000 | ||||||||||||||||
Preferred stock, stated value per share | $ 1,000 | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Subsequent Event [Member] | Securities Purchase Agreement [Member] | Purchasers [Member] | Series I-2 Preferred Stock [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
For cash, net of issuance costs of $169, shares | 4,310 | ||||||||||||||||
Preferred stock, stated value per share | $ 1,000 | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Unsecured Non-convertible Promissory Note [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Non-convertible promissory note, principal amount | $ 3,110,000 | ||||||||||||||||
Chief Executive Officer and Co-Chairman [Member] | Unsecured Non-convertible Promissory Note [Member] | Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Non-convertible promissory note, principal amount | $ 3,810,000 | $ 3,810,000 | |||||||||||||||
Annual interest rate | 0.50% | 0.50% | |||||||||||||||
Maturity date | Apr. 10, 2016 | Mar. 10, 2016 | |||||||||||||||
Promissory note converted to preferred stock | 3,810 | ||||||||||||||||
CEO and Executive Vice President And Chief Scientific Officer [Member] | Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||
Expiry of lease additional | 1 year | ||||||||||||||||
Expiry of Lease | Feb. 28, 2017 | ||||||||||||||||
Percentage of increase in monthly lease rent expense | 3.00% |