Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | May 03, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ATHX | |
Entity Registrant Name | ATHERSYS, INC / NEW | |
Entity Central Index Key | 0001368148 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding | 149,776,233 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 51,018 | $ 51,059 |
Prepaid expenses and other | 800 | 1,791 |
Total current assets | 54,296 | 57,840 |
Equipment, net | 2,882 | 3,002 |
Deposits and other | 1,737 | 888 |
Total assets | 58,915 | 61,730 |
Current liabilities: | ||
Accounts payable | 11,454 | 9,163 |
Accrued compensation and related benefits | 711 | 1,901 |
Accrued clinical trial related costs | 1,567 | 1,276 |
Accrued expenses and other | 887 | 461 |
Total current liabilities | 17,792 | 15,475 |
Other long-term liabilities | 351 | 0 |
Stockholders’ equity: | ||
Preferred stock, at stated value; 10,000,000 shares authorized, and no shares issued and outstanding at March 31, 2019 and December 31, 2018 | 0 | 0 |
Common stock, $0.001 par value; 300,000,000 shares authorized, and 148,276,233 and 144,292,739 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively | 148 | 144 |
Additional paid-in capital | 422,638 | 416,014 |
Accumulated deficit | (385,998) | (373,042) |
Total stockholders’ equity | 36,788 | 43,116 |
Total liabilities and stockholders’ equity | 58,915 | 61,730 |
Consolidated entity excluding, related party | ||
Current assets: | ||
Accounts receivable | 11 | 262 |
Healios | ||
Current assets: | ||
Accounts receivable | 1,227 | 1,108 |
Unbilled accounts receivable from Healios | 1,240 | 3,620 |
Current liabilities: | ||
Deposit from Healios | 2,000 | 2,000 |
Deferred revenue | 1,173 | 674 |
Advance from Healios | $ 3,984 | $ 3,139 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 148,276,233 | 144,292,739 |
Common stock, shares outstanding (in shares) | 148,276,233 | 144,292,739 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues | ||
Revenues | $ 1,445 | $ 1,066 |
Costs and expenses | ||
Research and development | 11,415 | 8,850 |
General and administrative | 3,106 | 2,655 |
Depreciation | 184 | 186 |
Total costs and expenses | 14,705 | 11,691 |
Gain from insurance proceeds | 0 | 363 |
Loss from operations | (13,260) | (10,262) |
Other income, net | 304 | 107 |
Net loss and comprehensive loss | $ (12,956) | $ (10,155) |
Net loss per share, basic and diluted (in dollars per share) | $ (0.09) | $ (0.08) |
Weighted average shares outstanding, basic and diluted (in shares) | 145,964 | 126,897 |
Royalty revenue | ||
Revenues | ||
Revenues | $ 0 | $ 401 |
Grant revenue | ||
Revenues | ||
Revenues | 4 | 317 |
Healios | Contract revenue | ||
Revenues | ||
Revenues | $ 1,441 | $ 348 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Consolidated entity excluding, related party | Consolidated entity excluding, related partyCommon Stock | Consolidated entity excluding, related partyAdditional Paid-in Capital | Healios | HealiosCommon Stock | HealiosAdditional Paid-in Capital |
Preferred stock shares, beginning balance (in shares) at Dec. 31, 2017 | 0 | ||||||||||
Common stock, beginning balance (in shares) at Dec. 31, 2017 | 122,077,453 | ||||||||||
Beginning balance at Dec. 31, 2017 | $ 23,376 | $ 0 | $ 122 | $ 373,884 | $ (350,630) | ||||||
Cumulative effect of accounting change | 1,871 | 1,871 | |||||||||
Stock-based compensation | 813 | 813 | |||||||||
Issuance of warrant to Healios at fair value | 5,300 | 5,300 | |||||||||
Issuance of common stock, net of issuance costs (in shares) | 3,750,000 | 12,000,000 | |||||||||
Issuance of common stock, net of issuance costs | $ 5,416 | $ 4 | $ 5,412 | $ 20,995 | $ 12 | $ 20,983 | |||||
Issuance of common stock under equity compensation plan (in shares) | 131,092 | ||||||||||
Issuance of common stock under equity compensation plan | (84) | (84) | |||||||||
Net and comprehensive loss | (10,155) | (10,155) | |||||||||
Preferred stock shares, ending balance (in shares) at Mar. 31, 2018 | 0 | ||||||||||
Common stock, ending balance (in shares) at Mar. 31, 2018 | 137,958,545 | ||||||||||
Ending balance at Mar. 31, 2018 | $ 47,532 | $ 0 | $ 138 | 406,308 | (358,914) | ||||||
Preferred stock shares, beginning balance (in shares) at Dec. 31, 2018 | 0 | 0 | |||||||||
Common stock, beginning balance (in shares) at Dec. 31, 2018 | 144,292,739 | 144,292,739 | |||||||||
Beginning balance at Dec. 31, 2018 | $ 43,116 | $ 0 | $ 144 | 416,014 | (373,042) | ||||||
Stock-based compensation | $ 1,090 | 1,090 | |||||||||
Issuance of common stock, net of issuance costs (in shares) | 3,825,000 | ||||||||||
Issuance of common stock, net of issuance costs | $ 5,607 | $ 4 | $ 5,603 | ||||||||
Issuance of common stock under equity compensation plan (in shares) | 5,325,184 | 158,494 | |||||||||
Issuance of common stock under equity compensation plan | $ (69) | (69) | |||||||||
Net and comprehensive loss | $ (12,956) | (12,956) | |||||||||
Preferred stock shares, ending balance (in shares) at Mar. 31, 2019 | 0 | 0 | |||||||||
Common stock, ending balance (in shares) at Mar. 31, 2019 | 148,276,233 | 148,276,233 | |||||||||
Ending balance at Mar. 31, 2019 | $ 36,788 | $ 0 | $ 148 | $ 422,638 | $ (385,998) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Operating activities | ||
Net loss | $ (12,956) | $ (10,155) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 184 | 186 |
Stock-based compensation | 1,090 | 813 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 251 | (173) |
Prepaid expenses, deposits and other | 1,101 | 127 |
Accounts payable and accrued expenses | 1,210 | 1,992 |
Net cash used in operating activities | (5,515) | (5,678) |
Investing activities | ||
Purchases of equipment | (64) | (292) |
Net cash used in investing activities | (64) | (292) |
Financing activities | ||
Shares retained for withholding tax payments on stock-based awards | (69) | (84) |
Net cash provided by financing activities | 5,538 | 26,327 |
(Decrease) increase in cash and cash equivalents | (41) | 20,357 |
Cash and cash equivalents at beginning of the period | 51,059 | 29,316 |
Cash and cash equivalents at end of the period | 51,018 | 49,673 |
Healios | ||
Changes in operating assets and liabilities: | ||
Accounts receivable | 2,261 | (51) |
Deferred revenue - Healios | 499 | 0 |
Advances and deposits from Healios | 845 | 1,583 |
Financing activities | ||
Proceeds from issuance of common stock, net | 0 | 20,995 |
Consolidated entity excluding, related party | ||
Financing activities | ||
Proceeds from issuance of common stock, net | $ 5,607 | $ 5,416 |
Background and Basis of Present
Background and Basis of Presentation | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | Background and Basis of Presentation Background: We are an international biotechnology company that is focused primarily in the field of regenerative medicine and operate in one business segment. Our operations consist of research and clinical-stage product development activities. We have incurred losses since our inception in 1995 and had an accumulated deficit of $386.0 million at March 31, 2019 . We will require additional capital to continue our research and development programs, including progressing our clinical product candidates to commercialization and preparing for commercial-scale manufacturing. At March 31, 2019 , we had available cash and cash equivalents of $51.0 million . We believe that these funds, expected cash receipts primarily attributed to our collaboration with HEALIOS K.K. (“Healios”) and proceeds from our equity facility are sufficient to meet our obligations as they come due at least for a period of twelve months from the date of the issuance of these unaudited condensed consolidated financial statements. In the longer term, we will have to continue to generate additional capital to meet our needs through new and existing collaborations and related license fees and milestones, the sale of equity securities from time to time including through our equity facility, grant-funding opportunities, deferring certain discretionary costs and staging certain development costs, as needed. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018 . The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and Article 10 of Regulation S-X. Accordingly, since they are interim statements, the accompanying financial statements do not include all of the information and notes required by GAAP for complete financial statements. The accompanying financial statements reflect all adjustments, consisting of normal recurring adjustments, that are, in the opinion of management, necessary for a fair presentation of financial position and results of operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year. Use of Estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Our critical accounting policies, estimates and assumptions are described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is included in this Quarterly Report on Form 10-Q. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”) . ASU 2018-15 requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same premises of authoritative guidance for internal-use software and deferred over the noncancellable term of the cloud computing arrangements plus any option renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. The guidance is effective for the annual and interim periods beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the potential impact of adoption of this standard on our consolidated financial statements, and we do not intend to early adopt. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurements (“Topic 820”): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement , which adds, modifies and removes several disclosure requirements relative to the three levels of inputs used to measure fair value in accordance with Topic 820, Fair Value Measurement . This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. Early adoption is permitted. We are currently assessing the effect that this ASU will have on our disclosures. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (“Topic 808”): Clarifying the Interaction between Topic 808 and Topic 606 . The amendments in this update (i) clarify that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 when the collaborative arrangement participant is a customer in the context of a unit of account and in those situations, all the guidance in Topic 606 should be applied, including recognition, measurement, presentation and disclosure requirements; (ii) add unit-of-account guidance in Topic 808 to align with the guidance in Topic 606 (that is, a distinct good or service) when an entity is assessing whether the collaborative arrangement or a part of the arrangement is within the scope of Topic 606; and (iii) require that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under Topic 606 is precluded if the collaborative arrangement participant is not a customer. The provisions of ASU 2018-18 are effective for years beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the impact of this clarifying guidance. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), and subsequently issued additional guidance that modified ASU 2016-13. ASU 2016-13 and the subsequent modifications are identified as Accounting Standards Codification (“ASC”) 326. The standard requires an entity to change its accounting approach in determining impairment of certain financial instruments, including trade receivables, from an “incurred loss” to a “current expected credit loss” model. The standard will be effective for fiscal years beginning after December 15, 2019, including interim periods within such fiscal years. Early adoption is permitted. We are currently assessing the effect that ASC 326 will have on our financial position, results of operations, and disclosures. |
Leases Adoption
Leases Adoption | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Leases Adoption | Leases Adoption In February 2016, the FASB issued ASU 2016-02, Leases (“Topic 842”), which requires lessees to record most leases with a term greater than 12 months on their balance sheets, but recognize expenses on their statement of operations in a manner similar to current accounting practice. Under the guidance, lessees initially recognize a lease liability for the obligation to make lease payments and a right-of-use (“ROU”) asset for the right to use the underlying asset for the lease term. The lease liability is measured at the present value of the lease payments over the lease term. The ROU asset is measured at the lease liability amount, adjusted for lease prepayments, lease incentives received and the lessee’s initial direct costs. We adopted Topic 842 effective January 1, 2019, using the modified retrospective transition option. The adoption of the standard resulted in the recording of ROU assets, primarily consisting of operating leases of facilities and minor equipment, and lease liabilities of $1.0 million as of the commencement date. The adoption did not have a material impact on our unaudited condensed consolidated statements of operations and comprehensive loss or cash flows related to existing leases for the three months ended March 31, 2019 . As such, there was no cumulative-effect adjustment. We elected certain practical expedients as part of the adoption, which allow us to not reassess our prior conclusions about lease identification, lease classification and initial direct costs. We also elected the short-term lease recognition exemption for all leases that qualify and will not recognize ROU assets or lease liabilities for those leases. Lastly, we elected to separate lease and non-lease components for contract manufacturing assets based on an assessment of the contract terms. Most leases do not contain an implicit discount rate, therefore we estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement. Our facilities leases contain one or more options to renew after the noncancellable term. The exercise of lease renewal options is not reasonably certain upon lease commencement, and is at management's sole discretion. Our ROU assets are included within deposits and other in our unaudited condensed consolidated balance sheet at March 31, 2019 . Associated lease liabilities are included in accrued expenses and other, and other long-term liabilities in our unaudited condensed consolidated balance sheet at March 31, 2019 . Lease expense for lease payments is recognized on a straight-line basis over the lease term within loss from operations on the unaudited condensed consolidated statements of operations and comprehensive loss. Payments for certain lease agreements are adjusted annually for changes in an index or rate. We had no finance leases, residual value guarantees, restrictive covenants, subleases or sale leasebacks at March 31, 2019 . As of March 31, 2019 , ROU assets and lease liabilities were $0.9 million and $0.8 million, respectively. The weighted-average remaining term for lease contracts was 2.0 years at March 31, 2019 , with maturities ranging from 15 months to 59 months. The weighted-average discount rate was 5.3% at March 31, 2019 . We paid $0.1 million for operating leases included in the measurement of lease liabilities during the three months ended March 31, 2019 . Aside from facilities and minor equipment, we have various supply agreements with third party manufacturers, which involve the lease of manufacturing facilities and equipment, as defined in Topic 842. We have elected to separate lease and non-lease components for these arrangements. These manufacturing agreements have variable lease payments, which typically become binding once certain manufacturing milestones are achieved, and as such, are not included in ROU assets and liabilities until such payments are no longer variable. Lease Costs The table below presents certain information related to the lease costs (in thousands) for operating leases as of March 31, 2019 : Three months ended Operating lease cost $ 120 Short-term lease cost 11 Variable lease cost (1) 106 Total lease cost $ 237 (1) Includes lease components from our third-party manufacturing agreements. Undiscounted Cash Flows The following table summarizes future minimum lease payments (in thousands) for noncancellable operating leases as of March 31, 2019 : 2019 (1) $ 374 2020 405 2021 90 2022 12 2023 12 Thereafter 2 Total minimum lease payments 895 Less: amount of lease payments representing interest 48 Present value of operating lease liabilities $ 847 (1) Excluding the three months ended March 31, 2019 . |
Net Loss per Share
Net Loss per Share | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share Basic and diluted net loss per share have been computed using the weighted-average number of shares of common stock outstanding during the period. We have outstanding stock-based awards that are not used in the calculation of diluted net loss per share because to do so would be antidilutive. In connection with the purchase of shares of our common stock by Healios in March 2018, a warrant was issued to Healios (the “Healios Warrant”) to purchase up to 20,000,000 shares of common stock (the “Warrant Shares”), of which 3,000,000 Warrant Shares expired prior to being exercisable. Of the remaining 17,000,000 Warrant Shares, Healios is currently permitted to exercise only a portion ( 4,000,000 ), and the exercise price for those 4,000,000 Warrant Shares is contractually stated to exceed the market price. Therefore, the entire Healios Warrant is anti-dilutive as of March 31, 2019 . Refer to Note 7 for additional details. The following instruments (in thousands) were excluded from the calculation of diluted net loss per share because their effects would be antidilutive: Three months ended 2019 2018 Stock-based awards 12,431 10,295 Healios Warrant – see Note 7 17,000 20,000 Total 29,431 30,295 |
Collaborative Arrangements and
Collaborative Arrangements and Revenue Recognition | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaborative Arrangements and Revenue Recognition | Collaborative Arrangements and Revenue Recognition Healios Collaboration In 2016, we entered into a licensing collaboration with Healios to develop and commercialize our cell therapy technologies for certain disease indications in Japan, among other things. The collaboration was expanded in June 2018 to include additional indications and licenses, with the core programs under development being ischemic stroke and acute respiratory distress syndrome (“ARDS”) for commercialization in Japan. We received nonrefundable license fee payments from Healios and are entitled to royalties on net sales. We also have the right to receive development and commercial milestone payments from Healios, subject to certain potential credits that have been negotiated from time-to-time associated with modifications to the arrangement. Under the collaboration, Healios is responsible for the development and commercialization of the licensed products in the licensed territories, and we provide services to Healios for which we are paid. In 2017, our agreement for clinical product supply services was amended to clarify a cost-sharing arrangement associated with our supply of clinical material for Healios' stroke trial, and certain adjustments were made to potential milestone payments that Healios may owe us in the future. Also in 2017, we entered into a technology transfer services agreement with Healios, in which Healios provides financial support to establish a contract manufacturer in Japan to produce product for Healios. Both clinical supply and technology transfer services to Healios are ongoing and are modified from time-to-time to include, for example, expanded indications. In connection with the June 2018 expansion, Healios obtained an exclusive, time-limited right of first negotiation (“ROFN Period”) to enter into an option for a license to develop and commercialize certain MultiStem treatments in China. In December 2018, the ROFN Period was extended to June 30, 2019 in exchange for a $2.0 million payment from Healios, and Healios may make an additional $3.0 million payment to extend the ROFN Period for another six months through December 31, 2019. All such extension payments would be creditable against the option fee payable by Healios upon execution of a China option agreement, if entered into, or Healios may apply the extension payment amounts as credits against any potential milestone payments under the current licenses, subject to certain limitations. Refer to Note 7 regarding the equity investment in us made by Healios in 2018 in connection with the expansion. Healios Revenue Recognition At the inception of the Healios arrangement and again each time that the arrangement is modified, all material performance obligations are identified, which currently include (i) licenses to our technology, (ii) product supply services, and (iii) services to transfer technology to a contract manufacturer on Healios’ behalf. It was determined that these performance obligations were both capable of being distinct and distinct within the context of the contract. We develop assumptions that require judgment to determine the standalone selling price in order to account for our collaborative agreements, as these assumptions typically include probabilities of obtaining marketing approval for the product candidates, estimated timing of commercialization, estimated future cash flows from potential product sales of our product candidates, estimating the cost and markup of providing product supply and technical services, and appropriate discount rates. In order to determine the transaction price, in addition to the fixed payments, we estimate the amount of variable consideration utilizing the expected value or most likely amount method, depending on the facts and circumstances relative to the contract, and the estimates for variable consideration are reassessed each reporting period. We constrain, or reduce, the estimates of variable consideration if it is probable that a significant reversal of previously recognized revenue could occur throughout the life of the contract, and both the likelihood and magnitude of a potential reversal of revenue are taken into consideration. At inception and upon each modification date, once the estimated transaction price is established, amounts are allocated to each separate performance obligation on a relative standalone selling price basis. These performance obligations include any remaining, undelivered elements at the time of modifications and any new elements from a modification to the arrangement if the conditions are not met for being treated as a separate agreement. For performance obligations satisfied over time, we apply an appropriate method of measuring progress each reporting period and, if necessary, adjust the estimates of performance and the related revenue recognition. Our technology transfer services are satisfied over time, and we recognize revenue in proportion to the contractual services provided. For performance obligations satisfied at a point in time (i.e., product supply), we recognize revenue upon delivery. The remaining transaction price for the performance obligations that were not yet delivered amounted to $2.7 million at March 31, 2019 , which is expected to be recognized within one year as the goods and services are delivered. At March 31, 2019 , the contract liability, included in deferred revenue - Healios on the unaudited condensed consolidated balance sheets, is properly classified as a current liability since the rights to consideration are expected to be satisfied, in all material respects, within one year. Advance from Healios In 2017, in connection with our amendment to the clinical supply agreement to clarify the cost-sharing arrangement, the proceeds from Healios that relate specifically to the cost-sharing arrangement may either (i) result in a reduction in the proceeds we receive from Healios upon the achievement of two potential milestones and an increase to a commercial milestone under the license agreement for stroke or (ii) be repaid to Healios at our election, as defined. The cost-sharing proceeds received are recognized on the balance sheet as a non-current advance from customer until the related milestone is achieved, unless such amounts are repaid to Healios at our election, at which time, the culmination of the earnings process will be complete and revenue will be recognized. Disaggregation of Revenues We recognize license-related amounts, including upfront payments, exclusivity fees, additional disease indication fees and milestones at a point in time when earned. Similarly, product supply revenue is recognized at a point in time, while service revenue (e.g., technology transfer) is recognized when earned over time. The following table presents our contract revenues disaggregated by timing of revenue recognition and excludes royalty revenue (in thousands): Three months ended Three Months Ended Point in Time Over Time Point in Time Over Time Contract Revenue from Healios License fee revenue $ — $ — $ — $ — Product supply revenue 966 — 227 — Service revenue — 475 — 121 Other contract revenue — — — — Total disaggregated revenues $ 966 $ 475 $ 227 $ 121 |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | Stock-based Compensation We have an equity incentive plan that authorized an aggregate of 20,035,000 shares of common stock for awards to employees, directors and consultants. The equity incentive plan authorizes the issuance of equity-based compensation in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and units, and other stock-based awards. In the three-month period ended March 31, 2019 , we granted 50,016 stock options to our employees. As of March 31, 2019 , a total of 5,325,184 shares (including 250,579 shares related to an expired plan) of common stock have been issued under our plan (including our expired plan). As of March 31, 2019 , a total of 3,459,825 shares were available for issuance under our equity incentive plan, and stock-based awards to purchase 10,986,889 shares (including 930,447 shares related to an expired plan) of common stock were outstanding. For the three-month periods ended March 31, 2019 and 2018 , stock-based compensation expense was approximately $1.1 million and $0.8 million , respectively. At March 31, 2019 , total unrecognized estimated compensation cost related to unvested stock-based awards was approximately $ 7.4 million which is expected to be recognized by the end of 2022 using the straight-line method. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Equity Issuance—Healios In March 2018, Healios purchased 12,000,000 shares of our common stock for $21.1 million , or approximately $1.76 per share, and the Healios Warrant to purchase up to an additional 20,000,000 shares. In connection with this investment, we entered into an Investor Rights Agreement that governs certain rights of Healios and us relating to Healios’ ownership of our common stock. As a result of Healios’ investment, Healios became a related party, and the transactions with Healios are separately identified within these financial statements as related party transactions. At the time of the investment in March 2018, the 20,000,000 Warrant Shares would not become effective until the planned expansion was completed, which at that time included an option to commercialize in China. At the time of the June 2018 expansion, however, the parties agreed to provide Healios with the right of first negotiation for China as opposed to the option, and therefore, the parties bifurcated the Healios Warrant so that 4,000,000 Warrant Shares became exercisable with the June 2018 expansion and the remaining 16,000,000 Warrant Shares would only become exercisable if Healios agrees to execute an option for a license in China. The 4,000,000 Warrant Shares are exercisable at the greater of $1.76 and a defined reference price, which is generally 110% of the average closing price per share of our common stock for the ten previous trading days. The contingent 16,000,000 Warrant Shares began to expire according to their terms beginning in the fourth quarter of 2018, prior to their becoming exercisable. As of March 31, 2019 , 3,000,000 of the 16,000,000 Warrant Shares expired prior to being exercisable. Other Healios Warrant terms include a general expiration date in September 2020 , as defined, fixed and floating exercise price mechanisms, and an exercise cap triggered at Healios’ ownership of 19.9% of our common stock. The Healios Warrant may be terminated by us under certain conditions. The value of the Healios Warrant was considered as an element of compensation in the transaction price of the Healios collaboration expansion. We evaluated the various terms of the Healios Warrant and concluded that it is accounted for as an equity instrument at inception and $5.3 million was computed as the best estimate of the fair value of the Healios Warrant at the time of issuance in March 2018. The fair value was computed using a Monte Carlo simulation model that included probability-weighted estimates of potential milestone points in time that could impact the value of the Healios Warrant during its term. The fair value was recorded as additional paid-in capital in the first quarter of 2018, with the offset being included in other asset related to Healios and the asset would be included as an element of compensation in the transaction price upon the consummation of the expansion that was planned at the time of the March 2018 investment. Upon the modification of the Healios Warrant in June 2018 in connection with the expansion of the collaboration that included the bifurcation of the Warrant Shares due to the change related to China rights, we reassessed the fair value of the Healios Warrant immediately before and after the modification using the same valuation methodology, which resulted in no incremental fair value to be recorded. The value of the 4,000,000 tranche of Warrant Shares that became exercisable upon the June 2018 expansion of $1.1 million was recorded as a reduction to the revenue recognized for the delivered licenses in June 2018. However, since the June 2018 expansion agreements made the 16,000,000 Warrant Shares contingent on entering into an option for a license in China, we considered the ability to apply the $4.2 million value of such Warrant Shares as an element of compensation to be constrained. Therefore, the remaining $4.2 million asset was reversed against additional paid-in-capital. Equity Purchase Agreement We have had equity purchase agreements in place since 2011 with Aspire Capital Fund LLC (“Aspire Capital”) that provide us the ability to sell shares to Aspire Capital from time to time, as appropriate. The current agreement with Aspire Capital was entered into in February 2018 and includes Aspire Capital’s commitment to purchase up to an aggregate of $100.0 million of shares of our common stock over a three -year period. The terms of the 2018 equity facility are similar to the previous arrangements, and we issued 450,000 shares of our common stock to Aspire Capital as a commitment fee in February 2018 and filed a registration statement for the resale of 24,700,000 shares of common stock in connection with the new equity facility. Also in connection with this equity facility, in February 2018, Aspire Capital invested $1.0 million in us at $2.00 per share of common stock. We sold 3,825,000 shares to Aspire Capital at an average price of $1.47 in the first quarter of 2019 , generating proceeds of $5.6 million . We sold 3,300,000 shares to Aspire Capital generating aggregate proceeds of $5.5 million in the first quarter of 2018 . License Agreement and Settlement In 2017, we entered into an agreement to settle longstanding intellectual property disagreements with a third party and paid $0.5 million and issued 1,000,000 shares of our common stock with a fair value of $2.3 million in 2017. In 2018, we paid an additional $1.0 million and issued 500,000 shares of our common stock related to a patent issuance. There are no royalty, milestone or other payments due to the third party associated with the development and commercialization of our cell therapy products, and our payment obligations are concluded. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We have United States (“U.S.”) federal net operating loss and research and development tax credit carryforwards, as well as state and city net operating loss carryforwards, which may be used to reduce future taxable income and tax liabilities. We also have foreign net operating loss and tax credit carryforwards, and the foreign net operating loss carryforwards do not expire. All of our deferred tax assets have been fully offset by a valuation allowance due to our cumulative losses. The carrying value of our deferred tax assets and liabilities is determined by the enacted U.S. corporate income tax rate. Consequently, any changes in the U.S. corporate income tax rate impacts the carrying value of our deferred tax assets and liabilities. Also, there are significant limitations on our ability to utilize our net operating loss and tax credit carryforwards under Section 382 of the Internal Revenue Code of 1986, as amended. |
Recently Issued Accounting St_2
Recently Issued Accounting Standards (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Standards | In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”) . ASU 2018-15 requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same premises of authoritative guidance for internal-use software and deferred over the noncancellable term of the cloud computing arrangements plus any option renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. The guidance is effective for the annual and interim periods beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the potential impact of adoption of this standard on our consolidated financial statements, and we do not intend to early adopt. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurements (“Topic 820”): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement , which adds, modifies and removes several disclosure requirements relative to the three levels of inputs used to measure fair value in accordance with Topic 820, Fair Value Measurement . This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that fiscal year. Early adoption is permitted. We are currently assessing the effect that this ASU will have on our disclosures. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (“Topic 808”): Clarifying the Interaction between Topic 808 and Topic 606 . The amendments in this update (i) clarify that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 when the collaborative arrangement participant is a customer in the context of a unit of account and in those situations, all the guidance in Topic 606 should be applied, including recognition, measurement, presentation and disclosure requirements; (ii) add unit-of-account guidance in Topic 808 to align with the guidance in Topic 606 (that is, a distinct good or service) when an entity is assessing whether the collaborative arrangement or a part of the arrangement is within the scope of Topic 606; and (iii) require that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under Topic 606 is precluded if the collaborative arrangement participant is not a customer. The provisions of ASU 2018-18 are effective for years beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the impact of this clarifying guidance. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), and subsequently issued additional guidance that modified ASU 2016-13. ASU 2016-13 and the subsequent modifications are identified as Accounting Standards Codification (“ASC”) 326. The standard requires an entity to change its accounting approach in determining impairment of certain financial instruments, including trade receivables, from an “incurred loss” to a “current expected credit loss” model. The standard will be effective for fiscal years beginning after December 15, 2019, including interim periods within such fiscal years. Early adoption is permitted. We are currently assessing the effect that ASC 326 will have on our financial position, results of operations, and disclosures. |
Leases Adoption | In February 2016, the FASB issued ASU 2016-02, Leases (“Topic 842”), which requires lessees to record most leases with a term greater than 12 months on their balance sheets, but recognize expenses on their statement of operations in a manner similar to current accounting practice. Under the guidance, lessees initially recognize a lease liability for the obligation to make lease payments and a right-of-use (“ROU”) asset for the right to use the underlying asset for the lease term. The lease liability is measured at the present value of the lease payments over the lease term. The ROU asset is measured at the lease liability amount, adjusted for lease prepayments, lease incentives received and the lessee’s initial direct costs. We adopted Topic 842 effective January 1, 2019, using the modified retrospective transition option. The adoption of the standard resulted in the recording of ROU assets, primarily consisting of operating leases of facilities and minor equipment, and lease liabilities of $1.0 million as of the commencement date. The adoption did not have a material impact on our unaudited condensed consolidated statements of operations and comprehensive loss or cash flows related to existing leases for the three months ended March 31, 2019 . As such, there was no cumulative-effect adjustment. We elected certain practical expedients as part of the adoption, which allow us to not reassess our prior conclusions about lease identification, lease classification and initial direct costs. We also elected the short-term lease recognition exemption for all leases that qualify and will not recognize ROU assets or lease liabilities for those leases. Lastly, we elected to separate lease and non-lease components for contract manufacturing assets based on an assessment of the contract terms. Most leases do not contain an implicit discount rate, therefore we estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement. Our facilities leases contain one or more options to renew after the noncancellable term. The exercise of lease renewal options is not reasonably certain upon lease commencement, and is at management's sole discretion. Our ROU assets are included within deposits and other in our unaudited condensed consolidated balance sheet at March 31, 2019 . Associated lease liabilities are included in accrued expenses and other, and other long-term liabilities in our unaudited condensed consolidated balance sheet at March 31, 2019 . Lease expense for lease payments is recognized on a straight-line basis over the lease term within loss from operations on the unaudited condensed consolidated statements of operations and comprehensive loss. Payments for certain lease agreements are adjusted annually for changes in an index or rate. We had no finance leases, residual value guarantees, restrictive covenants, subleases or sale leasebacks at March 31, 2019 . As of March 31, 2019 , ROU assets and lease liabilities were $0.9 million and $0.8 million, respectively. The weighted-average remaining term for lease contracts was 2.0 years at March 31, 2019 , with maturities ranging from 15 months to 59 months. The weighted-average discount rate was 5.3% at March 31, 2019 . We paid $0.1 million for operating leases included in the measurement of lease liabilities during the three months ended March 31, 2019 . Aside from facilities and minor equipment, we have various supply agreements with third party manufacturers, which involve the lease of manufacturing facilities and equipment, as defined in Topic 842. We have elected to separate lease and non-lease components for these arrangements. These manufacturing agreements have variable lease payments, which typically become binding once certain manufacturing milestones are achieved, and as such, are not included in ROU assets and liabilities until such payments are no longer variable. |
Leases Adoption (Tables)
Leases Adoption (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Components of Lease Costs | The table below presents certain information related to the lease costs (in thousands) for operating leases as of March 31, 2019 : Three months ended Operating lease cost $ 120 Short-term lease cost 11 Variable lease cost (1) 106 Total lease cost $ 237 (1) Includes lease components from our third-party manufacturing agreements. |
Future Minimum Lease Payments for Operating Leases | The following table summarizes future minimum lease payments (in thousands) for noncancellable operating leases as of March 31, 2019 : 2019 (1) $ 374 2020 405 2021 90 2022 12 2023 12 Thereafter 2 Total minimum lease payments 895 Less: amount of lease payments representing interest 48 Present value of operating lease liabilities $ 847 (1) Excluding the three months ended March 31, 2019 . |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Instruments Excluded from Calculation of Diluted Net Loss Per Share | The following instruments (in thousands) were excluded from the calculation of diluted net loss per share because their effects would be antidilutive: Three months ended 2019 2018 Stock-based awards 12,431 10,295 Healios Warrant – see Note 7 17,000 20,000 Total 29,431 30,295 |
Collaborative Arrangements an_2
Collaborative Arrangements and Revenue Recognition Table (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Disaggregation of Revenue | The following table presents our contract revenues disaggregated by timing of revenue recognition and excludes royalty revenue (in thousands): Three months ended Three Months Ended Point in Time Over Time Point in Time Over Time Contract Revenue from Healios License fee revenue $ — $ — $ — $ — Product supply revenue 966 — 227 — Service revenue — 475 — 121 Other contract revenue — — — — Total disaggregated revenues $ 966 $ 475 $ 227 $ 121 |
Background and Basis of Prese_2
Background and Basis of Presentation - Additional Information (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019USD ($)Segment | Dec. 31, 2018USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of business segments | Segment | 1 | |
Accumulated deficit | $ 385,998 | $ 373,042 |
Cash and cash equivalents | $ 51,018 | $ 51,059 |
Leases Adoption - Additional In
Leases Adoption - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Jan. 01, 2019 | |
Lessee, Lease, Description [Line Items] | ||
Right-of-use assets | $ 900 | |
Lease liabilities | $ 847 | |
Weighted average remaining lease term | 2 years | |
Weighted average discount rate (percent) | 5.30% | |
Payment for operating leases | $ 100 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Lease term | 15 months | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Lease term | 59 months | |
ASU 2016-02 | ||
Lessee, Lease, Description [Line Items] | ||
Right-of-use assets | $ 1,000 | |
Lease liabilities | $ 1,000 |
Leases Adoption - Components of
Leases Adoption - Components of Lease Costs (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 120 |
Short-term lease cost | 11 |
Variable lease cost | 106 |
Total lease cost | $ 237 |
Leases Adoption - Future Minimu
Leases Adoption - Future Minimum Lease Payments for Operating Leases (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Leases [Abstract] | |
2019 | $ 374 |
2020 | 405 |
2021 | 90 |
2022 | 12 |
2023 | 12 |
Thereafter | 2 |
Total minimum lease payments | 895 |
Less: amount of lease payments representing interest | 48 |
Present value of operating lease liabilities | $ 847 |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Detail) - shares | 1 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Warrant exercisable (in shares) | 4,000,000 | 4,000,000 | |
Healios | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Warrants issued to purchase additional shares of common stock (in shares) | 20,000,000 | ||
Expired warrants (in shares) | 3,000,000 | ||
Remaining potentially exercisable warrants (in shares) | 17,000,000 |
Net Loss per Share - Instrument
Net Loss per Share - Instruments Excluded from Calculation of Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 29,431 | 30,295 |
Stock-based awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 12,431 | 10,295 |
Healios | Healios Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 17,000 | 20,000 |
Collaborative Arrangements an_3
Collaborative Arrangements and Revenue Recognition - Additional Information (Detail) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2017Milestone | Mar. 31, 2019USD ($) | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Transaction price expected to be recognized | $ 2.7 | |||
Healios License Agreement | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Potential near-term payment received | $ 2 | |||
Forecast | Healios License Agreement | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Additional payment from Healios | $ 3 | |||
Regulatory and sales milestones | Healios License Agreement | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Number of future milestones achieved | Milestone | 2 |
Collaborative Arrangements an_4
Collaborative Arrangements and Revenue Recognition - Summary of Revenues Disaggregated by Recognition at Point in Time and Over Time (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 966 | $ 227 |
Point in Time | Other contract revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | 0 |
Over Time | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 475 | 121 |
Over Time | Other contract revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | 0 |
Healios License Agreement | Point in Time | License fee revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | 0 |
Healios License Agreement | Point in Time | Product supply revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 966 | 227 |
Healios License Agreement | Point in Time | Service revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | 0 |
Healios License Agreement | Over Time | License fee revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | 0 |
Healios License Agreement | Over Time | Product supply revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | 0 |
Healios License Agreement | Over Time | Service revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 475 | $ 121 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock authorized for equity incentive plan | 20,035,000 | |
Stock options granted | 50,016 | |
Common stock shares issued | 5,325,184 | |
Shares available for issuance | 3,459,825 | |
Shares of common stock outstanding | 10,986,889 | |
Stock-based compensation expense | $ 1,090 | $ 813 |
Estimated compensation cost of unvested restricted stock | $ 7,400 | |
Expired Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock shares issued | 250,579 | |
Shares of common stock outstanding | 930,447 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Class of Stock [Line Items] | |||||||
Number of first warrant shares (in shares) | 4,000,000 | 4,000,000 | |||||
Warrants exercised, percentage of average closing price per share for ten business days | 110.00% | ||||||
Discount on revenue from issuance of warrant | $ 1.1 | ||||||
Payment to acquire intellectual property rights | $ 0.5 | ||||||
Additional shares issuable upon issuance of intellectual property rights (in shares) | 500,000 | ||||||
Aspire Capital | |||||||
Class of Stock [Line Items] | |||||||
Equity purchase agreement, value | $ 100 | ||||||
Equity purchase agreement, term | 3 years | ||||||
Common stock issued as commitment fees (in shares) | 450,000 | ||||||
Common stock registered for resale (in shares) | 24,700,000 | ||||||
Net proceeds from sales of common stock | $ 1 | $ 5.6 | $ 5.5 | ||||
Sale of additional shares at an average price (in dollars per share) | $ 2 | ||||||
Aspire Capital | Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock, new issues (in shares) | 3,825,000 | 3,300,000 | |||||
Sale of additional shares at an average price (in dollars per share) | $ 1.47 | ||||||
Healios | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock, new issues (in shares) | 12,000,000 | ||||||
Shares of common stock issued, value | $ 21.1 | ||||||
Common stock issued, price per share (in dollars per share) | $ 1.76 | $ 1.76 | |||||
Warrants issued to purchase additional shares of common stock (in shares) | 20,000,000 | ||||||
Contingent warrant shares (in shares) | 16,000,000 | ||||||
Expired warrants (in shares) | 3,000,000 | ||||||
Maximum ownership percentage that Heallios is allowed to own | 19.90% | ||||||
Fair value of the warrant | $ 4.2 | $ 5.3 | $ 5.3 | ||||
Accrued License Fees | Cash Obligation | |||||||
Class of Stock [Line Items] | |||||||
Payment to acquire intellectual property rights | $ 1 | ||||||
Intellectual Property | |||||||
Class of Stock [Line Items] | |||||||
Stock issued during period, shares, issued for intellectual property rights (in shares) | 1,000,000 | ||||||
Stock issued during period, amount, issued for intellectual property rights | $ 2.3 |