Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 01, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
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 Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 156,666,720 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 40,446 | $ 51,059 |
Prepaid expenses and other | 614 | 1,791 |
Total current assets | 42,470 | 57,840 |
Equipment, net | 2,928 | 3,002 |
Deposits and other | 2,033 | 888 |
Total assets | 47,431 | 61,730 |
Current liabilities: | ||
Accrued compensation and related benefits | 1,003 | 1,901 |
Accrued clinical trial related costs | 1,478 | 1,276 |
Accrued expenses and other | 712 | 461 |
Total current liabilities | 14,853 | 15,475 |
Other long-term liabilities | 201 | 0 |
Stockholders’ equity: | ||
Preferred stock, at stated value; 10,000,000 shares authorized, and no shares issued and outstanding at September 30, 2019 and December 31, 2018 | 0 | 0 |
Common stock, $0.001 par value; 300,000,000 shares authorized, and 155,266,720 and 144,292,739 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively | 155 | 144 |
Additional paid-in capital | 434,548 | 416,014 |
Accumulated deficit | (407,701) | (373,042) |
Total stockholders’ equity | 27,002 | 43,116 |
Total liabilities and stockholders’ equity | 47,431 | 61,730 |
Consolidated entity excluding, related party | ||
Current assets: | ||
Accounts receivable | 15 | 262 |
Current liabilities: | ||
Accounts payable | 10,517 | 9,163 |
Healios | ||
Current assets: | ||
Accounts receivable | 1,105 | 1,108 |
Unbilled accounts receivable from Healios | 290 | 3,620 |
Current liabilities: | ||
Accounts payable | 792 | 0 |
Deposit from Healios | 0 | 2,000 |
Deferred revenue | 351 | 674 |
Advance from Healios | $ 5,375 | $ 3,139 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 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) | 155,266,720 | 144,292,739 |
Common stock, shares outstanding (in shares) | 155,266,720 | 144,292,739 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues | ||||
Revenues | $ (361) | $ 2,321 | $ 5,346 | $ 22,778 |
Costs and expenses | ||||
Research and development | 8,856 | 9,545 | 31,411 | 28,490 |
General and administrative | 2,958 | 2,556 | 8,930 | 7,596 |
Depreciation | 167 | 196 | 508 | 573 |
Total costs and expenses | 11,981 | 12,297 | 40,849 | 36,659 |
Gain from insurance proceeds | 0 | 0 | 0 | 383 |
Loss from operations | (12,342) | (9,976) | (35,503) | (13,498) |
Other income, net | 327 | 236 | 844 | 536 |
Net loss and comprehensive loss | $ (12,015) | $ (9,740) | $ (34,659) | $ (12,962) |
Net loss per share, basic and diluted (in dollars per share) | $ (0.08) | $ (0.07) | $ (0.23) | $ (0.10) |
Weighted average shares outstanding, basic and diluted (in shares) | 153,096 | 138,930 | 149,767 | 134,728 |
Royalty and other contract revenue | ||||
Revenues | ||||
Revenues | $ 0 | $ 312 | $ 0 | $ 1,304 |
Grant revenue | ||||
Revenues | ||||
Revenues | 7 | 103 | 80 | 465 |
Healios | Contract revenue | ||||
Revenues | ||||
Revenues | $ (368) | $ 1,906 | $ 5,266 | $ 21,009 |
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) | ||||||
Stock-based compensation | 813 | 813 | |||||||||
Issuance of warrant to Healios at fair value | 5,300 | 5,300 | |||||||||
Issuance of common stock (in shares) | 3,750,000 | 12,000,000 | |||||||||
Issuance of common stock, net | $ 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) | |||||||||
Cumulative effect of accounting change | 1,871 | 1,871 | |||||||||
Net comprehensive income (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, 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) | ||||||
Net comprehensive income (loss) | (12,962) | ||||||||||
Preferred stock shares, ending balance (in shares) at Sep. 30, 2018 | 0 | ||||||||||
Common stock, ending balance (in shares) at Sep. 30, 2018 | 140,237,278 | ||||||||||
Ending balance at Sep. 30, 2018 | 50,337 | $ 0 | $ 140 | 411,918 | (361,721) | ||||||
Preferred stock shares, beginning balance (in shares) at Mar. 31, 2018 | 0 | ||||||||||
Common stock, beginning balance (in shares) at Mar. 31, 2018 | 137,958,545 | ||||||||||
Beginning balance at Mar. 31, 2018 | 47,532 | $ 0 | $ 138 | 406,308 | (358,914) | ||||||
Stock-based compensation | 824 | 824 | |||||||||
Issuance of common stock (in shares) | 500,000 | ||||||||||
Issuance of common stock, net | 1,215 | $ 1 | 1,214 | $ (149) | $ (149) | ||||||
Issuance of common stock under equity compensation plan (in shares) | 125,128 | ||||||||||
Issuance of common stock under equity compensation plan | (106) | (106) | |||||||||
Net comprehensive income (loss) | 6,933 | 6,933 | |||||||||
Preferred stock shares, ending balance (in shares) at Jun. 30, 2018 | 0 | ||||||||||
Common stock, ending balance (in shares) at Jun. 30, 2018 | 138,583,673 | ||||||||||
Ending balance at Jun. 30, 2018 | 56,249 | $ 0 | $ 139 | 408,091 | (351,981) | ||||||
Stock-based compensation | 1,096 | 1,096 | |||||||||
Issuance of common stock (in shares) | 1,500,000 | ||||||||||
Issuance of common stock, net | 2,842 | $ 1 | 2,841 | ||||||||
Issuance of common stock under equity compensation plan (in shares) | 153,605 | ||||||||||
Issuance of common stock under equity compensation plan | (110) | (110) | |||||||||
Net comprehensive income (loss) | (9,740) | (9,740) | |||||||||
Preferred stock shares, ending balance (in shares) at Sep. 30, 2018 | 0 | ||||||||||
Common stock, ending balance (in shares) at Sep. 30, 2018 | 140,237,278 | ||||||||||
Ending balance at Sep. 30, 2018 | $ 50,337 | $ 0 | $ 140 | 411,918 | (361,721) | ||||||
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 (in shares) | 3,825,000 | ||||||||||
Issuance of common stock, net | 5,607 | $ 4 | 5,603 | ||||||||
Issuance of common stock under equity compensation plan (in shares) | 158,494 | ||||||||||
Issuance of common stock under equity compensation plan | (69) | (69) | |||||||||
Net comprehensive income (loss) | (12,956) | (12,956) | |||||||||
Preferred stock shares, ending balance (in shares) at Mar. 31, 2019 | 0 | ||||||||||
Common stock, ending balance (in shares) at Mar. 31, 2019 | 148,276,233 | ||||||||||
Ending balance at Mar. 31, 2019 | $ 36,788 | $ 0 | $ 148 | 422,638 | (385,998) | ||||||
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) | ||||||
Net comprehensive income (loss) | $ (34,659) | ||||||||||
Preferred stock shares, ending balance (in shares) at Sep. 30, 2019 | 0 | 0 | |||||||||
Common stock, ending balance (in shares) at Sep. 30, 2019 | 155,266,720 | 155,266,720 | |||||||||
Ending balance at Sep. 30, 2019 | $ 27,002 | $ 0 | $ 155 | 434,548 | (407,701) | ||||||
Preferred stock shares, beginning balance (in shares) at Mar. 31, 2019 | 0 | ||||||||||
Common stock, beginning balance (in shares) at Mar. 31, 2019 | 148,276,233 | ||||||||||
Beginning balance at Mar. 31, 2019 | 36,788 | $ 0 | $ 148 | 422,638 | (385,998) | ||||||
Stock-based compensation | 1,152 | 1,152 | |||||||||
Issuance of common stock (in shares) | 3,350,000 | ||||||||||
Issuance of common stock, net | 5,106 | $ 4 | 5,102 | ||||||||
Issuance of common stock under equity compensation plan (in shares) | 151,518 | ||||||||||
Issuance of common stock under equity compensation plan | (107) | (107) | |||||||||
Net comprehensive income (loss) | (9,688) | (9,688) | |||||||||
Preferred stock shares, ending balance (in shares) at Jun. 30, 2019 | 0 | ||||||||||
Common stock, ending balance (in shares) at Jun. 30, 2019 | 151,777,751 | ||||||||||
Ending balance at Jun. 30, 2019 | 33,251 | $ 0 | $ 152 | 428,785 | (395,686) | ||||||
Stock-based compensation | 1,309 | 1,309 | |||||||||
Issuance of common stock (in shares) | 3,300,000 | ||||||||||
Issuance of common stock, net | $ 4,575 | $ 3 | $ 4,572 | ||||||||
Issuance of common stock under equity compensation plan (in shares) | 188,969 | ||||||||||
Issuance of common stock under equity compensation plan | (118) | (118) | |||||||||
Net comprehensive income (loss) | $ (12,015) | (12,015) | |||||||||
Preferred stock shares, ending balance (in shares) at Sep. 30, 2019 | 0 | 0 | |||||||||
Common stock, ending balance (in shares) at Sep. 30, 2019 | 155,266,720 | 155,266,720 | |||||||||
Ending balance at Sep. 30, 2019 | $ 27,002 | $ 0 | $ 155 | $ 434,548 | $ (407,701) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating activities | ||
Net loss | $ (34,659) | $ (12,962) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 508 | 573 |
Stock-based patent license and settlement expense | 0 | 315 |
Stock-based compensation | 3,551 | 2,733 |
Discount on revenue from issuance of warrant | 0 | 1,080 |
Deferred revenue from prior period | 0 | (250) |
Changes in operating assets and liabilities: | ||
Prepaid expenses, deposits and other | 991 | (1,743) |
Net cash used in operating activities | (25,173) | (8,784) |
Investing activities | ||
Purchases of equipment | (434) | (1,369) |
Net cash used in investing activities | (434) | (1,369) |
Financing activities | ||
Shares retained for withholding tax payments on stock-based awards | (320) | (301) |
Net cash provided by financing activities | 14,994 | 28,804 |
(Decrease) increase in cash and cash equivalents | (10,613) | 18,651 |
Cash and cash equivalents at beginning of the period | 51,059 | 29,316 |
Cash and cash equivalents at end of the period | 40,446 | 47,967 |
Consolidated entity excluding, related party | ||
Changes in operating assets and liabilities: | ||
Accounts receivable | 247 | 13 |
Accounts payable and accrued expenses | 151 | 5,335 |
Financing activities | ||
Proceeds from issuance of common stock, net | 15,314 | 8,258 |
Healios | ||
Changes in operating assets and liabilities: | ||
Accounts receivable | 3,333 | (7,069) |
Accounts payable to Healios | 792 | 0 |
Deferred revenue - Healios | (323) | 996 |
Advances and deposits from Healios | 236 | 2,195 |
Financing activities | ||
Proceeds from issuance of common stock, net | $ 0 | $ 20,847 |
Background and Basis of Present
Background and Basis of Presentation | 9 Months Ended |
Sep. 30, 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 $407.7 million at September 30, 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 and potential product launch. At September 30, 2019 , we had available cash and cash equivalents of $40.4 million . On November 5, 2019, we entered into a new three -year equity facility with $100.0 million of availability, pursuant to which we will have the ability to sell under in the near term once the related resale registration statement that we will file with the Securities and Exchange Commission (“SEC”) is declared effective. We believe that our cash on hand, expected cash receipts primarily attributed to our collaboration with HEALIOS K.K. (“Healios”) and proceeds from our equity facilities 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 facilities, 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 | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 is currently effective for fiscal years beginning after December 15, 2019, including interim periods within such fiscal years although the FASB has tentatively decided to defer the effective date for smaller reporting companies for three 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. In August 2018, the FASB issued 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 do not expect the adoption of this standard to have a material impact 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, but do not expect it to materially impact our financial statements. |
Leases Adoption
Leases Adoption | 9 Months Ended |
Sep. 30, 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. As a result, 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 only for contract manufacturing assets based on an assessment of the contract terms. We did not separate lease and non-lease components for all other existing asset classes. 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 September 30, 2019 . Associated lease liabilities are included in accrued expenses and other, and other long-term liabilities in our unaudited condensed consolidated balance sheet at September 30, 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 September 30, 2019 . As of September 30, 2019 , ROU assets and lease liabilities were each $0.6 million. The weighted-average remaining term for lease contracts was 1.6 years at September 30, 2019 , with maturities ranging from nine months to 53 months. The weighted-average discount rate was 5.3% at September 30, 2019 . We paid $0.1 million and $0.4 million for operating leases included in the measurement of lease liabilities during the three- and nine -month periods ended September 30, 2019 , respectively. 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 September 30, 2019 : Three months ended September 30, 2019 Nine months ended Operating lease cost $ 123 $ 365 Short-term lease cost 15 37 Variable lease cost (1) 151 309 Total lease cost $ 289 $ 711 (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 September 30, 2019 : 2019 (1) $ 121 2020 403 2021 102 2022 15 2023 12 Thereafter 2 Total minimum lease payments 655 Less: amount of lease payments representing interest 29 Present value of operating lease liabilities $ 626 (1) Excluding the nine months ended September 30, 2019 . |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Sep. 30, 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 anti-dilutive. 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 16,000,000 Warrant Shares expired as of June 30, 2019 prior to being exercisable. The exercise price of Healios' remaining 4,000,000 Warrant Shares is contractually stated to exceed the market price and is therefore anti-dilutive as of September 30, 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 Nine months ended 2019 2018 2019 2018 Stock-based awards 16,536 12,600 16,536 12,600 Healios Warrant – see Note 7 4,000 20,000 4,000 20,000 Total 20,536 32,600 20,536 32,600 |
Collaborative Arrangements and
Collaborative Arrangements and Revenue Recognition | 9 Months Ended |
Sep. 30, 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 in Japan being ischemic stroke and acute respiratory distress syndrome (“ARDS”). 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 certain 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, pursuant to which Healios provides financial support to establish a contract manufacturer in Japan to manufacture 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 and manufacturing-related services. Refer to Note 7 regarding the equity investment in us made by Healios in 2018 in connection with the June 2018 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 are separate 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. The pricing for certain product supply provided to Healios is driven off of the underlying cost per dose over the entire life of the agreement and is subject to variability as those costs change. During our evaluation of variable consideration in the third quarter of 2019, we determined that the estimated transaction price decreased due to a reduction in the underlying cost per dose of the product supply occurring during the quarter. We estimate the cost per dose for the life of the contract taking into consideration historical experience of our contract manufacturers and anticipated changes to production yields and other factors. During the third quarter of 2019, the price per dose from our contract manufacturers decreased for the first time under this arrangement. As such, we reduced the expected transaction price to the current estimated value and applied the reduction to the undelivered elements of the overall arrangement at the time this product supply performance obligation originated. Furthermore, unrelated to the cost per dose changes, the number of doses of clinical product requested by Healios was amended, and our revenues were further reduced during the period. These reductions collectively exceeded the amount of revenue generated during the quarter, resulting in negative contract revenue from Healios in the third quarter of 2019. 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, as defined. The remaining transaction price for the performance obligations that were not yet delivered amounted to $0.8 million at September 30, 2019 , which is expected to be recognized within one year as the goods and services are delivered. At September 30, 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. Deposit from Healios 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 nonrefundable payment from Healios, which was recorded as a deposit from Healios on the unaudited condensed consolidated balance sheet until June 2019, when the ROFN Period expired. In June 2019, this extension payment was included in the transaction price of the overall Healios arrangement and was allocated to the performance obligations as of the related June 2018 expansion. As a result, $1.9 million of the extension payment was recognized as revenue in June 2019 and the remaining $0.1 million is being recognized as the remaining performance obligations are delivered. 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 in Advance from Healios on the unaudited condensed consolidated balance sheet until the earlier of the milestones being achieved or such amounts being repaid to Healios at our election, at which time, the culmination of the earnings process or the repayment will be complete. 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. As noted above, during the third quarter of 2019, we had certain variable consideration that decreased under the arrangement, which resulted in negative contract revenue from Healios in the third quarter of 2019. While the reduction in variable consideration during the 2019 third quarter related to product supply, the reduction was applied to the undelivered elements of the overall arrangement at the time the product supply performance obligation originated, and therefore impacted service revenue for the quarter, as well. The following table presents our contract revenues disaggregated by timing of revenue recognition and excludes royalty revenue (in thousands): Three months ended September 30, 2019 Three months ended Point in Time Over Time Point in Time Over Time Contract Revenue from Healios Product supply revenue $ (62 ) $ — $ 209 $ — Service revenue — (306 ) — 1,697 Other contract revenue — — 1 — Total disaggregated revenues $ (62 ) $ (306 ) $ 210 $ 1,697 Nine months ended Nine months ended Point in Time Over Time Point in Time Over Time Contract Revenue from Healios License fee revenue $ 1,624 $ — $ 17,682 $ — Product supply revenue 1,809 — 651 — Service revenue — 1,833 — 2,676 Other contract revenue — — 251 — Total disaggregated revenues $ 3,433 $ 1,833 $ 18,584 $ 2,676 |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | Stock-based Compensation Our 2019 Equity and Incentive Compensation Plan (the “EICP”) authorizes an aggregate of approximately 18,500,000 shares of common stock for awards to employees, directors and consultants. The EICP was approved in June 2019 and replaced our prior long-term incentive plan. In the three-month period ended September 30, 2019 , we granted 93,192 stock options to our employees. The EICP authorizes the issuance of stock-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. As of September 30, 2019 , a total of 13,826,627 shares were available for issuance under our EICP, and stock-based awards to purchase 16,535,960 shares of common stock were outstanding under our current and former equity incentive plans. For the three-month periods ended September 30, 2019 and 2018 , stock-based compensation expense was approximately $1.3 million and $1.1 million , respectively. At September 30, 2019 , total unrecognized estimated compensation cost related to unvested stock-based awards was approximately $ 10.3 million , which is expected to be recognized by the end of 2023 using the straight-line method. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Equity Issuance—Healios In March 2018, in connection with a planned collaboration expansion, 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 exercisable until the planned collaboration 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 had not reached agreement on the option so Athersys agreed to provide Healios with a right of first negotiation with respect 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 agreed to execute an option for a license in China. As of June 30, 2019, 16,000,000 Warrant Shares were no longer exercisable and expired under the terms of the Healios Warrant, since an option for a license in China was not executed. 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 4,000,000 Warrant Shares may be terminated by us under certain conditions and are subject to a general expiration date in September 2020 , as defined, and an exercise cap triggered at Healios’ ownership of 19.9% of our common stock. 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 was 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 assets, which 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 Healios Warrant 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. Currently, we have an agreement with Aspire Capital that 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 defined timeframe. The terms of the 2018 equity facility are similar to the previous equity facilities with Aspire Capital, 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 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. On November 5, 2019, we entered into a new equity facility to replace the current facility once we begin to sell under the new facility, which new equity facility will provide us with access to up to $100.0 million to support operational and other initiatives over the next several years. The terms of the 2019 equity facility are similar to the previous equity facilities with Aspire Capital, and we issued 350,000 shares of our common stock to Aspire Capital as a commitment fee in November 2019 and intend to register the resale of our common stock under the Securities Act of 1933 in connection with this facility. We sold 3,300,000 shares to Aspire Capital at an average price of $1.39 in the third quarter of 2019 , generating proceeds of $4.6 million , and sold 10,475,000 shares to Aspire Capital at an average price of $1.46 per share during the nine months ended September 30, 2019 , generating proceeds of $15.3 million . We sold 1,500,000 shares to Aspire Capital at an average price of $1.90 in the third quarter of 2018 , generating proceeds of $2.9 million , and sold 4,800,000 shares to Aspire Capital at an average price of $1.74 per share during the nine months ended September 30, 2018 , generating proceeds of $8.4 million . Open Market Sale Agreement In May 2019, we entered into an open market sale agreement with Jefferies LLC (“Jefferies”), as sales agent, pursuant to which we may offer and sell, from time to time, through Jefferies, shares of our common stock having an aggregate offering price of up to $50.0 million . The shares would be offered and sold pursuant to our effective “shelf” registration on Form S-3 that is on file with the SEC. As of September 30, 2019 , we did not sell any shares of our common stock under this agreement. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 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) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Standards | In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 is currently effective for fiscal years beginning after December 15, 2019, including interim periods within such fiscal years although the FASB has tentatively decided to defer the effective date for smaller reporting companies for three 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. In August 2018, the FASB issued 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 do not expect the adoption of this standard to have a material impact 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, but do not expect it to materially impact our financial statements. |
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. As a result, 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 only for contract manufacturing assets based on an assessment of the contract terms. We did not separate lease and non-lease components for all other existing asset classes. 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 September 30, 2019 . Associated lease liabilities are included in accrued expenses and other, and other long-term liabilities in our unaudited condensed consolidated balance sheet at September 30, 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 September 30, 2019 . As of September 30, 2019 , ROU assets and lease liabilities were each $0.6 million. The weighted-average remaining term for lease contracts was 1.6 years at September 30, 2019 , with maturities ranging from nine months to 53 months. The weighted-average discount rate was 5.3% at September 30, 2019 . We paid $0.1 million and $0.4 million for operating leases included in the measurement of lease liabilities during the three- and nine -month periods ended September 30, 2019 , respectively. 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) | 9 Months Ended |
Sep. 30, 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 September 30, 2019 : Three months ended September 30, 2019 Nine months ended Operating lease cost $ 123 $ 365 Short-term lease cost 15 37 Variable lease cost (1) 151 309 Total lease cost $ 289 $ 711 (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 September 30, 2019 : 2019 (1) $ 121 2020 403 2021 102 2022 15 2023 12 Thereafter 2 Total minimum lease payments 655 Less: amount of lease payments representing interest 29 Present value of operating lease liabilities $ 626 (1) Excluding the nine months ended September 30, 2019 . |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended |
Sep. 30, 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 Nine months ended 2019 2018 2019 2018 Stock-based awards 16,536 12,600 16,536 12,600 Healios Warrant – see Note 7 4,000 20,000 4,000 20,000 Total 20,536 32,600 20,536 32,600 |
Collaborative Arrangements an_2
Collaborative Arrangements and Revenue Recognition Table (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, 2019 Three months ended Point in Time Over Time Point in Time Over Time Contract Revenue from Healios Product supply revenue $ (62 ) $ — $ 209 $ — Service revenue — (306 ) — 1,697 Other contract revenue — — 1 — Total disaggregated revenues $ (62 ) $ (306 ) $ 210 $ 1,697 Nine months ended Nine months ended Point in Time Over Time Point in Time Over Time Contract Revenue from Healios License fee revenue $ 1,624 $ — $ 17,682 $ — Product supply revenue 1,809 — 651 — Service revenue — 1,833 — 2,676 Other contract revenue — — 251 — Total disaggregated revenues $ 3,433 $ 1,833 $ 18,584 $ 2,676 |
Background and Basis of Prese_2
Background and Basis of Presentation - Additional Information (Details) | Nov. 05, 2019USD ($) | Feb. 28, 2018USD ($) | Sep. 30, 2019USD ($)Segment | Dec. 31, 2018USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Number of business segments | Segment | 1 | |||
Accumulated deficit | $ 407,701,000 | $ 373,042,000 | ||
Cash and cash equivalents | $ 40,446,000 | $ 51,059,000 | ||
Aspire Capital | ||||
Class of Stock [Line Items] | ||||
Equity purchase agreement, value | $ 100,000,000 | |||
Aspire Capital | Subsequent Event | ||||
Class of Stock [Line Items] | ||||
Equity purchase agreement, term | 3 years | |||
Equity purchase agreement, value | $ 100,000,000 |
Recently Issued Accounting St_3
Recently Issued Accounting Standards - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Term of deferment of smaller reporting company status | 3 years |
Leases Adoption - Additional In
Leases Adoption - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Jan. 01, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Right-of-use assets | $ 600 | $ 600 | |
Lease liabilities | $ 626 | $ 626 | |
Weighted average remaining lease term | 1 year 7 months 17 days | 1 year 7 months 17 days | |
Weighted average discount rate (percent) | 5.30% | 5.30% | |
Payment for operating leases | $ 100 | $ 400 | |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Lease term | 9 months | 9 months | |
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lease term | 53 months | 53 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) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 123 | $ 365 |
Short-term lease cost | 15 | 37 |
Variable lease cost | 151 | 309 |
Total lease cost | $ 289 | $ 711 |
Leases Adoption - Future Minimu
Leases Adoption - Future Minimum Lease Payments for Operating Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
2019 | $ 121 |
2020 | 403 |
2021 | 102 |
2022 | 15 |
2023 | 12 |
Thereafter | 2 |
Total minimum lease payments | 655 |
Less: amount of lease payments representing interest | 29 |
Present value of operating lease liabilities | $ 626 |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Details) - shares | 1 Months Ended | |||
Mar. 31, 2018 | Sep. 30, 2019 | Jun. 30, 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) | 16,000,000 |
Net Loss per Share - Instrument
Net Loss per Share - Instruments Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 20,536 | 32,600 | 20,536 | 32,600 |
Stock-based awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 16,536 | 12,600 | 16,536 | 12,600 |
Healios | Healios Warrant | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 4,000 | 20,000 | 4,000 | 20,000 |
Collaborative Arrangements an_3
Collaborative Arrangements and Revenue Recognition - Additional Information (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2017Milestone | Dec. 31, 2018USD ($) | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Transaction price expected to be recognized | $ 800 | ||||
Deferred revenue recognized | 0 | $ 250 | |||
Healios License Agreement | |||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Transaction price expected to be recognized | $ 100 | ||||
Deposit from Healios | $ 2,000 | ||||
Deferred revenue recognized | $ 1,900 | ||||
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 | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ (62) | $ 210 | $ 3,433 | $ 18,584 |
Point in Time | Other contract revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 1 | 0 | 251 |
Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (306) | 1,697 | 1,833 | 2,676 |
Over Time | Other contract revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Healios License Agreement | Point in Time | License fee revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,624 | 17,682 | ||
Healios License Agreement | Point in Time | Product supply revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | (62) | 209 | 1,809 | 651 |
Healios License Agreement | Point in Time | Service revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 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 | 0 | 0 |
Healios License Agreement | Over Time | Service revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ (306) | $ 1,697 | $ 1,833 | $ 2,676 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Common stock authorized for equity incentive plan (in shares) | 18,500,000 | |
Stock options granted (in shares) | 93,192 | |
Shares available for issuance (in shares) | 13,826,627 | |
Shares of common stock outstanding (in shares) | 16,535,960 | |
Stock-based compensation expense | $ 1.3 | $ 1.1 |
Estimated compensation cost of unvested restricted stock | $ 10.3 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) | Nov. 05, 2019 | May 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 |
Class of Stock [Line Items] | ||||||||||
Number of first warrant shares (in shares) | 4,000,000 | 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 | $ 1,100,000 | $ 0 | $ 1,080,000 | |||||||
Aspire Capital | ||||||||||
Class of Stock [Line Items] | ||||||||||
Equity purchase agreement, value | $ 100,000,000 | |||||||||
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 | $ 1,000,000 | $ 4,600,000 | $ 2,900,000 | $ 15,300,000 | $ 8,400,000 | |||||
Sale of additional shares at an average price (in dollars per share) | $ 2 | |||||||||
Aspire Capital | Subsequent Event | ||||||||||
Class of Stock [Line Items] | ||||||||||
Equity purchase agreement, value | $ 100,000,000 | |||||||||
Common stock issued as commitment fees (in shares) | 350,000 | |||||||||
Aspire Capital | Common Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock, new issues (in shares) | 3,300,000 | 1,500,000 | 10,475,000 | 4,800,000 | ||||||
Sale of additional shares at an average price (in dollars per share) | $ 1.39 | $ 1.90 | $ 1.46 | $ 1.74 | ||||||
Jefferies | ||||||||||
Class of Stock [Line Items] | ||||||||||
Open market sale agreement, value | $ 50,000,000 | |||||||||
Healios | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock, new issues (in shares) | 12,000,000 | |||||||||
Shares of common stock issued, value | $ 21,100,000 | |||||||||
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) | 16,000,000 | |||||||||
Maximum ownership percentage that Heallios is allowed to own | 19.90% | |||||||||
Fair value of the warrant | $ 4,200,000 | $ 5,300,000 |