Athersys, Inc / New (ATHXQ) 10-Q 6 May 22 2022 Q1 Quarterly report Financial data

Cover Page

Cover Page - shares	3 Months Ended
	Mar. 31, 2022	Apr. 29, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2022
Document Transition Report	false
Entity File Number	001-33876
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-4864095
Entity Address, Address Line One	3201 Carnegie Avenue,
Entity Address, City or Town	Cleveland,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44115-2634
City Area Code	216
Local Phone Number	431-9900
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	ATHX
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		251,967,791
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Registrant Name	ATHERSYS, INC / NEW
Entity Central Index Key	0001368148
Current Fiscal Year End Date	--12-31

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 21,797	$ 37,407
Prepaid expenses and other	4,661	4,206
Total current assets	31,101	46,027
Operating right-of-use assets, net	8,707	8,960
Property and equipment, net	3,631	3,692
Deposits and other	1,520	1,505
Total assets	44,959	60,184
Current liabilities:
Operating lease liabilities, current	1,031	1,011
Accrued compensation and related benefits	3,345	4,133
Accrued clinical trial related costs	5,770	3,773
Accrued expenses and other	727	704
Total current liabilities	30,965	29,861
Operating lease liabilities, non-current	8,488	8,755
Stockholders’ equity:
Preferred stock, at stated value; 10,000,000 shares authorized, and no shares issued and outstanding at March 31, 2022 and December 31, 2021	0	0
Common stock, $0.001 par value; 600,000,000 shares authorized with 249,792,791 and 242,844,180 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively	250	243
Additional paid-in capital	605,617	599,470
Accumulated deficit	(605,560)	(583,344)
Total stockholders’ equity	307	16,369
Total liabilities and stockholders’ equity	44,959	60,184
Consolidated entity, excluding related party
Current liabilities:
Accounts payable	16,771	15,781
Healios
Current assets:
Accounts receivable from Healios	1,643	1,414
Unbilled accounts receivable from Healios	3,000	3,000
Current liabilities:
Accounts payable to Healios	1,119	1,119
Deferred revenue - Healios	2,202	3,340
Advance from Healios	$ 5,199	$ 5,199

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Stockholders’ equity:
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)	600,000,000	600,000,000
Common stock, shares issued (in shares)	249,792,791	242,844,180
Common stock, shares outstanding (in shares)	249,792,791	242,844,180

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenues
Total revenues	$ 2,912	$ 0
Costs and expenses
Research and development	20,944	17,508
General and administrative	4,099	8,837
Depreciation	247	244
Total costs and expenses	25,290	26,589
Loss from operations	(22,378)	(26,589)
Other income, net	162	121
Net loss and comprehensive loss	$ (22,216)	$ (26,468)
Net loss per share, basic (in dollars per share)	$ (0.09)	$ (0.13)
Net loss per share, diluted (in dollars per share)	$ (0.09)	$ (0.13)
Weighted average shares outstanding, basic (in shares)	244,197	208,192
Weighted average shares outstanding, diluted (in shares)	244,197	208,192
Healios
Revenues
Contract revenue from Healios	$ 2,912	$ 0

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
Preferred stock shares, beginning balance (in shares) at Dec. 31, 2020		0
Beginning balance at Dec. 31, 2020	$ 31,362	$ 0	$ 202	$ 527,549	$ (496,389)
Common stock, beginning balance (in shares) at Dec. 31, 2020			201,973,582
Stock-based compensation	3,903			3,903
Issuance of common stock (in shares)							15,200,000
Issuance of common stock						$ 30,495	$ 15	$ 30,480
Issuance of common stock under equity compensation plan (in shares)			437,925
Issuance of common stock under equity compensation plan	(611)		$ 1	(612)
Net comprehensive loss	(26,468)				(26,468)
Preferred stock shares, ending balance (in shares) at Mar. 31, 2021		0
Ending balance at Mar. 31, 2021	$ 38,681	$ 0	$ 218	561,320	(522,857)
Common stock, ending balance (in shares) at Mar. 31, 2021			217,611,507
Preferred stock shares, beginning balance (in shares) at Dec. 31, 2021	0	0
Beginning balance at Dec. 31, 2021	$ 16,369	$ 0	$ 243	599,470	(583,344)
Common stock, beginning balance (in shares) at Dec. 31, 2021	242,844,180		242,844,180
Stock-based compensation	$ 1,410			1,410
Issuance of common stock (in shares)							6,800,000
Issuance of common stock						$ 4,802	$ 7	$ 4,795
Issuance of common stock under equity compensation plan (in shares)			148,611
Issuance of common stock under equity compensation plan	(58)		$ 0	(58)
Net comprehensive loss	$ (22,216)				(22,216)
Preferred stock shares, ending balance (in shares) at Mar. 31, 2022	0	0
Ending balance at Mar. 31, 2022	$ 307	$ 0	$ 250	$ 605,617	$ (605,560)
Common stock, ending balance (in shares) at Mar. 31, 2022	249,792,791		249,792,791

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Operating activities
Net loss	$ (22,216)	$ (26,468)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	247	244
Stock-based compensation	1,410	3,903
Changes in operating assets and liabilities:
Prepaid expenses, deposits and other	(217)	(45)
Net cash used in operating activities	(20,168)	(17,093)
Investing activities
Purchases of equipment	(186)	(114)
Net cash used in investing activities	(186)	(114)
Financing activities
Shares retained for withholding tax payments on stock-based awards	(58)	(622)
Net cash provided by financing activities	4,744	29,884
(Decrease) Increase in cash and cash equivalents	(15,610)	12,677
Cash and cash equivalents at beginning of the period	37,407	51,546
Cash and cash equivalents at end of the period	21,797	64,223
Consolidated entity, excluding related party
Changes in operating assets and liabilities:
Accounts payable, accrued expenses and other	1,975	5,273
Financing activities
Proceeds from issuance of common stock, net	4,802	30,506
Healios
Changes in operating assets and liabilities:
Accounts receivable from Healios - billed and unbilled	(229)	0
Deferred revenue - Healios	$ (1,138)	$ 0

Background and Basis of Present

Background and Basis of Presentation	3 Months Ended
	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Background and Basis of Presentation	Background and Basis of Presentation Background Athersys, Inc., including its consolidated subsidiaries (collectively, “we,” “us,” “our,” “Athersys,” and the “Company”), is a biotechnology company focused in the field of regenerative medicine and operates in one business segment. Our operations consist of research, clinical development activities, manufacturing and manufacturing process development activities, and our most advanced program is in a pivotal Phase 3 clinical trial. We expect that the results of the TREASURE study, the clinical trial of our partner in Japan, HEALIOS K.K. (“Healios”), followed by the results of our MASTERS-2 clinical trial, will have a significant impact, favorable or unfavorable, on our ability to access capital from potential third-party commercial partners or the equity capital markets. Depending on the nature of these results, we may accelerate or may delay certain programs. In the long term, we will have to continue to generate additional capital to meet our needs until we become cash flow positive as a result of the sales of our clinical products, if they are approved for marketing. Such capital would come from new and existing collaborations and the related license fees, milestones and potential royalties and the sale of equity securities from time to time including through our equity facility and grant-funding opportunities. Healios Framework Agreement On August 5, 2021, we expanded our partnership with Healios by entering into the Comprehensive Framework Agreement for Commercial Manufacturing and Ongoing Support (the “Framework Agreement”). The Framework Agreement provides for planned investment by Healios in certain manufacturing preparation activities. We have agreed to defer certain milestone payments and potentially adjust royalty payments during the initial commercial launch period. Refer to Note 6 for additional information on the Framework Agreement. On February 16, 2021, the Company, Healios and Dr. Hardy TS Kagimoto, the Chairman and Chief Executive Officer of Healios and a member of the Company’s board of directors (the “Board”), entered into a cooperation agreement (the “Cooperation Agreement”). The Cooperation Agreement provided for the parties’ cooperation on certain commercial matters, including a commitment to work in good faith to finalize negotiations on all aspects of their supply, manufacturing, information provision and regulatory support relationship. The Cooperation Agreement also provided for, among related matters, the dismissal with prejudice of the complaint filed by Dr. Kagimoto against the Company seeking the inspection of the Company’s books and records in the Court of Chancery of the State of Delaware on November 21, 2020 (the “Section 220 Litigation”). Pursuant to the Cooperation Agreement, in April 2021, the Company reimbursed Healios and Dr. Kagimoto for reasonable out-of-pocket fees and expenses, including legal expenses, incurred in connection with the Section 220 Litigation, which were not to exceed $0.5 million in the aggregate. In April 2022, the Company received an insurance reimbursement of $0.4 million for legal costs incurred in connection with the Section 220 Litigation. In connection with the execution of the Framework Agreement, certain issues as contemplated by the Cooperation Agreement were resolved and the Cooperation Agreement was amended to extend certain customary standstill provisions until the conclusion of our 2023 annual meeting of stockholders. Retention Program In the first quarter of 2021, we entered into retention letter agreements (“Retention Agreements”) with our executive officers and certain other employees in leadership positions. Each Retention Agreement provides for, among other things, a cash retention bonus and a stock option award, each with vesting tied to continued employment. The cash retention bonuses generally represent a percentage of the employee’s annual compensation and generally vest in full if employed on May 1, 2022. The stock option awards generally vest one-third on May 1, 2022 with the remainder vesting on May 1, 2023 and include a provision for accelerated vesting upon termination without cause. The total stock compensation expense related to the stock option awards is approximately $2.7 million and is being expensed ratably over the vesting period. In April 2021, we expanded the retention program to all then-current employees of the Company, providing for a cash retention bonus with vesting also tied to continued employment through May 1, 2022. The total cash retention bonus is approximately $2.5 million, which is being expensed ratably over the respective vesting periods. Chief Executive Officer Separation Letter Agreement Effective February 15, 2021, Dr. Gil Van Bokkelen was terminated from his position as the Company’s Chief Executive Officer and Chairman of the Board. In connection with his cessation of service, the Company and Dr. Van Bokkelen entered into a separation letter agreement (the “Separation Letter”) entitling him to severance payments and benefits with an aggregate value of approximately $1.0 million payable in installments over an 18-month period, and providing for a total lump sum payment of approximately $0.2 million. At March 31, 2022, we recorded a liability in the amount of $0.2 million, which represents the remaining installments payable to Dr. Van Bokkelen. The lump sum payment was made to Dr. Van Bokkelen in March 2021. The related expense is recorded in general and administrative expense on the unaudited condensed consolidated statements of operations and comprehensive loss. The terms of the Separation Letter also provide for the accelerated vesting of Dr. Van Bokkelen’s outstanding restricted stock units (“RSUs”) and the modification of his stock option awards by providing for accelerated vesting of his unvested stock options and the extension of time during which certain vested stock options can be exercised. In the first quarter of 2021, following the evaluation of the modification, we recorded stock compensation expense of approximately $1.4 million related to the accelerated vesting of Dr. Van Bokkelen’s stock options and $0.9 million related to the accelerated vesting of his RSUs. Basis of Presentation 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, 2021. The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and 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 and disclosures 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.

Going Concern

Going Concern	3 Months Ended
	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Going Concern We have prepared our unaudited condensed consolidated financial statements on a going concern basis, which assumes that we will realize our assets and satisfy our liabilities in the normal course of business. However, we have incurred net losses since our inception in 1995 and have negative operating cash flows. These factors, among others, raise substantial doubt about our ability to continue as a going concern within one year after the date that these financial statements are issued. The accompanying unaudited condensed consolidated financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of the uncertainty concerning our ability to continue as a going concern. At March 31, 2022, we had cash and cash equivalents of $21.8 million. We will require significant additional capital to continue our research and development programs, including progressing our clinical product candidates to potential commercialization and preparing for commercial-scale manufacturing and sales. We expect that the results of the TREASURE study, followed by the results of our MASTERS-2 clinical trial, will have a significant impact, favorable or unfavorable, on our ability to access capital from potential third-party commercial partners or the equity capital markets.

Accounting Standards Not Yet Ad

Accounting Standards Not Yet Adopted	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Accounting Standards Not Yet Adopted	Accounting Standards Not Yet Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326) . This ASU replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Subsequent to issuing ASU 2016-13, the FASB issued ASU 2019-10, Financial Instruments - Credit Losses (Topic 326): Effective Dates

Net Loss per Share

Net Loss per Share	3 Months Ended
	Mar. 31, 2022
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 our common stock outstanding during the period. Stock-based awards of approximately 28,355,351 and 21,788,078 for the three months ended March 31, 2022 and 2021, respectively, were excluded from the calculation of diluted net loss per share because their effects would be antidilutive. We have two warrants outstanding to purchase an aggregate of 10,000,000 shares of our common stock that were issued to Healios in August 2021 and are excluded from the calculation of diluted net loss per share, as the underlying performance condition associated with each warrant has not been satisfied and is not yet considered probable by the end of the reporting period. Refer to Note 8 for additional information.

Property and Equipment, net

Property and Equipment, net	3 Months Ended
	Mar. 31, 2022
Property, Plant and Equipment [Abstract]
Property and Equipment, net	Property and Equipment, net For the periods ended Property and equipment consists of (in thousands): March 31, December 31, Laboratory equipment $ 9,535 $ 9,352 Office equipment and leasehold improvements 4,000 4,000 Equipment and leasehold improvements not yet in service 433 458 13,968 13,810 Accumulated depreciation and amortization (10,337) (10,118) $ 3,631 $ 3,692

Collaborative Arrangements and

Collaborative Arrangements and Revenue Recognition	3 Months Ended
	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Collaborative Arrangements and Revenue Recognition	Collaborative Arrangements and Revenue Recognition Healios Collaboration We have a licensing collaboration with Healios to primarily develop and commercialize our cell therapy technologies for certain disease indications in Japan, pursuant to which we received nonrefundable license fee payments 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 and are associated with modifications to the arrangement. 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 August 2021, the Company and Healios entered into the Framework Agreement, which provides for clarification under and modifies the existing agreements between the parties and reframes our collaboration to set the stage for productive efforts as Healios and our collaboration move towards commercialization of MultiStem in Japan. It also provides Healios with deferral of certain milestone payments during the expensive initial commercial launch period. We will be entitled to new milestone payments in the amount of $3.0 million in June 2022 and $5.0 million upon the successful completion of certain commercial manufacturing activities. Additionally, accounts payable to Healios have been reduced to $1.1 million and are due on or before December 31, 2022. In August 2021, we also issued two warrants (together, the “2021 Warrants”) to Healios in connection with the Framework Agreement to purchase up to a total of 10,000,000 shares of our common stock. The 2021 Warrants are being accounted for as consideration paid or payable to a customer according to Topic 606, Revenue from Contracts with Customers , and Topic 718, Compensation Stock Compensation , under which the recognition of such equity instruments is required at the time that the underlying performance conditions become probable or are satisfied. As of March 31, 2022, the 2021 Warrants have not been recorded as the underlying performance conditions have not been satisfied and are not yet considered probable. Refer to Note 8 for further information. 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 one performance obligation for services necessary for regulatory approvals, manufacturing readiness, and commercial launch in Japan. We determined the transaction price includes estimated payments for reimbursable services to be performed by us for Healios and the $3.0 million milestone payment due in June 2022. We allocated the total transaction price to this one performance obligation. We began recognizing this revenue beginning in the third quarter of 2021 as the services were being performed. We expect the services to be completed by the end of 2022. During our evaluation of variable consideration in the first quarter of 2022, we decreased our estimated transaction price due to changes in the estimated cost of the reimbursable services. The remaining transaction price for the performance obligation that was not yet satisfied is approximately $1.4 million at March 31, 2022. During the three months ended March 31, 2022, we recognized approximately $2.8 million of revenue associated with this performance obligation. We recognized no revenue for the three months ended March 31, 2022, and March 31, 2021 from performance obligations satisfied in previous periods. Accounts receivable from Healios Accounts receivable from Healios are related to our contracts and are recorded when the right to consideration is unconditional at the amount that management expects to collect. Accounts receivable from Healios do not bear interest if paid when contractually due, and payments are generally due within thirty Unbilled Accounts Receivable Unbilled accounts receivable from Healios represent amounts due to us under contractual arrangements and for which we have an unconditional right to consideration, but which we have not yet invoiced Healios. At March 31, 2022, the unbilled accounts receivable from Healios was $3.0 million, which represents a milestone payment owed to us under the Framework Agreement for which we are entitled to receive payment in June 2022. Deferred Revenue - Healios Amounts included in deferred revenue - Healios on the condensed consolidated balance sheets are considered a contract liability. During the three months ended March 31, 2022, revenue recognized from contract liabilities as of the beginning of the respective period was $1.1 million. No revenue was recognized from contract liabilities during the three months ended March 31, 2021. At March 31, 2022, the contract liability included in deferred revenue - Healios is classified as a current liability because the rights to consideration are expected to be satisfied, in all material respects, within one year. Advance from Healios In 2017, we amended the clinical trial supply agreement for the manufacturing of clinical product for TREASURE to clarify a 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 sheets 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 service revenue when earned over time. The following table presents our contract revenues disaggregated by timing of revenue recognition (in thousands): Three months ended Three months ended Point in Over Time Point in Over Time Contract Revenue from Healios Service revenue — 2,912 — — Total disaggregated revenues $ — $ 2,912 $ — $ —

Stock-based Compensation

Stock-based Compensation	3 Months Ended
	Mar. 31, 2022
Share-based Payment Arrangement [Abstract]
Stock-based Compensation	Stock-Based Compensation Our 2019 Equity and Incentive Compensation Plan (the “EICP”) authorized at inception an aggregate of approximately 18,500,000 shares of our common stock for awards to employees, directors and consultants. 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. Under the EICP, in the three months ended March 31, 2022, we granted 33,400 stock options and no RSUs to our employees. On February 14, 2022, Daniel Camardo was named the Company’s Chief Executive Officer. As an inducement to Mr. Camardo’s acceptance of employment with us, Mr. Camardo was granted an initial equity award (the “Inducement Award”) to purchase 10,000,000 shares of our common stock at a per share exercise price of $0.86. With regard to 4,000,000 shares, vesting of the Inducement Award will occur over a four-year period, with 25% of such portion of the award generally vesting on the first anniversary of the grant date and the remainder generally vesting monthly in substantially equal installments over the remaining 36 months. With regard to 6,000,000 shares, vesting of the Inducement Award will generally occur upon achievement of certain Company milestones. The Inducement Award has up to a 10-year term. As of March 31, 2022, a total of 3,628,308 shares were available for issuance under the EICP, and stock-based awards representing 23,355,351 shares of our common stock were outstanding under our current and former equity incentive plans, and inducement awards granted outside of our equity incentive plans to purchase 11,000,000 shares of our common stock were outstanding. For the three months ended March 31, 2022 and 2021, stock-based compensation expense was approximately $1.4 million and $3.9 million, respectively. At March 31, 2022, total unrecognized estimated compensation cost related to unvested stock-based awards was approximately $12.7 million, which is expected to be recognized by the end of 2026 using the straight-line method.

Stockholders_ Equity and Warran

Stockholders’ Equity and Warrants	3 Months Ended
	Mar. 31, 2022
Equity [Abstract]
Stockholders’ Equity and Warrants	Stockholders’ Equity and Warrants Equity Purchase Agreement We have had equity purchase agreements in place since 2011 with 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 June 2021 (the “2021 Equity Facility”) 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 2021 Equity Facility are similar to the previous equity facilities with Aspire Capital, and we filed a registration statement for the resale of 40,000,000 shares of our common stock in connection with the 2021 Equity Facility. Our prior equity facility that was entered into in November 2019 was fully utilized and terminated during the third quarter of 2021. We sold 6,800,000 shares to Aspire Capital at an average price of $0.71 per share in the first quarter of 2022, generating proceeds of $4.8 million. We sold 15,200,000 shares to Aspire Capital at an average price of $2.01 per share in the first quarter of 2021, generating proceeds of $30.5 million. Healios 2021 Warrants In August 2021, we issued the 2021 Warrants to Healios to purchase up to an aggregate of 10,000,000 shares of our common stock. One of the 2021 Warrants is for the purchase of up to 3,000,000 shares at an exercise price of $1.80 per share, subject to specified increases, and generally is only exercisable within 60 days of receipt of either conditional or full marketing approval from the Pharmaceuticals and Medical Devices Agency in Japan (the “PMDA”) for the intravenous administration of MultiStem to treat patients who are suffering from acute respiratory distress syndrome. The other 2021 Warrant is for the purchase of up to 7,000,000 shares at an exercise price of $2.40 per share, subject to specified increases, and generally is only exercisable within 60 days of receipt of either conditional or full marketing approval from the PMDA for the intravenous administration of MultiStem to treat patients who are suffering from ischemic stroke. The 2021 Warrants may be terminated by us under certain conditions and have an exercise cap triggered at Healios’ ownership of 19.9% of our common stock. Increase Shares of Authorized Common Stock

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income TaxesWe 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. Substantially 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.

Accounting Standards Not Yet _2

Accounting Standards Not Yet Adopted (Policies)	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation 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, 2021. The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and 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 and disclosures 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	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 Standards	Accounting Standards Not Yet Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326) . This ASU replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Subsequent to issuing ASU 2016-13, the FASB issued ASU 2019-10, Financial Instruments - Credit Losses (Topic 326): Effective Dates

Property and Equipment, net (Ta

Property and Equipment, net (Tables)	3 Months Ended
	Mar. 31, 2022
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment, net	For the periods ended Property and equipment consists of (in thousands): March 31, December 31, Laboratory equipment $ 9,535 $ 9,352 Office equipment and leasehold improvements 4,000 4,000 Equipment and leasehold improvements not yet in service 433 458 13,968 13,810 Accumulated depreciation and amortization (10,337) (10,118) $ 3,631 $ 3,692

Collaborative Arrangements an_2

Collaborative Arrangements and Revenue Recognition (Tables)	3 Months Ended
	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Contract Revenues Disaggregated by Timing of Revenue Recognition	The following table presents our contract revenues disaggregated by timing of revenue recognition (in thousands): Three months ended Three months ended Point in Over Time Point in Over Time Contract Revenue from Healios Service revenue — 2,912 — — Total disaggregated revenues $ — $ 2,912 $ — $ —

Background and Basis of Prese_2

Background and Basis of Presentation - Additional Information (Details) $ in Millions	Feb. 16, 2021USD ($)	Feb. 15, 2021USD ($)	Apr. 30, 2022USD ($)	Mar. 31, 2022USD ($)segment	Mar. 31, 2021USD ($)	Apr. 30, 2021USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of business segments | segment				1
Class of Stock [Line Items]
Unrecognized compensation cost of unvested stock awards				$ 12.7
Stock-based compensation expense				1.4	$ 3.9
Former Chief Executive Officer
Class of Stock [Line Items]
Severance payments and benefits		$ 1
Severance payments and benefits, period (in months)		18 months
Lump sum payment		$ 0.2		$ 0.2
Former Chief Executive Officer | Stock Options
Class of Stock [Line Items]
Stock-based compensation expense					1.4
Former Chief Executive Officer | RSUs
Class of Stock [Line Items]
Stock-based compensation expense					0.9
Deferred Bonus
Class of Stock [Line Items]
Unrecognized compensation cost of unvested stock awards					$ 2.7
Deferred Bonus | Tranche One
Class of Stock [Line Items]
Vesting percentage					33.33%
Deferred Bonus | Tranche Two
Class of Stock [Line Items]
Vesting percentage					66.67%
Deferred Bonus | Additional Employees
Class of Stock [Line Items]
Cash retention bonus granted						$ 2.5
Section 220 Litigation | Pending Litigation | Subsequent Event
Class of Stock [Line Items]
Insurance reimbursement amount			$ 0.4
Section 220 Litigation | Maximum | Pending Litigation
Class of Stock [Line Items]
Fees and expenses sought by plaintiff	$ 0.5

Going Concern (Details)

Going Concern (Details) - USD ($) $ in Thousands	1 Months Ended
	Aug. 31, 2021	Mar. 31, 2022	Dec. 31, 2021
Accounting Policies And General Information [Line Items]
Cash and cash equivalents		$ 21,797	$ 37,407
Healios Framework Agreement
Accounting Policies And General Information [Line Items]
Potential revenue from milestones	$ 3,000

Net Loss per Share - Additional

Net Loss per Share - Additional Information (Details) - shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Aug. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares called by warrants (in shares)			10,000,000
Healios Framework Agreement
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Warrants outstanding (in shares)			2
Shares called by warrants (in shares)			10,000,000
Share-based Payment Arrangement
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Stock-based awards (in shares)	28,355,351	21,788,078

Property and Equipment, net - S

Property and Equipment, net - Schedule of Property and Equipment, net (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 13,968	$ 13,810
Accumulated depreciation and amortization	(10,337)	(10,118)
Property and equipment, net	3,631	3,692
Laboratory equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	9,535	9,352
Office equipment and leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,000	4,000
Equipment and leasehold improvements not yet in service
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 433	$ 458

Collaborative Arrangements an_3

Collaborative Arrangements and Revenue Recognition - Additional Information (Details)	1 Months Ended	3 Months Ended		9 Months Ended
	Aug. 31, 2021USD ($)shares	Mar. 31, 2022USD ($)performanceObligation	Mar. 31, 2021USD ($)	Sep. 30, 2020milestone	Dec. 31, 2021performanceObligation
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Shares called by warrants (in shares) | shares	10,000,000
Maximum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Accounts receivable, payments due within period of invoicing		45 days
Minimum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Accounts receivable, payments due within period of invoicing		30 days
Healios Framework Agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Potential revenue from milestones	$ 3,000,000
Potential revenue from completion of certain manufacturing activities	5,000,000
Accounts payable to healios	$ 1,100,000
Warrants issued (in shares) | shares	2
Shares called by warrants (in shares) | shares	10,000,000
Number of material performance obligations | performanceObligation		1			1
Remaining transaction price for the performance obligations that were not yet delivered		$ 1,400,000
Revenue recognized		2,800,000
Revenue recognized from performance obligations satisfied in previous periods		0	$ 0
Unbilled accounts receivable from Healios		3,000,000
Healios
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue recognized		$ 1,100,000	$ 0
Healios | Regulatory and sales milestones
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Number of future milestones achieved | milestone				2

Collaborative Arrangements an_4

Collaborative Arrangements and Revenue Recognition - Schedule of Contract Revenues Disaggregated by Timing of Revenue Recognition (Details) - Healios - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Point in Time
Disaggregation of Revenue [Line Items]
Total disaggregated revenues	$ 0	$ 0
Point in Time | Service revenue
Disaggregation of Revenue [Line Items]
Total disaggregated revenues	0	0
Over Time
Disaggregation of Revenue [Line Items]
Total disaggregated revenues	2,912	0
Over Time | Service revenue
Disaggregation of Revenue [Line Items]
Total disaggregated revenues	$ 2,912	$ 0

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	Feb. 14, 2022	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and RSUs granted (in shares)		33,400
Shares available for issuance (in shares)		3,628,308
Stock-based compensation expense		$ 1.4	$ 3.9
Unrecognized compensation cost of unvested stock awards		$ 12.7
Chief Executive Officer | The Inducement Award
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)	10,000,000
Award exercise price (in dollars per share)	$ 0.86
Award expiration period (in years)	10 years
Chief Executive Officer | The Inducement Award, Four-Year Vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)	4,000,000
Awards vesting period (in years)	4 years
Chief Executive Officer | The Inducement Award, Four-Year Vesting | Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage	25.00%
Chief Executive Officer | The Inducement Award, Four-Year Vesting | Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards vesting period (in years)	36 months
Chief Executive Officer | The Inducement Award, Performance Based Vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)	6,000,000
2019 Equity And Incentive Compensation Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock authorized for equity incentive plan (in shares)				18,500,000
Shares of common stock outstanding (in shares)		23,355,351
Inducement Awards Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock outstanding (in shares)		11,000,000

Stockholders_ Equity and Warr_2

Stockholders’ Equity and Warrants - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended		3 Months Ended
	Aug. 31, 2021	Jun. 30, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	May 31, 2021
Class of Stock [Line Items]
Shares called by warrants (in shares)	10,000,000
Common stock, shares authorized (in shares)		600,000,000	600,000,000		600,000,000	300,000,000
Healios
Class of Stock [Line Items]
Ownership percentage in common stock for exercise cap to be triggered	19.90%
Warrant One
Class of Stock [Line Items]
Shares called by warrants (in shares)	3,000,000
Exercise price of warrant (in dollars per share)	$ 1.80
Exercise period (in days)	60 days
Warrant Two
Class of Stock [Line Items]
Shares called by warrants (in shares)	7,000,000
Exercise price of warrant (in dollars per share)	$ 2.40
Exercise period (in days)	60 days
Aspire Capital
Class of Stock [Line Items]
Equity purchase agreement, value		$ 100
Common stock registered for resale (in shares)		40,000,000
Net proceeds from sales of common stock			$ 4.8	$ 30.5
Aspire Capital | Common Stock
Class of Stock [Line Items]
Issuance of common stock, new issues (in shares)			6,800,000	15,200,000
Sale of additional shares at an average price (in dollars per share)			$ 0.71	$ 2.01