Orgenesis (ORGS) 10-Q 8 May 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	May 08, 2019
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2019
Trading Symbol	orgs
Entity Registrant Name	Orgenesis Inc.
Entity Central Index Key	0001460602
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		16,115,333
Entity Current Reporting Status	Yes
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Entity Small Business	true
Entity Emerging Growth Company	false

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018	Nov. 30, 2018
CURRENT ASSETS:
Cash and cash equivalents	$ 14,361	$ 14,612	$ 16,064
Restricted cash	401	387	392
Accounts receivable, net	5,975	3,226	4,151
Prepaid expenses and other receivables	986	1,132	913
GPP receivable	0	6,600	6,600
Grants receivable	217	441	441
Inventory	1,992	1,660	1,736
Total current assets	23,932	28,058	30,297
NON-CURRENT ASSETS:
Deposits	569	143	85
Loans to related party	2,033	1,012	1,007
Property and equipment, net	12,783	12,458	11,901
Intangible assets, net	15,823	16,642	16,700
Operating lease right-of-use assets	14,354	0	0
Goodwill	15,002	15,266	15,165
Other assets	274	297	292
Total non-current assets	60,838	45,818	45,150
TOTAL ASSETS	84,770	73,876	75,447
CURRENT LIABILITIES:
Accounts payable	5,522	4,583	3,804
Accrued expenses and other payables	1,525	1,499	2,060
Employees and related payables	3,034	3,052	3,006
Related parties	92	0	0
Advance payments on account of grant	1,510	1,603	1,724
Short-term loans and current maturities of long- term loans	631	641	647
Contract liabilities	7,533	5,175	5,317
Current maturities of long-term finance leases	232	226	209
Current maturities of operating leases	1,291	0	0
Current maturities of convertible loans	382	382	378
Total current liabilities	21,752	17,161	17,145
LONG-TERM LIABILITIES:
Non-current operating leases	11,816	0	0
Loans payable	1,510	1,633	1,662
Convertible loans	1,242	1,214	1,038
Retirement benefits obligation	304	280	265
Deferred taxes	1,578	1,656	1,702
Long-term finance leases	641	661	638
Other long-term liabilities	293	297	195
Total long-term liabilities	17,384	5,741	5,500
TOTAL LIABILITIES	39,136	22,902	22,645
COMMITMENTS REDEEMABLE NON-CONTROLLING INTEREST EQUITY:	24,233	24,224	24,153
EQUITY:
Common stock of $0.0001 par value, 145,833,334 shares authorized, 16,102,000, 15,540,333 and 14,951,783 shares issued and outstanding as of March 31, 2019, December 31, 2018 and November 30, 2018, respectively	2	2	1
Additional paid-in capital	94,049	90,597	88,082
Receipts on account of shares to be allotted	0	0	2,253
Accumulated other comprehensive income	185	669	425
Accumulated deficit	(73,474)	(65,163)	(62,411)
Equity attributable to Orgenesis Inc.	20,762	26,105	28,350
Non-controlling interest	639	645	299
Total equity	21,401	26,750	28,649
TOTAL LIABILITIES AND EQUITY	$ 84,770	$ 73,876	$ 75,447

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2019	Dec. 31, 2018	Nov. 30, 2018
Common Stock, par or stated value	$ 0.0001	$ 0.0001	$ 0.0001
Common Stock, shares authorized	145,833,334	145,833,334	145,833,334
Common Stock, shares issued	16,102,000	15,540,333	14,951,783
Common Stock, shares outstanding	16,102,000	15,540,333	14,951,783

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Dec. 31, 2018	Mar. 31, 2019	Feb. 28, 2018
REVENUES	$ 1,852	$ 7,301	$ 2,636
COST OF REVENUES	1,221	4,344	1,644
GROSS PROFIT	631	2,957	992
RESEARCH AND DEVELOPMENT EXPENSES, net	1,431	5,150	766
AMORTIZATION OF INTANGIBLE ASSETS	179	517	436
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES	1,984	5,600	3,344
OTHER INCOME, net	0	(37)	(316)
OPERATING LOSS	2,963	8,273	3,238
FINANCIAL EXPENSES, net	27	140	2,681
SHARE IN NET INCOME OF ASSOCIATED COMPANY	0	0	(46)
LOSS BEFORE INCOME TAXES	2,990	8,413	5,873
TAX (INCOME) EXPENSES	(83)	37	(396)
NET LOSS	2,907	8,450	5,477
NET INCOME (LOSS) ATTRIBUTABLE TO NON- CONTROLLING INTERESTS (INCLUDING REDEEMABLE)	(163)	(139)	134
NET LOSS ATTRIBUTABLE TO THE COMPANY	$ 2,744	$ 8,311	$ 5,611
LOSS PER SHARE:
Basic	$ 0.19	$ 0.55	$ 0.52
Diluted	$ 0.19	$ 0.55	$ 0.52
WEIGHTED AVERAGE NUMBER OF SHARES USED IN COMPUTATION OF BASIC AND DILUTED EARNINGS (LOSS) PER SHARE:
Basic	15,423,040	15,571,568	10,775,877
Diluted	15,423,040	15,571,568	10,775,877
COMPREHENSIVE LOSS:
Net loss	$ 2,907	$ 8,450	$ 5,477
Other comprehensive (income) loss - translation adjustments	(244)	484	(707)
Comprehensive loss	2,663	8,934	4,770
Comprehensive (income) loss attributed to non-controlling interests (including redeemable)	(163)	(139)	134
COMPREHENSIVE LOSS ATTRIBUTED TO ORGENESIS INC.	$ 2,500	$ 8,795	$ 4,904

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Receipts on Account of Share to be Allotted [Member]	Accumulated Other Comprehensive Loss [Member]	Accumulated Deficit [Member]	Equity Attributable to Orgenesis Inc. [Member]	Non-Controlling Interest [Member]	Total
Beginning Balance at Nov. 30, 2017	$ 1	$ 55,334	$ 1,483	$ 1,425	$ (44,120)	$ 14,123		$ 14,123
Beginning Balance (Shares) at Nov. 30, 2017	9,872,659
Stock-based compensation to employees and directors		386				386		386
Stock-based compensation to service providers		704				704		704
Beneficial conversion feature of convertible loans and Warrants issued		324				324		324
Conversion of convertible loans		1,720	4,148			5,868		5,868
Issuance of shares and receipts on account of shares and warrants to be allotted		2,611	366			2,977		2,977
Issuance of shares and receipts on account of shares and warrants to be allotted (Shares)	400,642
Adjustment to redemption value of redeemable non-controlling interest								0
Comprehensive loss for the period				707	(5,611)	(4,904)		(4,904)
Ending Balance at Feb. 28, 2018	$ 1	61,079	5,997	2,132	(49,731)	19,478		19,478
Ending Balance (Shares) at Feb. 28, 2018	10,273,301
ASC 606 implementation					(8)	(8)		(8)
Beginning Balance at Nov. 30, 2018	$ 1	88,082	2,253	425	(62,411)	28,350	$ 299	28,649
Beginning Balance (Shares) at Nov. 30, 2018	14,951,783
Beginning Balance, adjusted at Nov. 30, 2018	$ 1	88,082	2,253	425	(62,419)	28,342	299	28,641
Stock-based compensation to employees and directors		274				274	355	629
Stock-based compensation to service providers		105				105		105
Stock-based compensation to service providers (Shares)	38,069
Beneficial conversion feature of convertible loans and Warrants issued		63				63		63
Issuance of shares and receipts on account of shares and warrants to be allotted	$ 1	2,253	$ (2,253)			1		1
Issuance of shares and receipts on account of shares and warrants to be allotted (Shares)	550,481
Adjustment to redemption value of redeemable non-controlling interest		(180)				(180)		(180)
Comprehensive loss for the period				244	(2,744)	(2,500)	(9)	(2,509)
Ending Balance at Dec. 31, 2018	$ 2	90,597		669	(65,163)	26,105	645	26,750
Ending Balance (Shares) at Dec. 31, 2018	15,540,333
Stock-based compensation to employees and directors		739				739	20	759
Stock-based compensation to service providers		314				314		314
Stock-based compensation to service providers (Shares)	36,667
Stock based compensation to First Choice		2,641				2,641		2,641
Stock based compensation to First Choice (Shares)	525,000
Adjustment to redemption value of redeemable non-controlling interest		(242)				(242)		(242)
Comprehensive loss for the period				(484)	(8,311)	(8,795)	(26)	(8,821)
Ending Balance at Mar. 31, 2019	$ 2	$ 94,049		$ 185	$ (73,474)	$ 20,762	$ 639	$ 21,401
Ending Balance (Shares) at Mar. 31, 2019	16,102,000

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	1 Months Ended			3 Months Ended		4 Months Ended
	May 07, 2019	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019	Feb. 28, 2018	Mar. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$ (2,907)	$ (2,056)	$ (8,450)	$ (5,477)
Adjustments required to reconcile net loss to net cash used in operating activities:
Stock-based compensation		734		1,073	1,090
Stock based compensation to First Choice		0		2,641	0
Capital gain, net		0		(4)	0
Share in income of associated company		0		0	(46)
Depreciation and amortization expenses		265		938	637
Change in fair value of embedded derivatives		0		0	117
Net changes in operating leases		0		(1,247)	0
Interest expenses accrued on loans and convertible loans (including amortization of beneficial conversion feature)		12		5	2,447
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable		951		(2,870)	175
Decrease (increase) in inventory		89		(366)	(134)
Decrease in other assets		(3)		0	0
Increase (decrease) in related parties, net		0		88	(18)
Decrease (Increase) in prepaid expenses and other accounts receivable		(213)		134	(567)
Increase (decrease) in accounts payable		743		980	(263)
Increase (decrease) in accrued expenses and other payables		(421)		32	(27)
Increase (decrease) in employee and related payables		45		46	(668)
Increase (decrease) in contract liabilities		(181)		2,470	1,140
Increase (decrease) in advance payments and receivables on account of grant, net		(133)		68	(101)
Decrease in deferred taxes		(58)		(49)	(396)
Net cash used in operating activities		(1,077)		(4,511)	(2,091)
CASH FLOWS FROM INVESTING ACTIVITIES:
Increase in loan to JV with a related party		0		(1,000)	0
Sale of property and equipment		0		81	0
Purchase of property and equipment		(535)		(1,038)	(553)
Investments in associate		0		0	(345)
Investment in short term deposits		(57)		(406)	0
Net cash used in investing activities		(592)		(2,363)	(898)
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in redeemable non-controlling interests received from GPP		0		6,600	0
Proceeds from issuance of shares and warrants (net of transaction costs)		0		0	3,082
Proceeds from issuance of convertible loans (net of transaction costs)	$ 500	250		0	720	$ 250
Repayment of convertible loans and convertible bonds		0		0	(177)
Repayment of short and long-term debt		(53)		(92)	(85)
Grants received		0		89	0
Other financing activities		0		5	0
Net cash provided by financing activities		197		6,602	3,540
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH		(1,472)		(272)	551
EFFECT OF EXCHANGE RATE CHANGES ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH		15		35	155
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD	$ 14,762	16,456	$ 3,519	14,999	3,519	16,456
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD		14,999		14,762	4,225	$ 14,762
SUPPLEMENTAL NON-CASH FINANCING ACTIVITIES
Conversion of loans and bonds (including accrued interest) to common stock and warrants		$ 0		$ 0	$ 5,868

DESCRIPTION OF BUSINESS

DESCRIPTION OF BUSINESS	3 Months Ended
	Mar. 31, 2019
DESCRIPTION OF BUSINESS [Text Block]	NOTE 1 – DESCRIPTION OF BUSINESS a. General Orgenesis Inc., a Nevada corporation (the “Company”), is a biotechnology company specializing in the development, manufacturing and provision of services in the cell and gene therapy industry. The Company operates through two independent business units: (i) a point-of-care (“POCare”) cell therapy (“POC or “PT”) unit and (ii) a Contract Development and Manufacturing Organization (“CDMO”) which provides contract manufacturing and development services for biopharmaceutical companies (the “CDMO Business”) conducted through its subsidiary, Masthercell Global Inc., a Delaware corporation (“Masthercell Global”). Through the POC business, the Company’s aim is to further the development of Advanced Therapy Medicinal Products (“ATMPs”) through collaborations and in-licensing with other pre-clinical and clinical-stage biopharmaceutical companies and research and healthcare institutes to bring such ATMPs to patients. The Company out-licenses these ATMPs through regional partners to whom the Company also provides regulatory, pre-clinical and training services to support their activity in order to reach patients in a point-of-care hospital setting. Through the CDMO platform, the Company is focused on providing contract manufacturing and development services for biopharmaceutical companies. Activities in the POC business include a multitude of cell therapies, including autoimmune, oncologic, neurologic and metabolic diseases and other indications. The Company plans to provide services for its joint venture (“JV”) partners, pharmaceutical and biotech companies as well as research institutions and hospitals that have cell therapies in clinical development. Each of these customers and collaborations represents a revenue and growth opportunity upon regulatory approval. Furthermore, the Company’s trans-differentiation technology demonstrates the capacity to induce a shift in the developmental fate of cells from the liver or other tissues and transdifferentiating them into “pancreatic beta cell-like” Autologous Insulin Producing (“AIP”) cells for patients with Type 1 Diabetes, acute pancreatitis and other insulin deficient diseases. This technology, which has yet to be proven in human clinical trials, has shown in pre-clinical animal models that the human derived AIP cells produce insulin in a glucose-sensitive manner. This trans-differentiation technology is licensed by Orgenesis Ltd. (the “Israeli Subsidiary”) and is based on the work of Prof. Sarah Ferber, the Company’s Chief Science Officer and a researcher at Tel Hashomer Medical Research Infrastructure and Services Ltd. (“THM”) in Israel. The development plan calls for conducting additional pre-clinical safety and efficacy studies with respect to diabetes and other potential indications prior to initiating human clinical trials. The Company conducts POC business through three wholly-owned subsidiaries. The subsidiaries are as follows: • United States: Orgenesis Maryland Inc. (the “U.S. Subsidiary”) is the center of activity in North America currently focused on technology licensing, therapeutic collaborations and preparation for U.S. clinical trials. • European Union: Orgenesis SPRL (the “Belgian Subsidiary”) is the center of activity in Europe currently focused on process development and preparation of European clinical trials. • Israel: Orgenesis Ltd. (the “Israeli Subsidiary”) is a research and technology center, as well as a provider of regulatory, clinical and pre-clinical services. The CDMO platform operates through Masthercell Global Inc. (“Masthercell Global”), which currently consists of the following subsidiaries: MaSTherCell S.A (“MaSTherCell”) in Belgium, Atvio Biotech Ltd. (“Atvio”) in Israel, CureCell Co., Ltd. (“CureCell”) in South Korea and Masthercell U.S. LLC in the United States (collectively, the “ Masthercell Global Subsidiaries”), having unique know-how and expertise for manufacturing in a multitude of cell types. Masthercell Global strives to provide services that are all compliant with GMP requirements, ensuring identity, purity, stability, potency and robustness of cell therapy products for clinical phase I, II, III and through commercialization. The Company operates its CDMO and POC business as two separate business segments. These condensed consolidated financial statements include the accounts of Orgenesis Inc. and its subsidiaries, including the U.S. Subsidiary, the Belgian Subsidiary, the Israeli Subsidiary, and the Masthercell Global Subsidiaries. As used in this report and unless otherwise indicated, the term “Company” refers to Orgenesis Inc. and its subsidiaries (“Subsidiaries”). Unless otherwise specified, all amounts are expressed in United States Dollars. b. Change in Fiscal Year End On October 22, 2018, the Board of Directors of the Company approved a change in the Company’s fiscal year end from November 30 to December 31 of each year. This change to the calendar year reporting cycle became effective on January 1, 2019. As a result of the change, the Company is reporting a December 2018 fiscal month transition period, the results of which are separately reported in this Quarterly Report on Form 10-Q for the calendar quarter ended March 31, 2019, and will be separately reported in future Quarterly Reports as of June 30, 2019, September 30, 2019 and in the Company’s Annual Report on Form 10-K for the calendar year ending December 31, 2019. The Company has included its unaudited condensed consolidated financial statements for the Transition Period in this report on Form 10-Q. As permitted under SEC rules, prior-period financial statements have not been recast as management believes (i) the three months ended March 31, 2019 are comparable to the three months ended February 28, 2018; and (ii) recasting prior-period results is not practicable or cost justified. c. Liquidity As of March 31, 2019, the Company has accumulated losses of approximately $73 million. Although the Company is showing positive revenues and gross profit trends on the CDMO platform, the Company expects to incur further losses in the POC business. To date, the Company has been funding operations primarily from proceeds raised from private placements of the Company’s equity securities and convertible debt, and from operating cash flows generated from POC business and CDMO platform. From December 1, 2018 through March 31, 2019, the Company received proceeds of approximately $9.6 million in revenues and accounts receivable from customers, $6.6 million from GPP, and $250 thousand from convertible loans. In addition, from April 1, 2019 through May 7, 2019, the Company raised approximately $500 thousand from a convertible loan ageement with a non-U.S. investor, and proceeds of approximately $4.6 million in accounts receivable from customers of Masthercell Global subsidiaries. In May 2019, the Company entered into a convertible loan agreement with an investor for an aggregate amount of $5 million (see Note 10). Based on its current cash resources and commitments, the Company believes it will be able to maintain its current planned development activities and expected level of expenditures for at least 12 months from the date of the issuance of the financial statements, although no assurance can be given that it will not need additional funds prior to such time. If there are unexpected increases in general and administrative expenses or research and development expenses, or decreases in revenues from customers, the Company will need to seek additional financing. Basis of Presentation These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. GAAP, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial statements. Accordingly, they do not contain all information and notes required by U.S. GAAP for annual financial statements. In the opinion of management, the unaudited condensed consolidated interim financial statements reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of the Company’s consolidated financial position as of March 31, 2019, and December 31, 2018, and the consolidated statements of comprehensive loss for the three months ended March 31, 2019 and one month transition period ended December 31, 2018, and the changes in equity and cash flows for the three-month period ended March 31, 2019 and one-month transition period ended December 31, 2018. The interim results are not necessarily indicative of the results to be expected for the year ending December 31, 2019. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended November 30, 2018.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2019
SIGNIFICANT ACCOUNTING POLICIES [Text Block]	NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES The accounting policies adopted are generally consistent with those of the previous financial year. Recently Issued Accounting Pronouncements- adopted by the Company ASC 606 - Revenue from Contracts with Customers On December 1, 2018, the Company adopted the new accounting standard ASC 606, Revenue from Contracts with Customers Revenue Recognition Prior to the Adoption of the New Revenue Standard Refer to Note 2 to the consolidated financial statements and critical accounting policies included in our Annual Report on Form 10-K for the year ended November 30, 2018, for a summary of our significant accounting policies. Revenue Recognition Following the Adoption of the New Revenue Standard The Company’s agreements are primarily service contracts that range in duration from a few months to one year. The Company recognizes revenue when control of these services is transferred to the customer for an amount, referred to as the transaction price, that reflects the consideration to which the Company is expected to be entitled in exchange for those goods or services. A contract with a customer exists only when: • the parties to the contract have approved it and are committed to perform their respective obligations; • the Company can identify each party’s rights regarding the distinct goods or services to be transferred (“performance obligations”); • the Company can determine the transaction price for the goods or services to be transferred; and • the contract has commercial substance and it is probable that the Company will collect the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. For the majority of its contracts, the Company receives non-refundable upfront payments. The Company does not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between the time of transfer of the promised goods or services to the customer and the time the customer pays for these goods or services to be generally one year or less. The Company’s credit terms to customers are in average between thirty and ninety days. The Company does not disclose the value of unsatisfied performance obligations for contracts with original expected duration of one year or less. Disaggregation of Revenue The following table disaggregates the Company’s revenues by major revenue streams. Transition Period, Three Months Ended One-Month Ended March 31, 2019 December 31, 2018 Revenue stream: Cell process development services $ 5,175 $ 1,488 Tech transfer services 1,830 364 Cell manufacturing services 296 - Total $ 7,301 $ 1,852 Nature of Revenue Streams The Company operates through two platforms: (i) a point-of-care (“POCare”) cell therapy platform (“POC”) and (ii) a Contract Development and Manufacturing Organization (“CDMO”) platform. Through its CDMO platform, the Company is focused on providing contract manufacturing and development services for biopharmaceutical companies. The Company’s other platform, POC, does not yet produce significant revenue. The Company has three main revenue streams from its CDMO platform: cell process development services, tech transfer services, and upon success, cell manufacturing services. Cell Process Development Services Revenue recognized under contracts for cell process development services may in some contracts represent multiple performance obligations (where promises to the customers are distinct) in circumstances in which the work packages and milestones are not interrelated or the customer is able to complete the services performed independently or by using competitors of the Company. In other contracts when the above circumstances are not met, the promises are not considered distinct and the contract represents one performance obligation. All performance obligations are satisfied over time, as there is no alternative use to the services it performs, since, in nature, those services are unique to the customer, which retain the ownership of the IP created through the process. Additionally, due to the non-refundable upfront payment the customer pays, together with the payment term and cancellation fine, it has a right to payment (which include a reasonable margin), at all times, for work completed to date, which is enforceable by law. For arrangements that include multiple performance obligations, the transaction price is allocated to the identified performance obligations based on their relative standalone selling prices. For these contracts, the standalone selling prices are based on the Company’s normal pricing practices when sold separately with consideration of market conditions and other factors, including customer demographics and geographic location. The Company measures the revenue to be recognized over time on a contract by contract basis, determining the use of either a cost-based input method or output method, depending on whichever best depicts the transfer of control over the life of the performance obligation. Tech Transfer Services Revenue recognized under contracts for tech transfer services are considered a single performance obligation, as all work packages (including data collection, GMP documentation, validation runs) and milestones are interrelated. Additionally, the customer is unable to complete services of work performed independently or by using competitors of the Company. Revenue is recognized over time using a cost-based based input method where progress on the performance obligation is measured by the proportion of actual costs incurred to the total costs expected to complete the contract. Cell Manufacturing Services Revenues from cell manufacturing services represent a single performance obligation which is recognized over time. The progress towards completion will continue to be measured on an output measure based on direct measurement of the value transferred to the customer (units produced). Significant Judgement and Estimate The cost-based and output methods of revenue recognition require the Company to make estimates of costs to complete its projects and the percentage of completeness on an ongoing basis. Significant judgment is required to evaluate assumptions related to these estimates. The effect of revisions to estimates related to the transaction price (including variable consideration relating to reimbursement on a cost-plus basis on certain expenses) or costs to complete a project are recorded in the period in which the estimate is revised. Practical Expedients As part of ASC 606, the Company has adopted several practical expedients including: • The Company has determined that it need not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between when the Company transfers a promised service to the customer and when the customer pays for that service will be one year or less. Reimbursed Expenses The Company includes reimbursed expenses in revenues and costs of revenue as the Company is primarily responsible for fulfilling the promise to provide the specified service, including the integration of the related services into a combined output to the customer, which are inseparable from the integrated service. These costs include such items as consumable, reagents, transportation and travel expenses, over which the Company has discretion in establishing prices. Change Orders Changes in the scope of work are common and can result in a change in transaction price, equipment used and payment terms. Change orders are evaluated on a contract-by-contract basis to determine if they should be accounted for as a new contract or as part of the existing contract. Generally, services from change orders are not distinct from the original performance obligation. As a result, the effect that the contract modification has on the contract revenue, and measure of progress, is recognized as an adjustment to revenue when they occur. Costs of Revenue Costs of revenue include (i) compensation and benefits for billable employees and personnel involved in production, data management and delivery, and the costs of acquiring and processing data for the Company’s information offerings; (ii) costs of staff directly involved with delivering CDMO services offerings and engagements (iii) consumables used for the services (iv) other expenses directly related to service contracts such as courier fees, laboratory supplies, professional services and travel expenses. Contract Assets and Liabilities Contract assets are mainly comprised of trade receivables net of allowance for doubtful debts, which includes amounts billed and currently due from customers. Contract liabilities are mainly comprised of contract liabilities. The activity for trade receivables is comprised of: Three Months Transition Period, Ended March 31, One-month Ended 2019 December 31, 2018 Balance as of beginning of period $ 3,226 $ 4,151 Additions 6,195 1,612 Collections (3,346 ) (2,561 ) Exchange rate differences (100 ) 24 Balance as of end of period $ 5,975 $ 3,226 The activity for contract liabilities is comprised of: Three Months Transition Period, Ended March 31, One-month ended 2019 December 31, 2018 Balance as of beginning of period $ 5,175 $ 5,317 Adoption of ASC 606: - (8 ) Additions 3,655 28 Realizations (1,193 ) (251 ) Exchange rate differences (104 ) 89 Balance as of end of period $ 7,533 $ 5,175 ASU 2018-07 Stock based Compensation In June 2018, the FASB issued ASU 2018-07, “Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” This guidance simplifies the accounting for non-employee share-based payment transactions. The amendments specify that ASC 718 applies to all share-based payment transactions in which a grantor acquires goods and services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The standard is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606, “Revenue from Contracts with Customers”. This standard, adopted as of January 1, 2019, had no material impact on the Company’s consolidated financial statements for the three months ended March 31, 2019. ASC 842 - Leases In February 2016, the FASB issued ASU 2016-02, “Leases”, on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). ASC 842 supersedes the previous leases standard, ASC 840, "Leases". The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use ("ROU") asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. In July 2018, the FASB issued amendments in ASU 2018-11, which provide another transition method in addition to the existing transition method, by allowing entities to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, and to not apply the new guidance in the comparative periods they present in the financial statements. The guidance is effective for the interim and annual periods beginning on or after December 15, 2018. The Company has elected to apply the standard retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment. The Company adopted the new leases standard as of January 1, 2019 using the transition method that provides for a cumulative-effect adjustment to retained earnings upon adoption. The Consolidated Financial Statements for the three months ended March 31, 2019 are presented under the new standard, while comparative period and transition period presented are not adjusted and continue to be reported in accordance with the historical accounting policy. For more information, see note 8.

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
	Mar. 31, 2019
SEGMENT INFORMATION [Text Block]	NOTE 3 - SEGMENT INFORMATION The Chief Executive Officer ("CEO") is the Company’s chief operating decision-maker ("CODM"). Management has determined that there are two operating segments, based on the Company's organizational structure, its business activities and information reviewed by the CODM for the purposes of allocating resources and assessing performance. POC Business Through the POC business, the Company is focused on the development of proprietary cell and gene therapies, including the autologous trans-differentiation technology, and therapeutic collaborations and licensing with other pre-clinical and clinical-stage biopharmaceutical companies and research and healthcare institutes. CDMO The CDMO platform is comprised of a specialization in cell manufacturing and development and includes two types of services to its customers: (i) manufacturing and development services and (ii) cGMP contract manufacturing services. The CDMO platform operates through Masthercell Global, which currently consists of MaSTherCell in Belgium, Atvio in Israel, CureCell in South Korea, and Masthercell U.S. LLC in the United States, each having unique know-how and expertise for manufacturing in a multitude of cell types. The Company does not review assets by segment, therefore the measure of assets has not been disclosed for each segment. Segment data for the three months ended March 31, 2019 is as follows: POC Corporate and CDMO Business Eliminations Consolidated (in th ousands) Revenues from external customers $ 8,573 $ - $ (1,272 ) $ 7,301 Cost of revenues (4,709 ) - 698 (4,011 ) Segment gross profit (loss) 3,864 - (574 ) 3,290 Research and development expenses, net (293 ) (2,378 ) 455 (2,216 ) Operating expenses (3,036 ) (1,815 ) 119 (4,732 ) Other income 37 - 37 Segment operating profit (loss) $ 572 $ (4,193 ) $ (3,621 ) Adjustments to presentation of segment Adjusted EBIT: Depreciation and amortization (933 ) (5 ) (938 ) Segment performance $ (361 ) (4,198 ) $ (4,559 ) Reconciliation of segment performance to loss for the three months ended March 31, 2019: Three-Months Ended March 31, 2019 (in Thousands) Segment performance $ (4,559 ) Stock-based compensation (1,073 ) Stock-based compensation to First Choice ( 2,641 ) Financial expenses, net (140 ) Loss before income tax $ (8,413 ) Segment data for the three months ended February 28, 2018 is as follows: POC Corporate and CDMO Business Eliminations Consolidated (in tho usands) Revenues from external customers $ 3,181 $ - $ (545 ) $ 2,636 Cost of revenues (1,725 ) - 240 (1,485 ) Segment gross profit (loss) 1,456 - (305 ) 1,151 Research and development expenses, net - (887 ) 305 (582 ) Operating expenses (1,080 ) (1,356 ) (2,436 ) Other income 316 - 316 Segment operating profit (loss) $ 692 $ (2,243 ) $ (1,551 ) Adjustments to presentation of segment Adjusted EBIT: Depreciation and amortization (595 ) (2 ) (597 ) Segment performance $ 97 (2,245 ) $ (2,148 ) Reconciliation of segment performance to loss for the three months ended February 28, 2018: Three-Months Ended February 28, 2018 (in Thousands) Segment performance $ (2,148 ) Stock-based compensation (1,090 ) Financial expenses, net (2,681 ) Share in losses of associated company 46 Loss before income tax $ (5,873 ) Segment data for the one-month transition period ended December 31, 2018 is as follows: POC Corporate and CDMO Business Eliminations Consolidated (in th ousands) Revenues from external customers $ 2,377 $ - $ (525 ) $ 1,852 Cost of revenues (1,314 ) - 167 (1,147 ) Segment gross profit (loss) 1,063 - (358 ) 705 Research and development expenses, net (78 ) (1,573 ) 301 (1,350 ) Operating expenses (776 ) (600 ) 57 (1,319 ) Other income - - - Segment operating profit (loss) $ 209 $ (2,173 ) - $ (1,964 ) Adjustments to presentation of segment Adjusted EBIT: Depreciation and amortization (264 ) (1 ) (265 ) Segment performance $ (55 ) (2,174 ) $ (2,229 ) Reconciliation of segment performance to loss for the transition period, one-month ended December 31, 2018: Transition Period, one- month ended December 31, 2018 (in Thousands) Segment performance $ (2,229 ) Stock-based compensation (734 ) Financial expenses, net (27 ) Loss before income tax $ (2,990 ) Geographic, Product and Customer Information Most of the Company's revenues and long-lived assets are located in Belgium through its subsidiary, MaSTherCell. Net revenues from single customers from the CDMO segment that exceed 10% of total net revenues are: Three Months Ended Transition Period One-month Ended March 31, 2019 February 28, 2018 December 31, 2018 (in thousands) Customer A $ - $ 894 $ - Customer B $ 2,215 $ 957 $ 593 Customer C $ 1,554 $ 971 $ 267 Customer D $ 765 $ - $ 266 Customer E $ 1,308 $ - $ 266

CONVERTIBLE LOANS

CONVERTIBLE LOANS	3 Months Ended
	Mar. 31, 2019
CONVERTIBLE LOANS [Text Block]	NOTE 4– CONVERTIBLE LOANS As described in Note 8a (i) to the financial statements as of November 30, 2018, from December 1, 2018 to March 31, 2019, the Company entered into a convertible loan agreement with an offshore investor for an aggregate amount of $250 thousand. The loan bears an annual interest rate of 2% and matures in three years unless converted earlier. The investor, at its option, may convert the outstanding principal amount and accrued interest under this note into a total of 35,714 shares and 35,714 three-year warrants to purchase up to an additional 35,714 shares of the Company’s common stock at a per share exercise price of $7. During the first two years, the investor also has the right to convert the outstanding principal amount and accrued interest of the convertible notes instead into shares of capital stock of either Hemogenyx-Cell or Immugenyx, LLC according under the relevant note agreement, subsidiaries of Hemogenyx Pharmaceuticals Plc, at a price per share based on a pre-money valuation of Hemogenyx-Cell or Immugenyx, LLC of $12 million and $8 million, respectively, pursuant to the collaboration agreement with Hemogenyx Pharmaceuticals Plc and Immugenyx, LLC. As of March 31, 2019, the loans are presented in the long-term convertible notes on the consolidated balance sheet. See also Note 5.

COLLABORATIONS, LICENSE AGREEME

COLLABORATIONS, LICENSE AGREEMENTS AND COMMITMENTS	3 Months Ended
	Mar. 31, 2019
COLLABORATIONS, LICENSE AGREEMENTS AND COMMITMENTS [Text Block]	NOTE 5 – COLLABORATIONS, LICENSE AGREEMENTS AND COMMITMENTS Consolidation of CDMO Entities and Strategic Funding As described in Note 10 to the financial statements as of November 30, 2018, in June 2018, the Company, Masthercell Global, and Great Point Partners, LLC, and certain of Great Point’s affiliates, entered into a series of definitive strategic agreements intended to finance, strengthen and expand Orgenesis’ CDMO business. An initial cash payment of $11.8 million of the consideration was remitted at closing by GPP-II ($1.5 Million of the initial capital contributed to Masthercell Global was used to reimburse the investors for their fees and expenses incurred in conjunction with this transaction (net payment of $10.3 million)), with a follow up payment of $6.6 million to be made in each of years 2018 and 2019 or an aggregate of $13.2 million if certain conditions are met. Masthercell Global achieved the specified targets in 2018 and as such, Masthercell Global received the first payment of $6.6 million on January 16, 2019. HekaBio K.K As described in Note 10 to the financial statements as of November 30, 2018, on July 10, 2018, the Company and HekaBio K.K. (“HB”), a corporation organized under the laws of Japan entered into a Joint Venture Agreement (the “HB JVA”) pursuant to which the parties will collaborate in the clinical development and commercialization of regeneration and cell and gene therapeutic products (hereinafter the “Products”) in Japan (the “Project”). On February 14, 2019, the Company entered into a Master Services Agreement with HekaBio whereby the Company, subject to mutually agreed timing and definition of the scope of services, will provide POC services and co-development services to HekaBio. Apart from the above, there was no activity in the HB JVA during the transition period of one month ended December 31, 2018 and three months ended March 31, 2019. Image Securities Ltd. As described in Note 10 to the financial statements as of November 30, 2018, on July 11, 2018, the Company and Image Securities Ltd., a corporation with its registered office in Grand Cayman, Grand Cayman Islands (“India Partner”) entered into a Joint Venture Agreement (the “India JVA”) pursuant to which the parties will collaborate in the development and/or marketing, clinical development and commercialization of cell therapy products in India (the “Cell Therapy Products”). The India Partner will collaborate with a network of healthcare facilities and a healthcare infrastructure as well as financial partners to advance the development and commercialization of the Cell Therapy Products. During February 2019 the Company transferred a further $1 M to India JVA. As of March 31, 2019, the Company had advanced $2 million in total to the JV, reflected in the Balance Sheet as loan to related party under non-current assets (held under escrow). As part of the agreement, the Indian joint venture will procure consulting services from the Company. On February 14, 2019, the Company entered into a Master Services Agreement for the provision of certain consulting services. The Company, subject to mutually agreed timing and definition of the scope of services, will provide regulatory services, pre-clinical studies, Intellectual property services, POC services and co-development services to the joint venture. The first payment of $1 million for these consulting services was received during February 2019 and has been recognized as income received in advance on the balance sheet. Apart from the above, there was no activity in the Indian JVA during the transition period of one month ended December 31, 2018 and the three months ended March 31, 2019. Hemogenyx Pharmaceuticals PLC. As described in Note 10 to the financial statements as of November 30, 2018, on October 18, 2018, the Company and Hemogenyx Pharmaceuticals PLC., a corporation with its registered office in the United Kingdom and Hemogenyx-Cell (“H-Cell"), a corporation with its registered office in Belgium (together “Hemo”) which are engaged in the development of cell replacement bone marrow therapy technology entered into a Collaboration Agreement (the “Hemo agreement”) pursuant to which the parties will collaborate in the funding of the continued development of, and commercialization of the Hemo technology via the Hemo group companies. Pursuant to the Hemo agreement the Company and Hemogenyx LLC (“Hemo-LLC”) (a wholly owned USA subsidiary of Hemo) entered into a loan agreement. During the transition period of one month ended December 31, 2018, the Company advanced an additional $0.25 million under the loan agreement which was charged to expenses under ASC 730-10-50 and 20 - 50 and presented as research and development costs. Immugenyx LLC As described in Note 10 to the financial statements as of November 30, 2018, on October 16, 2018, the Company and Immugenyx LLC, (“Immu”), which is engaged in the development of technology related to the production and use of humanized mice, entered into a Collaboration Agreement (the “Immu agreement”) pursuant to which the parties will collaborate in the funding of the continued development of, and commercialization of the Immu technology. Pursuant to the Immu agreement the Company and Immu entered into a loan agreement. During the transition period of one month ended December 31, 2018, the Company advanced an additional $0.25 million under the loan agreement which was charged to expenses under ASC 730-10-50 and ASC 20-50 and presented as research and development costs.. Theracell Advanced Biotechnology On February 14, 2019, the Company and Theracell Advanced Biotechnology (“Theracell”), a corporation organized under the laws of Greece entered into a Joint Venture Agreement (the “JVA”) pursuant to which the parties will collaborate in the clinical development and commercialization of the Company’s products (hereinafter the “Company Products”) in Greece, Turkey, Cyprus and Balkan countries (the “Territory”) and the clinical development and commercialization of Theracell’s products (hereinafter the “Theracell Products”) worldwide (the “Project”). The parties intend to pursue the Project through a joint venture (“JV”). Until the JV is set up, all activities will be carried out by Theracell. The Company by itself, or together with a designee, will hold a 50% participating interest in the JV, with the remaining 50% participating interest being held by Theracell or its affiliate following the contribution of each party to the JV. The JV will have a steering committee that will act as the Board of the JV and shall be composed of two members appointed by each party and one industry expert. Under the JVA, each party shall invest up to $10 million in funding, of which $5 million shall be provided in the form of in-kind contributions. Each party shall also have the right to invest an additional $10 million as a convertible loan, if such financing is determined to be necessary by the steering committee of the JV (“Additional Investment Round”). The terms of such investment, if any, will be on terms mutually agreeable to the parties, provided that the minimum pre-money valuation for any such investment shall not be less than $20 million and if one party invests pursuant to this option and the other does not invest at that time, the other party has a right to make the necessary investment to retain their pro rata share for a period of 2 years. Under the JVA, the Company can require Theracell to sell to the Company its participating (including equity) interest in the JV Company in consideration for the issuance of the Company’s common stock based on an agreed upon formula for determining JV Company valuation which in no event shall be less than the higher of (i) $20 million, (ii) two times the revenues of the JV, (iii) four times the EBITDA of the JV or (iv) the valuation of the JV in its last Additional Investment Round. In addition, if the parties decide to sell the JV, they will agree on the terms to be offered. In addition, under the JVA, the Company shall, subject to fulfilment of Theracell’s terms to the JV, grant the JV Company an exclusive license to certain intellectual property of the Company as may be required for the JV Company to develop and commercialize the Products in the Territory. In consideration of such license, the JV Company shall pay the Company, in addition to other payments, royalties at the rate of 15% of the JV Company’s net sales of Company Products in the Territory. In addition, under the JVA, Theracell shall, subject to fulfilment of the Company’s terms to the JV, grant the JV Company an exclusive license to certain intellectual property of Theracell as may be required for the JV Company to develop and commercialize the Products globally. In consideration of such license, the JV Company shall pay Theracell, in addition to other payments, royalties at the rate of 15% of the JV Company’s worldwide net sales of Theracell Products. Any new inventions discovered during the Project shall belong to the JV and will be licensed to the Company on a non-exclusive, worldwide (other than the Territory), royalty free basis. On February 14, 2019, the Company entered into a Master Services Agreement with Theracell whereby the Company, subject to mutually agreed timing and definition of the scope of services, provide regulatory services, pre-clinical studies, intellectual property services, GMP process translation services and co-development services to Theracell during 2019. Apart from the above, there was no activity in the Theracell JVA. First Choice International Company, Inc. On March 12, 2019, the Company and First Choice International Company, Inc., (“First Choice”), a corporation organized under the laws of Delaware entered into a Joint Venture Agreement (the “JVA”) pursuant to which the parties will collaborate in the clinical development and commercialization of the Company’s products (hereinafter the “Company Products”) in Panama and certain Latin American Countries (the “Territory”) and the clinical development and commercialization of First Choice’s products (hereinafter the “First Choice Products”) worldwide (other than in the Territory) (the “Project”). The parties intend to pursue the Project through a joint venture (“JV”). Until the JV is set up, all activities will be carried out by First Choice. The Company by itself, or together with a designee, will hold a 50% participating interest in the JV, with the remaining 50% participating interest being held by First Choice or its affiliate or other party following the contribution of each party to the JV. The JV will have a steering committee that will act as the Board of the JV and shall be composed of two members appointed by each party and one industry expert. Under the JVA, each party shall invest up to $5 million in funding, of which some of this investment may be provided in the form of in-kind contributions within three years. Each party shall also have the right to invest additional funds in the JV (which such investment(s) may also be in the form of a convertible loan), if such financing is determined to be necessary by the steering committee of the JV or to maintain such Party’s pro-rata share of the Company (“Additional Investment Round”). In order to compensate First Choice for the work that has already been completed, the Company paid First Choice $50,000 and will thereafter pay an additional $50,000. In addition, it has issued to First Choice 375,000 shares of Common Stock and will issue another 150,000 shares in September 2019. These payments and value of Common Stock issued in the amount of $2.6 Million were charged to Research and Development expenses in the quarter ended March 31, 2019 under ASC 730-10-50 and ASC 20-50. Each of the Company and First Choice shall provide strategic guidance and the Company shall provide hospital (management) services to the JV, among other services as shall be set forth in a Master Services Agreement to be negotiated in good faith and entered into by the Parties. Under the JVA, the Company can require First Choice to sell to the Company its participating (including equity) interest in the JV in consideration for the issuance of the Company’s common stock based on an agreed upon formula for determining JV Company valuation shall divided by the weighted average price of Orgenesis’ common stock during the three (3) trading day preceding the closing of such sale. The JV valuation will be the higher of (i) two times the revenues of the JV, (ii) four times the EBITDA of the JV or (iv) the valuation of the JV in its last Additional Investment Round. In addition, if the parties decide to sell the JV, they will agree on the terms to be offered. In addition, under the JVA, the Company shall, subject to fulfilment of First Choice’s obligations to the JV, grant the JV an exclusive license to certain intellectual property of the Company as may be required for the JV to develop and commercialize the Products in the Territory, subject to minimum sales obligations. In consideration of such license, the JV shall pay the Company, in addition to other payments, royalties at the rate of 15% of the JV net sales of Company Products in the Territory. In addition, under the JVA, First Choice shall, subject to fulfilment of the Company’s obligations to the JV, grant the JV an exclusive license to certain intellectual property of First Choice as may be required for the JV to develop and commercialize the Products globally. In consideration of such license, the JV shall pay First Choice, in addition to other payments, royalties at the rate of 15% of the JV’s worldwide net sales of First Choice Products. Additionally, and for separate consideration, First Choice shall be granted a limited, non-exclusive license to certain rights relating to the Human Papilloma Virus. Any new inventions discovered during the Project shall belong to the JV and will be licensed to the Company on a non-exclusive, worldwide (other than the Territory), royalty free basis. At the request of Orgenesis, the Parties shall discuss between them in good faith the terms upon which Orgenesis may convert its Participating Interests in the JV into streaming royalties based on JV’s revenues. Apart from the above, there was no activity in the First Choice JVA. Cure Therapeutics Collaboration Agreement As described in Note 10 to the financial statements as of November 30, 2018, during 2018, the Company and Cure Therapeutics entered into a collaboration agreement for the development of therapies based on liver and NK cells. $331 thousand was charged during the one month ended December 31, 2018 and $166 thousand was charged during the three months ended March 31, 2019. As of March 31, 2019, the Development Project has not been completed. As part of the agreement, Cure Therapeutics has subcontracted development and contract manufacturing activities to CureCell. $82 thousand was recognized during the one month ended December 31, 2018 and $208 thousand was recognised during the three months ended March 31, 2019. Grants In December 2018, the Belgian subsidiary received the approval of a new grant from the Walloon Region for financial support of a maximum of Euro 317 thousand ($350 thousand in USD) in a program for the development of gene-therapy research for diabetes 1 treatment. The program is planned to start in 2019 for a 2 -year period until 2021. In the first quarter of 2019 the Belgian subsidiary received an advance payment of grant in the amount of Euro 80 thousand ($90 thousand in USD). In February 2019, the Israeli subsidiary and a Canadian partner received the approval of a new grant from the Canada-Israel Industrial Research and Development Foundation for financial support in a program for pre-clinical development of insulin producing cells using advanced gene delivery platforms. In terms of the grant, the Israeli subsidiary can receive support of up to 100 Thousand Canadian Dollars ($75 Thousand in USD). The program is planned to start in 2019 for a 2 -year period until 2021. See Note 8 regarding Lease commitments.

STOCK BASED COMPENSATION

STOCK BASED COMPENSATION	3 Months Ended
	Mar. 31, 2019
STOCK BASED COMPENSATION [Text Block]	NOTE 6 – STOCK BASED COMPENSATION a. Options Granted to employees The table below summarizes the terms of options for the purchase of shares in the Company granted to employees during the period from January 1, 2019 to March 31, 2019: No. of Fair Value at Options Exercise Grant Expiration Granted Price Vesting Period ( in thousands ) Period Quarterly over a The fair valuation of these option grants is based on the following assumptions: During the Period from January 1, 2019 to March 31, 2019 Value of one common share $5.07 Dividend yield 0% Expected stock price volatility 91.25% Risk free interest rate 2.47% Expected term (years) 5.56 b. Options Granted to non-employees The table below summarizes all the options for the purchase of shares in the Company granted to consultants and service providers during the period from January 1, 2019 to March 31, 2019: No. of Fair Value at Options Exercise Grant Expiration Granted Price Vesting Period ( in thousands ) Period 20% immediately and The fair valuation of these option grants is based on the following assumptions: During the Period from January 1, 2019 to March 31, 2019 Value of one common share $5.07 Dividend yield 0% Expected stock price volatility 91.77% Risk free interest rate 2.62% Expected term (years) 10 c. Shares and Warrants for the purchase of shares in the Company ranted to non-employees During December 2018, the Company granted to consultants 2,858 warrants, each exercisable at $7.00 per share for three years. The fair value of those warrants as of the date of grant using the Black-Scholes valuation model was $8 thousand. In December 2018, the Company entered into an investor relation services, marketing and related services agreement. Under the terms of the agreement, the Company agreed to grant the consultant 10,000 shares of restricted common stock, of which the first 2,500 shares vested on the signing date, and 7,500 shares are to vest monthly over 3 months commencing January 2019. As of March 31, 2019, 10,000 shares were fully vested. The fair value of the shares was $51 thousand using the fair value of the shares on the vesting dates, out of which $14 thousand was recognized during the one month ended December 31, 2018 and $37 thousand was recognized during the three months ended March 31, 2019. In December 2018, the Company entered into another investor relations services, marketing and related services agreement. Under the terms of the agreement, the Company agreed to grant the consultant 40,000 shares of restricted common stock, of which the first 6,667 shares vested on the signing date, and 33,333 shares are to vest monthly over 5 months commencing January 2019. As of March 31, 2019, 26,667 shares are vested. The fair value of the shares was $137 thousand using the fair value of the shares at the vesting date, out of which $37 thousand was recognized during the one month ended December 31, 2018 and $100 thousand was recognized during the three months ended March 31, 2019. d. Options Granted to employees of Masthercell Global for the purchase of shares in Masthercell Global The rows below summarize the terms of options granted to employees of Masthercell Global INC during the period from December 1, 2018 to December 31, 2018 and January 1, 2019 to March 31, 2019, respectively: No. of Fair Value at Options Exercise Grant Expiration Granted Price Vesting Period ( in thousands ) Period Over 5 years. Over 5 years. The fair valuation of these option grants is based on the following assumptions: December 1, 2018 to March 31, 2019 Value of one common share $12.28 Dividend yield 0% Expected stock price volatility 69% Risk free interest rate 2.78% Expected term (years) 7

LOSS PER SHARE

LOSS PER SHARE	3 Months Ended
	Mar. 31, 2019
LOSS PER SHARE [Text Block]	NOTE 7 – LOSS PER SHARE The following table sets forth the calculation of basic and diluted loss per share for the period indicated: Transition Period One Three M ont hs Ended Month Ended March 31, February 28, December 31, 2019 2018 2018 (in th ousands, except per share data) Basic: Net loss attributable to Orgenesis Inc. $ 8,311 $ 5,611 $ 2,744 Adjustment of redeemable non-controlling interest to redemption amount 242 - 180 Net loss attributable to Orgenesis Inc. for loss per share 8,553 5,611 2,924 Weighted average number of common shares outstanding 15,571,568 10,775,877 15,423,040 Loss per common share $ 0.55 $ 0.52 $ 0.19 Diluted Net loss attributable to Orgenesis Inc. for loss per share 8,553 5,611 2,924 Weighted average number of shares used in the computation of basic and diluted loss per share 15,571,568 10,775,877 15,423,040 Loss per common share $ 0.55 $ 0.52 $ 0.19 For the one month ended December 31, 2018 and the three months ended March 31, 2019, all outstanding convertible notes, options and warrants have been excluded from the calculation of the diluted net loss per share since their effect was anti-dilutive. Diluted loss per share does not include 4,981,019 shares underlying outstanding options and warrants and 1,176,286 shares upon conversion of convertible loans for the three months ended February 28, 2018, because the effect of their inclusion in the computation would be anti-dilutive.

LEASES

LEASES	3 Months Ended
	Mar. 31, 2019
LEASES [Text Block]	NOTE 8 – LEASES As of January 1, 2019, the Company adopted ASU No. 2016-02, “Leases (Topic 842),” which requires leases with durations greater than twelve months to be recognized on the balance sheet. The Company adopted the standard using the modified retrospective approach with an effective date as of the beginning of our fiscal year, January 1, 2019. The total impact of the adoption of this standard at January 1, 2019 was an increase of assets and liabilities in the amount of $3,226 thousand. Prior year financial statements were not recast under the new standard and, therefore, those amounts are not presented below. The Company elected the package of transition provisions available for expired or existing contracts, which allowed us to carryforward our historical assessments of (1) whether contracts are or contain leases, (2) lease classification and (3) initial direct costs. The Company leases research and development facilities, equipment, offices and cars under finance and operating leases. For leases with terms greater than 12 months, the Company record the related asset and obligation at the present value of lease payments over the term. Many of the leases include rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. The Company leases do not provide a readily determinable implicit rate. Therefore, the Company estimated the incremental borrowing rate to discount the lease payments based on information available at lease commencement. Research and Development facilities The Company leases space for its CDMO facilities and research and development facilities in Belgium, Israel, South Korea and the United States of America under five lease agreements of operating leases. The leasing contracts are for a period of 3 - 16 years. Equipment The Company leases laboratory equipment in Belgium under several agreements of finance leases. The equipment is the basic material for our new production center (as Incubator, laminar flow and bio-reactor). Each leasing contract is concluded for a period of 5 years. Offices The Company leases space for offices in Belgium, Korea, Israel and the United States of America under operating leases. The leasing contract are for a period of 1.5 - 16 years. These contracts are considered as operational leasing and under operating lease right-of-use assets. Cars The Company leases cars. Each leasing contract is concluded for a period of 4 years. These contracts are considered as operational leasing and operating lease right-of-use assets. Lease Position The table below presents the lease-related assets and liabilities recorded on the balance sheet. March 31, 2019 Assets Operating Leases Operating lease right-of-use assets $ 14,354 Finance Leases Property and equipment, gross $ 1,056 Accumulated depreciation (88 ) Property and equipment, net 968 Liabilities Current liabilities Current maturities of operating leases 1,291 Current maturities of long-term finance 232 Long-term liabilities Non-current operating leases 11,816 Long-term finance leases 641 Weighted Average Remaining Lease Term Operating leases 12 years Finance leases 3.5 years Weighted Average Discount Rate Operating leases 7% Finance leases 4.71% Lease Costs The table below present certain information related to lease costs and finance and operating leases during the three months ended March 31, 2019. Three-Months Ended March 31, 2019 Operating lease cost: $ 324 Finance lease cost: Amortization of leased assets 57 Interest on lease liabilities 14 Total finance lease cost $ 71 The table below presents supplemental cash flow information related to leases during the three months ended March 31, 2019: Three Months Ended March 31, 2019 (in Thousands) Cash paid for amounts included in the measurement of leases liabilities: Operating cash flows from operating leases $ 1,595 Operating cash flows from finance leases 76 Right-of-use assets obtained in exchange for lease obligations: Operating leases 11,332 Finance leases - Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the finance lease liabilities and operating lease liabilities recorded on the balance sheet. Operating Finance Leases Leases Year ended December 31, Remaining months 2019 $ 1,203 $ 295 2020 1,995 393 2021 1,418 209 2022 1,506 174 2023 1,551 108 Thereafter 14,661 - Total minimum lease payments 22,334 1,179 Less: amount of lease payments representing interest (9,227 ) (306 ) Present value of future minimum lease payments 13,107 873 Less: Current leases obligations (1,291 ) (232 ) Long-term leases obligations $ 11,816 $ 641 Future minimum lease payments as of November 30, 2018 Future minimum lease commitments under non-cancelable operating lease agreements are as follows: 2019 $ 783 2020 626 2021 and thereafter 3,504 Total $ 4,913 Future minimum lease payments as of December 31, 2018 No material change in the month ended December 31, 2018 Lease facilities in the USA During January 2019, Masthercell U.S., LLC executed a lease agreement for production facilities in the United States. Under the terms of the agreement, Masthercell U.S., LLC leased approximately 32,011 square feet for 180 months. Masthercell U.S., LLC advanced $1.6 million on account of a security deposit, tenant improvement allowance and prepaid base rent.

TRANSITION PERIOD

TRANSITION PERIOD	3 Months Ended
	Mar. 31, 2019
TRANSITION PERIOD [Text Block]	NOTE 9 – TRANSITION PERIOD Comparable Financial Information In conjunction with the Company's change in fiscal year end, the Company had a Transition Period of one month that began on December 1, 2018 and ended on December 31, 2018. The most comparable prior-year period, is the one month ended December 31, 2017. The following table presents certain financial information during the periods presented: Transition Period Comparable Period December 1 to December 1 to December 31, December 31, 2018 2017 Total revenue 1,852 802 Operating loss (2,963 ) (1,349 ) Income tax benefit (83 ) (132 ) Net loss (2,907 ) (2,056 ) Net loss per weighted-average share, basic (0.19 ) (0.20 ) Net loss per weighted-average share, diluted (0.19 ) (0.20 ) Weighted-average shares, basic 15,423,040 10,367,472 Weighted-average shares, diluted 15,423,040 10,367,472

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2019
SUBSEQUENT EVENTS [Text Block]	NOTE 10 - SUBSEQUENT EVENTS 1. In April 2019, the Company entered into a convertible loan agreement with an offshore investor for an aggregate amount of $500 thousand into the U.S. subsidiary. The investor, at its option, may convert the outstanding principal amount and accrued interest under this note into shares and three-year warrants to purchase shares of the Company’s common stock at a per share exercise price of $7 ; or into shares of the U.S. subsidiary at a valuation of the U.S. subsidiary of $50 million. 2. In May 2019, the Company entered into a 6% convertible loan agreement with an investor for an aggregate amount of $5 million. The lender shall be entitled, at any time prior to or no later than the maturity date, to convert the outstanding amount, into units of (1) shares of common stock of the Company at a conversion price per share equal to $7.00 and (2) warrants to purchase an equal number of additional shares of the Company’s common stock at a price of $7.00 per share. 3. On May 6, 2019 (Effective date), the Company and KinerjaPay Corp., a Delaware corporation entered into a Joint Venture Agreement (the “Singapore JVA”) pursuant to which the parties will collaborate in the clinical development and commercialization of the Company’s products in Singapore and the introduction of KinerjaPay products which will be offered for sale by the Company globally outside Singapore. The parties intend to pursue the joint venture through a newly established company (hereinafter the “JV Company”) which the Company by itself, or together with a designee, will hold a 51% participating interest therein, with the remaining 49% participating interest being held by KinerjaPay Corp. Under the JVA, each party may invest up to $5 million. Funding may be provided in part in the form of convertible loans, in-kind contributions, including Intellectual Property (“IP”), and services related to advancement of the JV. The Company’s in-kind contribution may be in the form of 250,000 shares of the Company’s restricted stock, issuable to KinerjaPay or KinerjaPay designated third party (instead of to the JV Entity) on the Effective Date and to be held in escrow by the Company to be released to KinerjaPay in accordance with terms and conditions in return for services to be provided by KinerjaPay or KinerjaPay designated third party as will be mutually agreed between the Parties. Under the JVA, the Company can require KinerjaPay to sell to the Company its participating (including equity) interest in the JV Company in consideration for the issuance of the Company’s common stock based on an agreed upon formula for determining JV Company valuation.

Summary of Significant Accounti

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2019
ASC 606 - Revenue from Contracts with Customers [Policy Text Block]	ASC 606 - Revenue from Contracts with Customers On December 1, 2018, the Company adopted the new accounting standard ASC 606, Revenue from Contracts with Customers Revenue Recognition Prior to the Adoption of the New Revenue Standard Refer to Note 2 to the consolidated financial statements and critical accounting policies included in our Annual Report on Form 10-K for the year ended November 30, 2018, for a summary of our significant accounting policies. Revenue Recognition Following the Adoption of the New Revenue Standard The Company’s agreements are primarily service contracts that range in duration from a few months to one year. The Company recognizes revenue when control of these services is transferred to the customer for an amount, referred to as the transaction price, that reflects the consideration to which the Company is expected to be entitled in exchange for those goods or services. A contract with a customer exists only when: • the parties to the contract have approved it and are committed to perform their respective obligations; • the Company can identify each party’s rights regarding the distinct goods or services to be transferred (“performance obligations”); • the Company can determine the transaction price for the goods or services to be transferred; and • the contract has commercial substance and it is probable that the Company will collect the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. For the majority of its contracts, the Company receives non-refundable upfront payments. The Company does not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between the time of transfer of the promised goods or services to the customer and the time the customer pays for these goods or services to be generally one year or less. The Company’s credit terms to customers are in average between thirty and ninety days. The Company does not disclose the value of unsatisfied performance obligations for contracts with original expected duration of one year or less. Disaggregation of Revenue The following table disaggregates the Company’s revenues by major revenue streams. Transition Period, Three Months Ended One-Month Ended March 31, 2019 December 31, 2018 Revenue stream: Cell process development services $ 5,175 $ 1,488 Tech transfer services 1,830 364 Cell manufacturing services 296 - Total $ 7,301 $ 1,852 Nature of Revenue Streams The Company operates through two platforms: (i) a point-of-care (“POCare”) cell therapy platform (“POC”) and (ii) a Contract Development and Manufacturing Organization (“CDMO”) platform. Through its CDMO platform, the Company is focused on providing contract manufacturing and development services for biopharmaceutical companies. The Company’s other platform, POC, does not yet produce significant revenue. The Company has three main revenue streams from its CDMO platform: cell process development services, tech transfer services, and upon success, cell manufacturing services.
Cell Process Development Services [Policy Text Block]	Cell Process Development Services Revenue recognized under contracts for cell process development services may in some contracts represent multiple performance obligations (where promises to the customers are distinct) in circumstances in which the work packages and milestones are not interrelated or the customer is able to complete the services performed independently or by using competitors of the Company. In other contracts when the above circumstances are not met, the promises are not considered distinct and the contract represents one performance obligation. All performance obligations are satisfied over time, as there is no alternative use to the services it performs, since, in nature, those services are unique to the customer, which retain the ownership of the IP created through the process. Additionally, due to the non-refundable upfront payment the customer pays, together with the payment term and cancellation fine, it has a right to payment (which include a reasonable margin), at all times, for work completed to date, which is enforceable by law. For arrangements that include multiple performance obligations, the transaction price is allocated to the identified performance obligations based on their relative standalone selling prices. For these contracts, the standalone selling prices are based on the Company’s normal pricing practices when sold separately with consideration of market conditions and other factors, including customer demographics and geographic location. The Company measures the revenue to be recognized over time on a contract by contract basis, determining the use of either a cost-based input method or output method, depending on whichever best depicts the transfer of control over the life of the performance obligation.
Tech Transfer Services [Policy Text Block]	Tech Transfer Services Revenue recognized under contracts for tech transfer services are considered a single performance obligation, as all work packages (including data collection, GMP documentation, validation runs) and milestones are interrelated. Additionally, the customer is unable to complete services of work performed independently or by using competitors of the Company. Revenue is recognized over time using a cost-based based input method where progress on the performance obligation is measured by the proportion of actual costs incurred to the total costs expected to complete the contract.
Cell Manufacturing Services [Policy Text Block]	Cell Manufacturing Services Revenues from cell manufacturing services represent a single performance obligation which is recognized over time. The progress towards completion will continue to be measured on an output measure based on direct measurement of the value transferred to the customer (units produced). Significant Judgement and Estimate The cost-based and output methods of revenue recognition require the Company to make estimates of costs to complete its projects and the percentage of completeness on an ongoing basis. Significant judgment is required to evaluate assumptions related to these estimates. The effect of revisions to estimates related to the transaction price (including variable consideration relating to reimbursement on a cost-plus basis on certain expenses) or costs to complete a project are recorded in the period in which the estimate is revised. Practical Expedients As part of ASC 606, the Company has adopted several practical expedients including: • The Company has determined that it need not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between when the Company transfers a promised service to the customer and when the customer pays for that service will be one year or less.
Reimbursed Expenses [Policy Text Block]	Reimbursed Expenses The Company includes reimbursed expenses in revenues and costs of revenue as the Company is primarily responsible for fulfilling the promise to provide the specified service, including the integration of the related services into a combined output to the customer, which are inseparable from the integrated service. These costs include such items as consumable, reagents, transportation and travel expenses, over which the Company has discretion in establishing prices.
Change Orders [Policy Text Block]	Change Orders Changes in the scope of work are common and can result in a change in transaction price, equipment used and payment terms. Change orders are evaluated on a contract-by-contract basis to determine if they should be accounted for as a new contract or as part of the existing contract. Generally, services from change orders are not distinct from the original performance obligation. As a result, the effect that the contract modification has on the contract revenue, and measure of progress, is recognized as an adjustment to revenue when they occur.
Costs of Revenue [Policy Text Block]	Costs of Revenue Costs of revenue include (i) compensation and benefits for billable employees and personnel involved in production, data management and delivery, and the costs of acquiring and processing data for the Company’s information offerings; (ii) costs of staff directly involved with delivering CDMO services offerings and engagements (iii) consumables used for the services (iv) other expenses directly related to service contracts such as courier fees, laboratory supplies, professional services and travel expenses.
Contract Assets and Liabilities [Policy Text Block]	Contract Assets and Liabilities Contract assets are mainly comprised of trade receivables net of allowance for doubtful debts, which includes amounts billed and currently due from customers. Contract liabilities are mainly comprised of contract liabilities. The activity for trade receivables is comprised of: Three Months Transition Period, Ended March 31, One-month Ended 2019 December 31, 2018 Balance as of beginning of period $ 3,226 $ 4,151 Additions 6,195 1,612 Collections (3,346 ) (2,561 ) Exchange rate differences (100 ) 24 Balance as of end of period $ 5,975 $ 3,226 The activity for contract liabilities is comprised of: Three Months Transition Period, Ended March 31, One-month ended 2019 December 31, 2018 Balance as of beginning of period $ 5,175 $ 5,317 Adoption of ASC 606: - (8 ) Additions 3,655 28 Realizations (1,193 ) (251 ) Exchange rate differences (104 ) 89 Balance as of end of period $ 7,533 $ 5,175
ASU 2018-07 Stock based Compensation [Policy Text Block]	ASU 2018-07 Stock based Compensation In June 2018, the FASB issued ASU 2018-07, “Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” This guidance simplifies the accounting for non-employee share-based payment transactions. The amendments specify that ASC 718 applies to all share-based payment transactions in which a grantor acquires goods and services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The standard is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606, “Revenue from Contracts with Customers”. This standard, adopted as of January 1, 2019, had no material impact on the Company’s consolidated financial statements for the three months ended March 31, 2019.
ASC 842 - Leases [Policy Text Block]	ASC 842 - Leases In February 2016, the FASB issued ASU 2016-02, “Leases”, on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). ASC 842 supersedes the previous leases standard, ASC 840, "Leases". The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use ("ROU") asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. In July 2018, the FASB issued amendments in ASU 2018-11, which provide another transition method in addition to the existing transition method, by allowing entities to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, and to not apply the new guidance in the comparative periods they present in the financial statements. The guidance is effective for the interim and annual periods beginning on or after December 15, 2018. The Company has elected to apply the standard retrospectively at the beginning of the period of adoption through a cumulative-effect adjustment. The Company adopted the new leases standard as of January 1, 2019 using the transition method that provides for a cumulative-effect adjustment to retained earnings upon adoption. The Consolidated Financial Statements for the three months ended March 31, 2019 are presented under the new standard, while comparative period and transition period presented are not adjusted and continue to be reported in accordance with the historical accounting policy. For more information, see note 8.

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2019
Disaggregation of Revenue [Table Text Block]	Transition Period, Three Months Ended One-Month Ended March 31, 2019 December 31, 2018 Revenue stream: Cell process development services $ 5,175 $ 1,488 Tech transfer services 1,830 364 Cell manufacturing services 296 - Total $ 7,301 $ 1,852
Contract with Customer, Asset [Table Text Block]	Three Months Transition Period, Ended March 31, One-month Ended 2019 December 31, 2018 Balance as of beginning of period $ 3,226 $ 4,151 Additions 6,195 1,612 Collections (3,346 ) (2,561 ) Exchange rate differences (100 ) 24 Balance as of end of period $ 5,975 $ 3,226
Contract with Customer, Liability [Table Text Block]	Three Months Transition Period, Ended March 31, One-month ended 2019 December 31, 2018 Balance as of beginning of period $ 5,175 $ 5,317 Adoption of ASC 606: - (8 ) Additions 3,655 28 Realizations (1,193 ) (251 ) Exchange rate differences (104 ) 89 Balance as of end of period $ 7,533 $ 5,175

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	1 Months Ended	3 Months Ended
	Dec. 31, 2018	Mar. 31, 2019	Feb. 28, 2018
Schedule of Segment Information [Table Text Block]	POC Corporate and CDMO Business Eliminations Consolidated (in th ousands) Revenues from external customers $ 2,377 $ - $ (525 ) $ 1,852 Cost of revenues (1,314 ) - 167 (1,147 ) Segment gross profit (loss) 1,063 - (358 ) 705 Research and development expenses, net (78 ) (1,573 ) 301 (1,350 ) Operating expenses (776 ) (600 ) 57 (1,319 ) Other income - - - Segment operating profit (loss) $ 209 $ (2,173 ) - $ (1,964 ) Adjustments to presentation of segment Adjusted EBIT: Depreciation and amortization (264 ) (1 ) (265 ) Segment performance $ (55 ) (2,174 ) $ (2,229 )	POC Corporate and CDMO Business Eliminations Consolidated (in th ousands) Revenues from external customers $ 8,573 $ - $ (1,272 ) $ 7,301 Cost of revenues (4,709 ) - 698 (4,011 ) Segment gross profit (loss) 3,864 - (574 ) 3,290 Research and development expenses, net (293 ) (2,378 ) 455 (2,216 ) Operating expenses (3,036 ) (1,815 ) 119 (4,732 ) Other income 37 - 37 Segment operating profit (loss) $ 572 $ (4,193 ) $ (3,621 ) Adjustments to presentation of segment Adjusted EBIT: Depreciation and amortization (933 ) (5 ) (938 ) Segment performance $ (361 ) (4,198 ) $ (4,559 )	POC Corporate and CDMO Business Eliminations Consolidated (in tho usands) Revenues from external customers $ 3,181 $ - $ (545 ) $ 2,636 Cost of revenues (1,725 ) - 240 (1,485 ) Segment gross profit (loss) 1,456 - (305 ) 1,151 Research and development expenses, net - (887 ) 305 (582 ) Operating expenses (1,080 ) (1,356 ) (2,436 ) Other income 316 - 316 Segment operating profit (loss) $ 692 $ (2,243 ) $ (1,551 ) Adjustments to presentation of segment Adjusted EBIT: Depreciation and amortization (595 ) (2 ) (597 ) Segment performance $ 97 (2,245 ) $ (2,148 )
Schedule of Reconciliation of Segment Performance [Table Text Block]	Transition Period, one- month ended December 31, 2018 (in Thousands) Segment performance $ (2,229 ) Stock-based compensation (734 ) Financial expenses, net (27 ) Loss before income tax $ (2,990 )	Three-Months Ended March 31, 2019 (in Thousands) Segment performance $ (4,559 ) Stock-based compensation (1,073 ) Stock-based compensation to First Choice ( 2,641 ) Financial expenses, net (140 ) Loss before income tax $ (8,413 )	Three-Months Ended February 28, 2018 (in Thousands) Segment performance $ (2,148 ) Stock-based compensation (1,090 ) Financial expenses, net (2,681 ) Share in losses of associated company 46 Loss before income tax $ (5,873 )
Schedule of Revenues from Major Customers [Table Text Block]		Three Months Ended Transition Period One-month Ended March 31, 2019 February 28, 2018 December 31, 2018 (in thousands) Customer A $ - $ 894 $ - Customer B $ 2,215 $ 957 $ 593 Customer C $ 1,554 $ 971 $ 267 Customer D $ 765 $ - $ 266 Customer E $ 1,308 $ - $ 266

STOCK BASED COMPENSATION (Table

STOCK BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 31, 2019
Options Granted to Employees [Member]
Employee Stock Ownership Plan (ESOP) Disclosures [Table Text Block]	No. of Fair Value at Options Exercise Grant Expiration Granted Price Vesting Period ( in thousands ) Period Quarterly over a
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]	During the Period from January 1, 2019 to March 31, 2019 Value of one common share $5.07 Dividend yield 0% Expected stock price volatility 91.25% Risk free interest rate 2.47% Expected term (years) 5.56
Options Granted to Non- Employees [Member]
Schedule of Share-based Compensation, Stock Options Granted to Consultants [Table Text Block]	No. of Fair Value at Options Exercise Grant Expiration Granted Price Vesting Period ( in thousands ) Period 20% immediately and
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]	During the Period from January 1, 2019 to March 31, 2019 Value of one common share $5.07 Dividend yield 0% Expected stock price volatility 91.77% Risk free interest rate 2.62% Expected term (years) 10
Options Granted to employees of Masthercell Global for the purchase of shares in Masthercell Global [Member]
Employee Stock Ownership Plan (ESOP) Disclosures [Table Text Block]	No. of Fair Value at Options Exercise Grant Expiration Granted Price Vesting Period ( in thousands ) Period Over 5 years. Over 5 years.
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]	December 1, 2018 to March 31, 2019 Value of one common share $12.28 Dividend yield 0% Expected stock price volatility 69% Risk free interest rate 2.78% Expected term (years) 7

LOSS PER SHARE (Tables)

LOSS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2019
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]	Transition Period One Three M ont hs Ended Month Ended March 31, February 28, December 31, 2019 2018 2018 (in th ousands, except per share data) Basic: Net loss attributable to Orgenesis Inc. $ 8,311 $ 5,611 $ 2,744 Adjustment of redeemable non-controlling interest to redemption amount 242 - 180 Net loss attributable to Orgenesis Inc. for loss per share 8,553 5,611 2,924 Weighted average number of common shares outstanding 15,571,568 10,775,877 15,423,040 Loss per common share $ 0.55 $ 0.52 $ 0.19 Diluted Net loss attributable to Orgenesis Inc. for loss per share 8,553 5,611 2,924 Weighted average number of shares used in the computation of basic and diluted loss per share 15,571,568 10,775,877 15,423,040 Loss per common share $ 0.55 $ 0.52 $ 0.19

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Mar. 31, 2019
Leases, Balance Sheet Disclosures [Table Text Block]	March 31, 2019 Assets Operating Leases Operating lease right-of-use assets $ 14,354 Finance Leases Property and equipment, gross $ 1,056 Accumulated depreciation (88 ) Property and equipment, net 968 Liabilities Current liabilities Current maturities of operating leases 1,291 Current maturities of long-term finance 232 Long-term liabilities Non-current operating leases 11,816 Long-term finance leases 641 Weighted Average Remaining Lease Term Operating leases 12 years Finance leases 3.5 years Weighted Average Discount Rate Operating leases 7% Finance leases 4.71%
Lease, Cost [Table Text Block]	Three-Months Ended March 31, 2019 Operating lease cost: $ 324 Finance lease cost: Amortization of leased assets 57 Interest on lease liabilities 14 Total finance lease cost $ 71
Leases, Supplemental Cash Flow Information [Table Text Block]	Three Months Ended March 31, 2019 (in Thousands) Cash paid for amounts included in the measurement of leases liabilities: Operating cash flows from operating leases $ 1,595 Operating cash flows from finance leases 76 Right-of-use assets obtained in exchange for lease obligations: Operating leases 11,332 Finance leases -
Lease, Maturity [Table Text Block]	Operating Finance Leases Leases Year ended December 31, Remaining months 2019 $ 1,203 $ 295 2020 1,995 393 2021 1,418 209 2022 1,506 174 2023 1,551 108 Thereafter 14,661 - Total minimum lease payments 22,334 1,179 Less: amount of lease payments representing interest (9,227 ) (306 ) Present value of future minimum lease payments 13,107 873 Less: Current leases obligations (1,291 ) (232 ) Long-term leases obligations $ 11,816 $ 641
Future minimum lease commitments under non-cancelable operating lease agreements [Table Text Block]	2019 $ 783 2020 626 2021 and thereafter 3,504 Total $ 4,913

TRANSITION PERIOD (Tables)

TRANSITION PERIOD (Tables)	3 Months Ended
	Mar. 31, 2019
Transition Period, Comparable Financial Information [Table Text Block]	Transition Period Comparable Period December 1 to December 1 to December 31, December 31, 2018 2017 Total revenue 1,852 802 Operating loss (2,963 ) (1,349 ) Income tax benefit (83 ) (132 ) Net loss (2,907 ) (2,056 ) Net loss per weighted-average share, basic (0.19 ) (0.20 ) Net loss per weighted-average share, diluted (0.19 ) (0.20 ) Weighted-average shares, basic 15,423,040 10,367,472 Weighted-average shares, diluted 15,423,040 10,367,472

DESCRIPTION OF BUSINESS (Narrat

DESCRIPTION OF BUSINESS (Narrative) (Details) - USD ($) $ in Thousands	1 Months Ended				3 Months Ended		4 Months Ended
	May 31, 2019	May 07, 2019	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019	Feb. 28, 2018	Mar. 31, 2019	Nov. 30, 2018
Accumulated deficit			$ 65,163		$ 73,474		$ 73,474	$ 62,411
Revenues			1,852	$ 802	7,301	$ 2,636
Proceeds from Convertible Debt	$ 5,000	$ 500	$ 250		0	$ 720	250
Approximations [Member]
Accumulated deficit					$ 73,000		73,000
Revenues							9,600
MaSTherCell [Member] | Approximations [Member]
Revenues		$ 4,600
GPP [Member]
Revenues							$ 6,600

CONVERTIBLE LOANS (Narrative) (

CONVERTIBLE LOANS (Narrative) (Details) - USD ($)	1 Months Ended			3 Months Ended		4 Months Ended
	May 31, 2019	May 07, 2019	Dec. 31, 2018	Mar. 31, 2019	Feb. 28, 2018	Mar. 31, 2019
Proceeds from issuance of convertible loans	$ 5,000,000	$ 500,000	$ 250,000	$ 0	$ 720,000	$ 250,000
Offshore investors [Member]
Proceeds from issuance of convertible loans						$ 250,000
Debt Instrument, Interest Rate, Stated Percentage				2.00%		2.00%
Incremental Common Shares Attributable to Conversion of Debt Securities						35,714
Incremental Warrants Attributable to Conversion of Debt Securities						35,714
Incremental Warrants Attributable to Conversion of Debt Securities, exercise price						$ 7
Hemogenyx-Cell [Member]
Pre-money valuation				$ 12,000,000		12,000,000
Immugenyx, LLC [Member]
Pre-money valuation				$ 8,000,000		$ 8,000,000

COLLABORATIONS, LICENSE AGREE_2

COLLABORATIONS, LICENSE AGREEMENTS AND COMMITMENTS (Narrative) (Details) € in Thousands, $ in Thousands	1 Months Ended					3 Months Ended			12 Months Ended	24 Months Ended
	Sep. 30, 2019shares	Apr. 30, 2019USD ($)	Feb. 28, 2019USD ($)	Jan. 16, 2019USD ($)	Dec. 31, 2018USD ($)	Mar. 31, 2019USD ($)shares	Mar. 31, 2019EUR (€)shares	Feb. 28, 2018USD ($)	Dec. 31, 2018USD ($)	Dec. 31, 2019USD ($)	Feb. 28, 2019CAD ($)	Dec. 31, 2018EUR (€)
Research and development expense					$ 1,431,000	$ 5,150,000		$ 766,000
Consolidation of CDMO Entities and Strategic Funding [Member]
Consolidation agreement, initial cash payment						11,800,000
Consolidation agreement, initial cash payment, amount used to reimburse investors						1,500,000
Consolidation agreement, initial cash payment, net payment						10,300,000
Consolidation agreement, follow up payments				$ 6,600,000					$ 6,600,000	$ 13,200,000
Image Securities Ltd. [Member]
Payments to Acquire Interest in Joint Venture			$ 1,000,000
Loans Receivable, Net						2,000,000
Consulting services to joint venture			1,000,000
Hemogenyx Pharmaceuticals PLC. [Member]
Loans Receivable, Net					250,000				250,000
Immugenyx, LLC [Member]
Loans Receivable, Net					250,000				250,000
Theracell Advanced Biotechnology [Member]
Joint venture agreement, investment per party						10,000,000
Joint venture agreement, investments in the form of in-kind contributions						5,000,000
Joint venture agreement, investment, convertible loan						10,000,000
Joint venture agreement, minimum pre-money valuation of investment						$ 20,000,000
Royalty of net sales, percentage						15.00%	15.00%
Interest in joint venture						50.00%
Noncontrolling interest in joint venture						50.00%
First Choice International Company, Inc. [Member]
Joint venture agreement, investment per party						$ 5,000,000
Royalty of net sales, percentage						15.00%	15.00%
Interest in joint venture						50.00%
Noncontrolling interest in joint venture						50.00%
Joint venture agreement, payments for compensation of work already completed		$ 50,000				$ 50,000
Joint venture agreement, shares issued for compensation of work already completed | shares	150,000					375,000	375,000
Research and development expense						$ 2.6
Cure Therapeutics Collaboration Agreement [Member]
Research and development expense					331,000	166,000
Subcontracted development and contract manufacturing activities					82,000	208,000
Belgian subsidiary [Member]
Grant approval, maximum financial support					$ 350,000				$ 350,000			€ 317
Proceeds from advance payment of grant						$ 90,000	€ 80
Israeli subsidiary and a Canadian partner [Member]
Grant approval, maximum financial support			$ 75,000								$ 100

STOCK BASED COMPENSATION (Narra

STOCK BASED COMPENSATION (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended	4 Months Ended
	Dec. 31, 2018	Mar. 31, 2019	Mar. 31, 2019
Consulting agreement [Member]
Class of Warrant or Right, Grants in Period, Net of Forfeitures	2,858
Class of Warrant or Right, Grants in Period, Weighted Average Exercise Price	$ 7
Class of Warrant or Right, Grants in Period, Fair Value	$ 8
Investor relations services, marketing and related services agreement [Member]
Stock Issued During Period, Shares, Issued for Services	10,000
Number of vested shares		10,000	10,000
Stock Issued During Period, Value, Issued for Services	$ 14	$ 37	$ 51
Investor relations services, marketing and related services agreement [Member] | Vested immediately [Member]
Stock Issued During Period, Shares, Issued for Services	2,500
Investor relations services, marketing and related services agreement [Member] | Vest monthly over 3 months [Member]
Stock Issued During Period, Shares, Issued for Services	7,500
Investor relations services, marketing and related services agreement -2 [Member]
Stock Issued During Period, Shares, Issued for Services	40,000
Number of vested shares		26,667	26,667
Stock Issued During Period, Value, Issued for Services	$ 37	$ 100	$ 137
Investor relations services, marketing and related services agreement -2 [Member] | Vested immediately [Member]
Stock Issued During Period, Shares, Issued for Services	6,667
Investor relations services, marketing and related services agreement -2 [Member] | Vest monthly over 5 months [Member]
Stock Issued During Period, Shares, Issued for Services	33,333

LOSS PER SHARE (Narrative) (Det

LOSS PER SHARE (Narrative) (Details)	3 Months Ended
	Mar. 31, 2019shares
Options and warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	4,981,019
Shares upon conversion of convertible notes [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,176,286

LEASES (Narrative) (Details)

LEASES (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2019	Dec. 31, 2018
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification		$ 3,226
Research and Development facilities [Member] | Minimum [Member]
Lessee, Operating Lease, Term of Contract	3 years
Research and Development facilities [Member] | Maximum [Member]
Lessee, Operating Lease, Term of Contract	16 years
Equipment [Member]
Lessee, Operating Lease, Term of Contract	5 years
Offices [Member] | Minimum [Member]
Lessee, Operating Lease, Term of Contract	1 year 6 months
Offices [Member] | Maximum [Member]
Lessee, Operating Lease, Term of Contract	16 years
Cars [Member]
Lessee, Operating Lease, Term of Contract	4 years
Lease facilities in the USA [Member]
Lessee, Operating Lease, Term of Contract	180 years
Security Deposits	$ 1,600

SUBSEQUENT EVENTS (Narrative) (

SUBSEQUENT EVENTS (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands	May 06, 2019	May 31, 2019	May 07, 2019	Apr. 30, 2019	Dec. 31, 2018	Mar. 31, 2019	Feb. 28, 2018	Mar. 31, 2019
Proceeds from Convertible Debt		$ 5,000	$ 500		$ 250	$ 0	$ 720	$ 250
Subsequent Event [Member]
Effective rate		6.00%
Proceeds from Convertible Debt		$ 5,000		$ 500
Debt Instrument, Convertible, Conversion Price		$ 7		$ 7
Debt Instrument, Convertible, Warrant Exercise Price		$ 7
Valuation of the U.S. subsidiary				$ 50,000
Interest in joint venture	51.00%
Noncontrolling interest in joint venture	49.00%
Joint venture agreement, investment per party	$ 5,000
Joint venture agreement, investments in the form of in-kind contributions, shares	250,000

Disaggregation of Revenue (Deta

Disaggregation of Revenue (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019	Feb. 28, 2018
Revenue stream	$ 1,852	$ 802	$ 7,301	$ 2,636
Cell process development services [Member]
Revenue stream	1,488		5,175
Tech transfer services [Member]
Revenue stream	364		1,830
Cell manufacturing services [Member]
Revenue stream	$ 0		$ 296

Contract with Customer, Asset (

Contract with Customer, Asset (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Dec. 31, 2018	Mar. 31, 2019
Trade receivables, beginning of period	$ 4,151	$ 3,226
Additions	1,612	6,195
Collections	(2,561)	(3,346)
Exchange rate differences	24	(100)
Trade receivables, end of period	$ 3,226	$ 5,975

Contract with Customer, Liabili

Contract with Customer, Liability (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Dec. 31, 2018	Mar. 31, 2019
Contract liabilities, beginning of period	$ 5,317	$ 5,175
Adoption of ASC 606	(8)	0
Additions	28	3,655
Realizations	(251)	(1,193)
Exchange rate differences	89	(104)
Contract liabilities, end of period	$ 5,175	$ 7,533

Schedule of Segment Information

Schedule of Segment Information (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019	Feb. 28, 2018
Revenues from external customers	$ 1,852	$ 802	$ 7,301	$ 2,636
Cost of revenues	(1,221)		(4,344)	(1,644)
Gross profit (loss)	631		2,957	992
Research and development expenses, net	(1,431)		(5,150)	(766)
Operating profit (loss)	(2,963)	$ (1,349)	(8,273)	(3,238)
Depreciation and amortization expense	(265)		(938)	(637)
Segment Performance	2,229		4,559	2,148
CDMO [Member]
Revenues from external customers	2,377		8,573	3,181
Cost of revenues	(1,314)		(4,709)	(1,725)
Gross profit (loss)	1,063		3,864	1,456
Research and development expenses, net	(78)		(293)	0
Operating expenses	(776)		(3,036)	(1,080)
Other income (expenses)	0		37	316
Operating profit (loss)	209		572	692
Depreciation and amortization expense	(264)		(933)	(595)
Segment Performance	(55)		(361)	97
POC Business [Member]
Revenues from external customers	0		0	0
Cost of revenues	0		0	0
Gross profit (loss)	0		0	0
Research and development expenses, net	(1,573)		(2,378)	(887)
Operating expenses	(600)		(1,815)	(1,356)
Other income (expenses)	0		0	0
Operating profit (loss)	(2,173)		(4,193)	(2,243)
Depreciation and amortization expense	(1)		(5)	(2)
Segment Performance	(2,174)		(4,198)	(2,245)
Corporate and Eliminations [Member]
Revenues from external customers	(525)		(1,272)	(545)
Cost of revenues	167		698	240
Gross profit (loss)	(358)		(574)	(305)
Research and development expenses, net	301		455	305
Operating expenses	57		119
Operating profit (loss)	0
Consolidated [Member]
Revenues from external customers	1,852		7,301	2,636
Cost of revenues	(1,147)		(4,011)	(1,485)
Gross profit (loss)	705		3,290	1,151
Research and development expenses, net	(1,350)		(2,216)	(582)
Operating expenses	(1,319)		(4,732)	(2,436)
Other income (expenses)	0		37	316
Operating profit (loss)	(1,964)		(3,621)	(1,551)
Depreciation and amortization expense	(265)		(938)	(597)
Segment Performance	$ (2,229)		$ (4,559)	$ (2,148)

Schedule of Reconciliation of S

Schedule of Reconciliation of Segment Performance (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Dec. 31, 2018	Mar. 31, 2019	Feb. 28, 2018
Segment Performance	$ (2,229)	$ (4,559)	$ (2,148)
Stock-based compensation	734	(1,073)	1,090
Stock-based compensation to First Choice		2,641
Financial income (expenses), net	(27)	(140)	(2,681)
Share in losses of associated companies	0	0	46
Loss before income tax	$ (2,990)	$ (8,413)	$ (5,873)

Schedule of Revenues from Major

Schedule of Revenues from Major Customers (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019	Feb. 28, 2018
Revenue stream	$ 1,852	$ 802	$ 7,301	$ 2,636
Customer A [Member]
Revenue stream	0		0	894
Customer B [Member]
Revenue stream	593		2,215	957
Customer C [Member]
Revenue stream	267		1,554	971
Customer D [Member]
Revenue stream	266		765	0
Customer E [Member]
Revenue stream	$ 266		$ 1,308	$ 0

Employee Stock Ownership Plan (

Employee Stock Ownership Plan (ESOP) Disclosures (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)$ / sharesshares
Options Granted to Employees [Member]
No. of options granted | shares	55,500
Exercise price | $ / shares	$ 5.07
Vesting period	2 years
Fair value at grant | $	$ 207
Expiration period	10 years
Employee 1 [Member] | Options Granted to employees of Masthercell Global for the purchase of shares in Masthercell Global [Member]
No. of options granted | shares	80,776
Exercise price | $ / shares	$ 13.52
Vesting period	5 years
Percentage that are performance based	20.00%
Fair value at grant | $	$ 651
Expiration period	10 years
Employee 2 [Member] | Options Granted to employees of Masthercell Global for the purchase of shares in Masthercell Global [Member]
No. of options granted | shares	16,667
Exercise price | $ / shares	$ 13.52
Vesting period	5 years
Percentage that are performance based	56.00%
Fair value at grant | $	$ 134
Expiration period	10 years

Schedule of Share-based Compens

Schedule of Share-based Compensation, Stock Options Granted to Consultants (Details) - Options Granted to Non- Employees [Member] $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)$ / sharesshares
No. of options granted | shares	5,000
Exercise price | $ / shares	$ 5.07
Percentage that Vest Immediately	20.00%
Vesting period	4 years
Fair value at grant | $	$ 22
Expiration period	10 years

Schedule of Share-based Payment

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details)	3 Months Ended
	Mar. 31, 2019$ / shares
Options Granted to Employees [Member]
Value of one common share	$ 5.07
Dividend yield	0.00%
Expected stock price volatility	91.25%
Risk free interest rate	2.47%
Expected term (years)	5 years 6 months 22 days
Options Granted to Non- Employees [Member]
Value of one common share	$ 5.07
Dividend yield	0.00%
Expected stock price volatility	91.77%
Risk free interest rate	2.62%
Expected term (years)	10 years
Options Granted to employees of Masthercell Global for the purchase of shares in Masthercell Global [Member]
Value of one common share	$ 12.28
Dividend yield	0.00%
Expected stock price volatility	69.00%
Risk free interest rate	2.78%
Expected term (years)	7 years

Schedule of Earnings Per Share,

Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019	Feb. 28, 2018
Net loss attributable to Orgenesis Inc	$ 2,744		$ 8,311	$ 5,611
Adjustment of redeemable non-controlling interest to redemption amount	180		242	0
Net loss attributable to Orgenesis Inc. for loss per share	$ 2,924		$ 8,553	$ 5,611
Weighted average number of common shares outstanding	15,423,040	10,367,472	15,571,568	10,775,877
Basic loss per common share	$ 0.19	$ 0.20	$ 0.55	$ 0.52
Net loss attributable to Orgenesis Inc. for loss per share	$ 2,924		$ 8,553	$ 5,611
Weighted average number of common shares outstanding	15,423,040	10,367,472	15,571,568	10,775,877
Diluted loss per common share	$ 0.19	$ 0.20	$ 0.55	$ 0.52

Leases, Balance Sheet Disclosur

Leases, Balance Sheet Disclosures (Details) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018	Nov. 30, 2018
Operating lease right-of-use assets	$ 14,354	$ 0	$ 0
Property and equipment, net	12,783	12,458	11,901
Current maturities of operating leases	1,291	0	0
Current maturities of long-term finance leases	232	226	209
Non-current operating leases	11,816	0	0
Long-term finance leases	$ 641	$ 661	$ 638
Operating Lease, Weighted Average Remaining Lease Term	12 years
Finance Lease, Weighted Average Remaining Lease Term	3 years 6 months
Operating Lease, Weighted Average Discount Rate, Percent	7.00%
Finance Lease, Weighted Average Discount Rate, Percent	4.71%
Finance Leases [Member]
Property and equipment, gross	$ 1,056
Accumulated depreciation	(88)
Property and equipment, net	$ 968

Lease, Cost (Details)

Lease, Cost (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
Operating lease cost	$ 324
Finance lease cost - Amortization of leased assets	57
Finance lease cost - Interest on lease liabilities	14
Total finance lease cost	$ 71

Leases, Supplemental Cash Flow

Leases, Supplemental Cash Flow Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
Operating cash flows from operating leases	$ 1,595
Operating cash flows from finance leases	76
Right-of-Use Asset Obtained in Exchange for Operating leases	11,332
Right-of-Use Asset Obtained in Exchange for Finance leases	$ 0

Lease, Maturity (Details)

Lease, Maturity (Details) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018	Nov. 30, 2018
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year	$ 1,203
Lessee, Operating Lease, Liability, Payments, Due Year Two	1,995
Lessee, Operating Lease, Liability, Payments, Due Year Three	1,418
Lessee, Operating Lease, Liability, Payments, Due Year Four	1,506
Lessee, Operating Lease, Liability, Payments, Due Year Five	1,551
Lessee, Operating Lease, Liability, Payments, Due after Year Five	14,661
Lessee, Operating Lease, Liability, Payments, Due	22,334
Lessee, Operating Lease, Liability, amount of lease payments representing interest	(9,227)
Operating Lease, Liability	13,107
Operating Lease, Liability, Current	(1,291)	$ 0	$ 0
Operating Lease, Liability, Noncurrent	11,816	0	0
Finance Lease, Liability, Payments, Due Next Twelve Months	295
Finance Lease, Liability, Payments, Due Year Two	393
Finance Lease, Liability, Payments, Due Year Three	209
Finance Lease, Liability, Payments, Due Year Four	174
Finance Lease, Liability, Payments, Due Year Five	108
Finance Lease, Liability, Payments, Due after Year Five	0
Finance Lease, Liability, Payments, Due	1,179
Finance Lease, Liability, amount of lease payments representing interest	(306)
Finance Lease, Liability	873
Finance Lease, Liability, Current	(232)	(226)	(209)
Finance Lease, Liability, Noncurrent	$ 641	$ 661	$ 638

Future minimum lease commitment

Future minimum lease commitments under non-cancelable operating lease agreements (Details) $ in Thousands	Nov. 30, 2018USD ($)
2019	$ 783
2020	626
2021 and thereafter	3,504
Total	$ 4,913

Transition Period, Comparable F

Transition Period, Comparable Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2019	Feb. 28, 2018
Revenues from external customers	$ 1,852	$ 802	$ 7,301	$ 2,636
Operating loss	(2,963)	(1,349)	(8,273)	(3,238)
Income tax benefit	(83)	(132)	37	(396)
Net loss	$ (2,907)	$ (2,056)	$ (8,450)	$ (5,477)
Net loss per weighted-average share, basic	$ (0.19)	$ (0.20)	$ (0.55)	$ (0.52)
Net loss per weighted-average share, diluted	$ (0.19)	$ (0.20)	$ (0.55)	$ (0.52)
Weighted-average shares, basic	15,423,040	10,367,472	15,571,568	10,775,877
Weighted-average shares, diluted	15,423,040	10,367,472	15,571,568	10,775,877