Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 11, 2019 | Jun. 30, 2018 | |
Document And Entity Information | |||
Entity Registrant Name | BIOTIME INC | ||
Entity Central Index Key | 0000876343 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filer | No | ||
Entity Reporting Status Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 176,700,000 | ||
Entity Common Stock, Shares Outstanding | 149,360,926 | ||
Trading Symbol | BTX | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2018 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
CURRENT ASSETS | |||
Cash and cash equivalents | $ 23,587 | $ 36,838 | |
Marketable equity securities | 7,154 | 1,337 | |
Trade accounts and grants receivable, net | 767 | 780 | |
Landlord receivable | 840 | ||
Receivables from affiliates, net | 2,112 | 2,266 | |
Prepaid expenses and other current assets | 1,898 | 1,402 | |
Total current assets | 36,358 | 42,623 | |
NONCURRENT ASSETS | |||
Property and equipment, net | 5,835 | 5,533 | |
Deposits and other long-term assets | 505 | 1,018 | |
Promissory note from Juvenescence (Note 3) | 22,104 | ||
Intangible assets, net | 3,125 | [1] | 6,900 |
TOTAL ASSETS | 101,660 | 173,241 | |
CURRENT LIABILITIES | |||
Accounts payable and accrued liabilities | 6,463 | [1] | 5,718 |
Capital lease and lease liability, current portion | 237 | 212 | |
Promissory notes, current portion | 70 | 152 | |
Deferred license and subscription revenues | 488 | ||
Deferred grant revenue | 42 | 309 | |
Total current liabilities | 6,812 | 6,879 | |
LONG-TERM LIABILITIES | |||
Deferred rent liabilities, net of current portion | 244 | 105 | |
Lease liability, net of current portion | 1,854 | 1,019 | |
Capital lease, net of current portion | 104 | 132 | |
Promissory notes, net of current portion | 18 | ||
Liability classified warrants and other long-term liabilities | 400 | 825 | |
TOTAL LIABILITIES | 9,414 | 8,978 | |
Commitments and contingencies (Note 15) | |||
SHAREHOLDERS' EQUITY | |||
Preferred shares, no par value, authorized 2,000 shares; none issued and outstanding as of December 31, 2018 and 2017, respectively | |||
Common stock, no par value, authorized 250,000 shares; 127,136 and 126,866 shares issued and outstanding as of December 31, 2018 and 2017, respectively | 354,270 | 378,487 | |
Accumulated other comprehensive income | 1,426 | 451 | |
Accumulated deficit | (261,856) | (216,297) | |
BioTime, Inc. shareholders' equity | 93,840 | 162,641 | |
Noncontrolling interest (deficit) | (1,594) | 1,622 | |
Total shareholders' equity | 92,246 | 164,263 | |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 101,660 | 173,241 | |
OncoCyte Corporation [Member] | |||
NONCURRENT ASSETS | |||
Equity method investment at fair value | 20,250 | 68,235 | |
SHAREHOLDERS' EQUITY | |||
Common stock, no par value, authorized 250,000 shares; 127,136 and 126,866 shares issued and outstanding as of December 31, 2018 and 2017, respectively | 20,300 | ||
Asterias Biotherapeutics [Member] | |||
NONCURRENT ASSETS | |||
Equity method investment at fair value | $ 13,483 | $ 48,932 | |
[1] | Reflects the effect of the AgeX Deconsolidation. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, no par value | ||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, no par value | ||
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 127,136,000 | 126,866,000 |
Common stock, shares outstanding | 127,136,000 | 126,866,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
REVENUES: | |||
Grant revenue | $ 3,572 | $ 1,666 | |
Royalties from product sales and license fees | 392 | 389 | |
Subscription and advertisement revenues | 691 | 1,395 | |
Sale of research products and services | 333 | 8 | |
Total revenues | 4,988 | 3,458 | [1] |
Cost of sales | (302) | (168) | |
Gross profit | 4,686 | 3,290 | |
OPERATING EXPENSES: | |||
Research and development | (20,955) | (24,024) | |
Acquired in-process research and development | (800) | ||
General and administrative | (24,726) | (19,922) | |
Total operating expenses | (46,481) | (43,946) | |
Gain on sale of assets | 1,754 | ||
Loss from operations | (41,795) | (38,902) | |
OTHER INCOME/(EXPENSES): | |||
Interest income (expense), net | 711 | (692) | |
Gain on sale of equity method investment in Ascendance | 3,215 | ||
Unrealized gain on marketable equity securities (Note 2) | 1,158 | ||
Loss on extinguishment of related party convertible debt | (2,799) | ||
Other income/(expense), net | (1,315) | 1,449 | |
Total other income (expenses), net | (5,335) | 15,613 | |
LOSS BEFORE INCOME TAXES | (47,130) | (23,289) | |
Income tax benefit | 346 | ||
NET LOSS | (46,784) | (23,289) | |
Net loss attributable to noncontrolling interest | 794 | 3,313 | |
NET LOSS ATTRIBUTABLE TO BIOTIME, INC. | $ (45,990) | $ (19,976) | |
NET LOSS PER COMMON SHARE: | |||
BASIC AND DILUTED | $ (0.36) | $ (0.17) | |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING: | |||
BASIC AND DILUTED | 126,903,000 | 114,476,000 | |
AgeX Therapeutics, Inc. [Member] | |||
OTHER INCOME/(EXPENSES): | |||
Gain on sale of shares and deconsolidation | $ 78,511 | ||
Loss on equity method investment at fair value | (4,181) | ||
OncoCyte Corporation [Member] | |||
OTHER INCOME/(EXPENSES): | |||
Gain on sale of shares and deconsolidation | 71,697 | ||
Loss on equity method investment at fair value | (47,985) | (2,935) | |
Asterias Biotherapeutics [Member] | |||
OTHER INCOME/(EXPENSES): | |||
Loss on equity method investment at fair value | $ (35,449) | $ (51,107) | |
[1] | Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||
NET LOSS | $ (46,784) | $ (23,289) |
Other comprehensive income, net of tax: | ||
Foreign currency translation adjustments, net of tax | 1,303 | 668 |
Available-for-sale investments: | ||
Unrealized gain on available-for-sale securities, net of taxes | 521 | |
COMPREHENSIVE LOSS | (45,481) | (22,100) |
Less: comprehensive loss attributable to noncontrolling interest | 794 | 3,313 |
COMPREHENSIVE LOSS ATTRIBUTABLE TO BIOTIME, INC. COMMON SHAREHOLDERS | $ (44,687) | $ (18,787) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Common Shares [Member]OncoCyte [Member] | Common Shares [Member]AgeX [Member] | Treasury Shares [Member]OncoCyte [Member] | Treasury Shares [Member] | Accumulated Deficit [Member] | Noncontrolling Interest/(Deficit) [Member]AgeX [Member] | Noncontrolling Interest/(Deficit) [Member]OncoCyte Corporation [Member] | Noncontrolling Interest/(Deficit) [Member] | Accumulated Other Comprehensive Income/(Loss) [Member] | Total |
Balance at Dec. 31, 2016 | $ 317,878 | $ (2,891) | $ (196,321) | $ 12,580 | $ (738) | $ 130,508 | ||||||
Balance, shares at Dec. 31, 2016 | 103,396,000 | (620,000) | ||||||||||
Sale of common shares, net of financing fees | $ 45,068 | 45,068 | ||||||||||
Sale of common shares, net of financing fees, shares | 18,511,000 | |||||||||||
Sale of common shares at the market, net of fees | $ 835 | 835 | ||||||||||
Sale of common shares at the market, net of fees, shares | 300,000 | |||||||||||
Purchase of shares from a related party and retired | $ (843) | (843) | ||||||||||
Purchase of shares from a related party and retired, shares | (300,000) | |||||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employee's taxes | $ (46) | (46) | ||||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employee's taxes, shares | 24,000 | |||||||||||
Common shares issued for consulting services in lieu of cash | $ 3 | 3 | ||||||||||
Common shares issued for consulting services in lieu of cash, shares | 1,000 | |||||||||||
Stock-based compensation | $ 3,019 | 3,019 | ||||||||||
Stock-based compensation in subsidiaries | 913 | 913 | ||||||||||
Exercise of options | $ 25 | 25 | ||||||||||
Exercise of options, shares | 9,000 | |||||||||||
Exercise of subsidiary options | 4 | 4 | ||||||||||
Deconsolidation | $ (3,253) | $ 2,891 | $ (8,512) | (8,874) | ||||||||
Deconsolidation, shares | 620,000 | |||||||||||
Sale of subsidiary shares in AgeX | $ 100 | $ 9,868 | 9,968 | |||||||||
Subsidiary financing transactions with noncontrolling interests - AgeX | 8,207 | (8,207) | ||||||||||
Beneficial conversion feature on convertible debt issued to Cell Cure's noncontrolling interests | 304 | 304 | ||||||||||
Foreign currency translation adjustment | 668 | 668 | ||||||||||
Unrealized gain on available-for-sale securities | 521 | 521 | ||||||||||
Subsidiary financing and other transactions with noncontrolling interests - LifeMap Sciences, LifeMap Solutions, OrthoCyte, and ReCyte, net | 5,495 | (5,495) | ||||||||||
Common shares issued to purchase Cell Cure ordinary shares and Cell Cure Notes from noncontrolling interests in Cell Cure | $ 15,217 | 15,217 | ||||||||||
Common shares issued to purchase Cell Cure ordinary shares and Cell Cure Notes from noncontrolling interests in Cell Cure, shares | 4,925,000 | |||||||||||
Purchase of noncontrolling interests in Cell Cure | $ (10,117) | 3,480 | (6,637) | |||||||||
Purchase of beneficial conversion option at intrinsic value in Cell Cure Notes | (3,101) | (3,101) | ||||||||||
Distribution of AgeX shares to BioTime shareholders, on a pro rata basis, at fair value as a dividend-in-kind | ||||||||||||
NET LOSS | (19,976) | (3,313) | (23,289) | |||||||||
Balance at Dec. 31, 2017 | $ 378,487 | (216,297) | 1,622 | 451 | 164,263 | |||||||
Balance, shares at Dec. 31, 2017 | 126,866,000 | |||||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employee's taxes | $ (203) | (203) | ||||||||||
Shares issued upon vesting of restricted stock units, net of shares retired to pay employee's taxes, shares | 270,000 | |||||||||||
Stock-based compensation | $ 4,912 | 4,912 | ||||||||||
Stock-based compensation in subsidiaries | 490 | 490 | ||||||||||
Exercise of subsidiary options | ||||||||||||
Deconsolidation | $ (163) | (3,467) | (3,630) | |||||||||
Deconsolidation, shares | ||||||||||||
Sale of subsidiary shares in AgeX | 5,239 | 5,239 | ||||||||||
Subsidiary financing transactions with noncontrolling interests - AgeX | $ 3,790 | (3,790) | ||||||||||
Foreign currency translation adjustment | 1,303 | 1,303 | ||||||||||
Common shares issued to purchase Cell Cure ordinary shares and Cell Cure Notes from noncontrolling interests in Cell Cure | ||||||||||||
Purchase of noncontrolling interests in Cell Cure | (38) | (38) | ||||||||||
Cumulative-effect adjustment for adoption of ASU 2016-01 | 328 | (328) | ||||||||||
Cumulative-effect adjustment for adoption of Accounting Standard Codification, Topic 606 | 103 | 103 | ||||||||||
Sale of subsidiary warrants in AgeX | $ 1,000 | 1,000 | ||||||||||
Distribution of AgeX shares to BioTime shareholders, on a pro rata basis, at fair value as a dividend-in-kind | (34,409) | (34,409) | ||||||||||
Subsidiary financing and other transactions with noncontrolling interests - Cell Cure | 1,894 | (1,894) | ||||||||||
NET LOSS | (45,990) | (794) | (46,784) | |||||||||
Balance at Dec. 31, 2018 | $ 354,270 | $ (261,856) | $ (1,594) | $ 1,426 | $ 92,246 | |||||||
Balance, shares at Dec. 31, 2018 | 127,136,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss attributable to BioTime, Inc. | $ (45,990) | $ (19,976) |
Net loss attributable to noncontrolling interest | (794) | (3,313) |
Adjustments to reconcile net loss attributable to BioTime, Inc. to net cash used in operating activities: | ||
Gain on sale of equity method investment in Ascendance | (3,215) | |
Acquired in-process research and development | 800 | |
Unrealized gain on marketable equity securities | (1,158) | |
Income tax benefit | (346) | |
Depreciation expense, including amortization of leasehold improvements | 1,081 | 947 |
Amortization of intangible assets | 2,192 | 2,349 |
Stock-based compensation | 5,402 | 3,932 |
Liability classified warrants | (384) | 797 |
Amortization of discount on related party convertible debt | 640 | |
Foreign currency remeasurement and other (gain) loss | 1,788 | (1,761) |
Gain on sale of assets | (1,754) | |
Loss on extinguishment of related party debt | 2,799 | |
Changes in operating assets and liabilities: | ||
Accounts and grants receivable, net | 46 | (172) |
Due from affiliates | 559 | 1,157 |
Prepaid expenses and other current assets | (437) | 145 |
Other long-term assets and liabilities | (487) | (22) |
Accounts payable and accrued liabilities | 1,100 | 1,299 |
Deferred revenues and grant income | (287) | 243 |
Deferred grant expense | (227) | |
Deferred rent liabilities | 144 | 55 |
Net cash used in operating activities | (30,882) | (30,517) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Proceeds from the sale of AgeX common stock to Juvenescence | 21,600 | |
Proceeds from the sale of equity method investment in Ascendance | 3,215 | |
Purchase of in-process research and development by AgeX | (1,872) | |
Purchase of property and equipment | (556) | (1,326) |
Payments on construction in progress | (859) | |
Purchase of foreign available-for-sale securities | (189) | |
Proceeds from sale of assets | 200 | |
Security deposit paid and other | (8) | (12) |
Net cash provided by (used in) investing activities | 11,816 | (10,225) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common shares | 48,875 | |
Fees paid on sale of common shares | (3,798) | |
Proceeds from exercise of stock options | 25 | |
Common shares received and retired for employee taxes paid | (203) | (45) |
Proceeds from exercise of subsidiary stock options and warrants | 4 | |
Proceeds from sale of subsidiary common shares and warrants | 6,000 | 9,968 |
Proceeds from sale of common shares at-the-market, net of fees | 835 | |
Purchase and retirement of common shares from a related party | (843) | |
Repayment of lease liability and capital lease obligation | (248) | (204) |
Reimbursement from landlord on construction in progress | 364 | 198 |
Proceeds from issuance of related party convertible debt | 425 | |
Repayment of promissory notes | (101) | (49) |
Payment to repurchase subsidiary shares | (38) | |
Net cash provided by financing activities | 5,774 | 55,391 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 6 | 101 |
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (13,286) | 14,750 |
At beginning of year | 37,685 | 22,935 |
At end of year | 24,399 | 37,685 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid during year for interest | 155 | 156 |
SUPPLEMENTAL SCHEDULE OF NONCASH FINANCING AND INVESTING ACTIVITIES: | ||
Sale of AgeX common stock in exchange for a promissory note from Juvenescence | 21,600 | |
Distribution of AgeX common stock to BioTime shareholders, on a pro rata basis, as a dividend-in-kind, at fair value | 34,409 | |
BioTime common stock issued to purchase Cell Cure ordinary shares and Convertible Notes from noncontrolling interests in Cell Cure | 15,217 | |
Extinguishment of related party convertible debt, including accrued interest, with BioTime common stock | 2,680 | |
Capital expenditure funded by capital lease liability | 151 | |
Landlord receivable and lease liability | 840 | |
Construction in progress in accounts payable and accrued expenses | 455 | |
AgeX Therapeutics, Inc. [Member] | ||
Adjustments to reconcile net loss attributable to BioTime, Inc. to net cash used in operating activities: | ||
Gain on sale of shares and deconsolidation | (78,511) | |
Unrealized loss on equity method investment at fair value | 4,181 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Deconsolidation of cash and cash equivalents | (9,704) | |
OncoCyte Corporation [Member] | ||
Adjustments to reconcile net loss attributable to BioTime, Inc. to net cash used in operating activities: | ||
Gain on sale of shares and deconsolidation | (71,697) | |
Unrealized loss on equity method investment at fair value | 47,985 | 2,935 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Deconsolidation of cash and cash equivalents | (8,898) | |
Asterias Biotherapeutics [Member] | ||
Adjustments to reconcile net loss attributable to BioTime, Inc. to net cash used in operating activities: | ||
Unrealized loss on equity method investment at fair value | $ 35,449 | $ 51,107 |
Organization, Basis of Presenta
Organization, Basis of Presentation and Liquidity | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Basis of Presentation and Liquidity | 1. Organization, Basis of Presentation and Liquidity General – BioTime has three cell therapy programs in clinical development: ● OpRegen ® ● OPC1 ● VAC2 BioTime also has cell/drug delivery programs that are based upon its proprietary HyStem ® HyStem ® BioTime is also enabling early-stage programs in other new technologies through its own research programs as well as through other subsidiaries, affiliates or investees. AgeX Therapeutics, Inc. Deconsolidation and Distribution On August 17, 2017, AgeX completed an asset acquisition and stock sale pursuant to which it received certain assets from BioTime for use in its research and development programs and raised $10.0 million in cash from investors to finance its operations. As discussed in Note 3, As a result of the Juvenescence Transaction, as of August 30, 2018, BioTime owned less than 50% of AgeX’s outstanding common stock and experienced a loss of control of AgeX in accordance with accounting principles generally accepted in the United States (“GAAP”). Under GAAP, loss of control of a subsidiary is deemed to have occurred when, among other things, a parent company owns less than a majority of the outstanding common stock of the subsidiary, lacks a controlling financial interest in the subsidiary, and is unable to unilaterally control the subsidiary through other means such as having the ability or being able to obtain the ability to elect a majority of the subsidiary’s Board of Directors. BioTime determined that all of these loss of control factors were present with respect to AgeX on August 30, 2018. Accordingly, BioTime has deconsolidated AgeX’s consolidated financial statements and consolidated results of operations from BioTime, effective August 30, 2018 (the “AgeX Deconsolidation”), in accordance with Accounting Standards Codification, or ASC 810-10-40-4(c), Consolidation On November 28, 2018, BioTime distributed 12.7 million shares of AgeX common stock owned by BioTime to holders of BioTime common shares, on a pro rata basis, in the ratio of one share of AgeX common stock for every 10 BioTime common shares owned (the “AgeX Distribution”) (see Note 4). Immediately following the distribution, BioTime owned 1.7 million shares of AgeX common stock, all of which it still owns, and which represents approximately 4.8% of AgeX’s outstanding common stock as of December 31, 2018 and which shares BioTime holds as marketable equity securities BioTime also has significant equity holdings in two publicly traded companies, OncoCyte Corporation (“OncoCyte”) and Asterias Biotherapeutics, Inc. (“Asterias”), which BioTime founded and, until recently, were majority-owned and consolidated subsidiaries. OncoCyte (NYSE American: OCX) is developing confirmatory diagnostic tests for lung cancer utilizing novel liquid biopsy technology. Asterias (NYSE American: AST) is presently focused on advancing three clinical-stage programs that have the potential to address areas of very high unmet medical needs in the fields of neurology (spinal cord injury) and oncology (Acute Myeloid Leukemia and lung cancer). See Note 19 for the definitive merger agreement entered into by BioTime and Asterias on November 7, 2018, for BioTime to acquire the remaining ownership interest in Asterias, which was completed on March 8, 2019 (the “Asterias Merger”). Beginning on February 17, 2017, BioTime deconsolidated OncoCyte’s financial statements and results of operations from BioTime (the “OncoCyte Deconsolidation”) (see Notes 5 and 6). Beginning on May 13, 2016, BioTime deconsolidated Asterias’ financial statements and results of operations from BioTime (the “Asterias Deconsolidation”) (see Notes 5 and 7). Use of estimates - Principles of consolidation Subsidiary Field of Business BioTime Ownership Country Cell Cure Neurosciences Ltd. (“Cell Cure”) Products to treat age-related macular degeneration 99% (1) Israel ES Cell International Pte. Ltd. (“ESI”) Stem cell products for research, including clinical grade cell lines produced under cGMP 100% Singapore OrthoCyte Corporation (“OrthoCyte”) Developing bone grafting products for orthopedic diseases and injuries 99.8% USA (1) Includes shares owned by BioTime and ESI All material intercompany accounts and transactions have been eliminated in consolidation. As of December 31, 2018, BioTime consolidated its direct and indirect wholly-owned or majority-owned subsidiaries because BioTime has the ability to control their operating and financial decisions and policies through its ownership, and the noncontrolling interest is reflected as a separate element of shareholders’ equity on BioTime’s consolidated balance sheets. Liquidity – sufficient cash, cash equivalents, and liquidity to carry out BioTime’s current operations through at least twelve months from the issuance date of the consolidated financial statements included herein. BioTime also holds shares of OncoCyte common stock with a value of $20.3 million at December 31, 2018. Although BioTime has no present plans to liquidate its holdings of OncoCyte shares, if BioTime needs near term working capital or liquidity to supplement its cash and cash equivalents for its operations, BioTime may sell some, or all, of its OncoCyte shares, as necessary. The AgeX Distribution was completed on November 28, 2018 and AgeX became a public company. BioTime will continue to hold a minor interest in AgeX common stock that may be a source of additional liquidity to BioTime as a marketable equity security. If the Juvenescence Promissory Note discussed in Note 3 is converted to Juvenescence common stock prior to its maturity date, the Juvenescence common stock may be a marketable security that BioTime may use to supplement its liquidity, as needed. If the Promissory Note is not converted, it is payable in cash, plus accrued interest, at maturity. There can be no assurance that the Promissory Note will be converted prior to maturity. On November 7, 2018, BioTime entered into a definitive agreement to acquire via merger the remaining 61% ownership interest in Asterias that it did not own. The merger was completed effective March 8, 2019 and as of that date, Asterias became BioTime’s wholly-owned subsidiary and BioTime will consolidate Asterias’ operations and results with its operations and results beginning on that date (see Note 19). As we integrate Asterias’ operations into our own, we expect to make extensive reductions in headcount and to reduce non-clinical related spend, in each case, as compared to Asterias’ operations before the acquisition. BioTime’s projected cash flows are subject to various risks and uncertainties, and the unavailability or inadequacy of financing to meet future capital needs could force BioTime to modify, curtail, delay, or suspend some or all aspects of its planned operations. BioTime’s determination as to when it will seek new financing and the amount of financing that it will need will be based on BioTime’s evaluation of the progress it makes in its research and development programs, any changes to the scope and focus of those programs, and projection of future costs, revenues, and rates of expenditure. For example, clinical trials being conducted for our OpRegen ® BioTime cannot assure that adequate financing will be available on favorable terms, if at all. Sales of additional equity securities by BioTime or its subsidiaries and affiliates could result in the dilution of the interests of present shareholders |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Going concern assessment – Cash and cash equivalents Restricted cash Trade accounts and grants receivable, net – Financing receivable from Juvenescence Receivables Concentrations of credit risk Fair Value Measurements Fair Value Measurements and Disclosures ● Level 1 – Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 – Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 – Inputs to the valuation methodology are unobservable; that reflect management’s own assumptions about the assumptions market participants would make and significant to the fair value. In determining fair value, BioTime utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, and also considers counterparty credit risk in its assessment of fair value. For the periods presented, BioTime has no financial assets or liabilities recorded at fair value on a recurring basis, except for cash and cash equivalents consisting of money market funds, shares BioTime holds in Asterias and OncoCyte, and the marketable equity securities in AgeX and H adasit Bio-Holdings Ltd. (“HBL”) The fair value of BioTime’s assets and liabilities, which qualify as financial instruments under FASB guidance regarding disclosures about fair value of financial instruments, approximate the carrying amounts presented in the accompanying consolidated balance sheets. The carrying amounts of accounts receivable, prepaid expenses and other current assets, accounts payable, accrued expenses and other current liabilities approximate fair values because of the short-term nature of these items. Equity method investments at fair value – BioTime uses the equity method of accounting when it has the ability to exercise significant influence, but not control, as determined in accordance with GAAP, over the operating and financial policies of a company. For equity method investments which BioTime has elected to measure at fair value, unrealized gains and losses are reported in the consolidated statements of operations in other income and expenses, net. As further discussed in Notes 6 and 7, BioTime has elected to account for its OncoCyte and Asterias shares at fair value using the equity method of accounting because beginning on February 17, 2017 and May 13, 2016, the respective dates on which BioTime deconsolidated OncoCyte and Asterias, BioTime has not had control of OncoCyte and Asterias, as defined by GAAP, but continues to exercise significant influence over those companies. Under the fair value method, BioTime’s value in shares of common stock it holds in OncoCyte and Asterias is marked to market at each balance sheet date using the closing prices of OncoCyte and Asterias common stock on the NYSE American multiplied by the number of shares of OncoCyte and Asterias held by BioTime, with changes in the fair value of the OncoCyte and Asterias shares included in other income and expenses, net, in the consolidated statements of operations. The OncoCyte and Asterias shares are considered level 1 assets as defined by ASC 820, Fair Value Measurements and Disclosures On August 30, 2018, BioTime consummated the sale of AgeX Shares to Juvenescence (see Note 3). Prior to the Juvenescence Transaction, Juvenescence owned 5.6% of AgeX’s issued and outstanding common stock. Upon completion of the Juvenescence Transaction, BioTime’s ownership in AgeX decreased from 80.4% to 40.2% of AgeX’s issued and outstanding shares of common stock, and Juvenescence’s ownership in AgeX increased from 5.6% to 45.8% of AgeX’s issued and outstanding shares of common stock. Accordingly, beginning on August 30, 2018, BioTime deconsolidated the financial statements and results of AgeX (see Note 4). On November 28, 2018, BioTime completed the AgeX Distribution whereby following the AgeX Distribution, BioTime retained Beginning on August 30, 2018 through November 28, 2018, the completion of the AgeX Distribution, BioTime held 40.2% of AgeX’s issued and outstanding shares of common stock and therefore accounted for the AgeX shares in a manner similar to the accounting for Asterias and OncoCyte shares held discussed above, using the equity method of accounting at fair value. For the period from August 30, 2018, through November 28, 2018, BioTime recorded an unrealized loss of $4.2 million due to the decrease in the AgeX stock price from August 30, 2018 to the AgeX Distribution date of November 28, 2018. Marketable equity securities Investments – Debt and Equity Securities Financial Instruments–Overall: Recognition and Measurement of Financial Assets and Financial Liabilities, . The HBL shares have a readily determinable fair value quoted on the Tel Aviv Stock Exchange (“TASE”) (under trading symbol “HDST”) where share prices are denominated in New Israeli Shekels (NIS). The AgeX shares have a readily determinable fair value quoted on the NYSE American under trading symbol “AGE”. Accordingly, the marketable equity securities are considered level 1 assets as defined by ASC 820. These securities are held principally to meet future working capital needs. These securities are measured at fair value and reported as current assets on the consolidated balance sheets based on the closing trading price of the security as of the date being presented. Beginning on January 1, 2018, with the adoption of ASU 2016-01 discussed below, the HBL securities are now called “marketable equity securities” and unrealized holding gains and losses on these securities, including changes in foreign currency exchange rates, are reported in the consolidated statements of operations in other income and expenses, net. Prior to January 1, 2018 and the adoption of ASU 2016-01, the HBL securities were called “available-for-sale securities” and unrealized holding gains and losses, including changes in foreign currency exchange rates, were reported in other comprehensive income or loss, net of tax, and were a component of the accumulated other comprehensive income or loss on the consolidated balance sheet. Realized gains and losses, and declines in value judged to be other-than-temporary related to marketable equity securities, are included in other income and expenses, net, in the consolidated statements of operations. On January 1, 2018, in accordance with the adoption of ASU 2016-01, BioTime recorded a cumulative-effect adjustment for the HBL available-for-sale-securities to reclassify the unrealized gain of $328,000 included in consolidated accumulated other comprehensive income to the consolidated accumulated deficit balance. For the year ended December 31, 2018, BioTime recorded an unrealized gain of $677,000, included in other income and expenses, net, due to the increase in fair market value of the HBL marketable equity securities from January 1, 2018 to December 31, 2018. For the year ended December 31, 2018, BioTime recorded an unrealized gain of $481,000, included in other income and expenses, net, due to the increase in fair market value of the AgeX marketable equity securities from November 28, 2018 to December 31, 2018. Property and equipment, net and construction in progress Construction in progress is not depreciated until the underlying asset is placed into service (see Note 15). Long-lived intangible assets Impairment of long-lived assets – Accounting for warrants – Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock Transactions with noncontrolling interests of subsidiaries – 810-10-45-23, Consolidation Other Presentation Matters, Research and development – General and administrative stock exchange-related costs, depreciation expense, marketing costs, and other miscellaneous expenses which are allocated to general and administrative expense Foreign currency translation adjustments and other comprehensive income or loss – Foreign currency transaction gains and losses – For transactions denominated in other than the functional currency of BioTime or its subsidiaries, BioTime recognizes transaction gains and losses in the consolidated statements of operations and classifies the gain or loss based on the nature of the item that generated it. The majority of BioTime’s foreign currency transaction gains and losses are generated by Cell Cure’s intercompany debt due to BioTime (see Notes 11 and 12), which are U.S. dollar-denominated, while Cell Cure’s functional currency is the Israeli New Shekel (“NIS”). At each balance sheet date, BioTime remeasures the intercompany debt using the current exchange rate at that date pursuant to ASC 830, Foreign Currency Matters. Income taxes – BioTime accounts for income taxes in accordance with ASC 740, Income Taxes On December 22, 2017, the United States enacted major federal tax reform legislation, Public Law No. 115-97, commonly referred to as the 2017 Tax Cuts and Jobs Act (“2017 Tax Act”), which enacted a broad range of changes to the Internal Revenue Code. Changes to taxes on corporations impacted by the 2017 Tax Act include, among others, lowering the U.S. federal tax rates to a 21% flat tax rate, elimination of the corporate alternative minimum tax (“AMT”), imposing additional limitations on the deductibility of interest and net operating losses, allowing any net operating loss (“NOLs”) generated in tax years ending after December 31, 2017 to be carried forward indefinitely and generally repealing carrybacks, reducing the maximum deduction for NOL carryforwards arising in tax years beginning after 2017 to a percentage of the taxpayer’s taxable income, and allowing for the expensing of certain capital expenditures. The 2017 Tax Act also puts into effect a number of changes impacting operations outside of the United States including, but not limited to, the imposition of a one-time tax “deemed repatriation” on accumulated offshore earnings not previously subject to U.S. tax, and shifts the U.S taxation of multinational corporations from a worldwide system of taxation to a territorial system. ASC 740 requires the effects of changes in tax rates and laws on deferred tax balances (including the effects of the one-time transition tax) to be recognized in the period in which the legislation is enacted (see Note 14). For 2017, LifeMap Sciences included a deemed repatriation of $227,000 in accumulated foreign earnings not previously subject to U.S. tax in federal income from LifeMap Sciences Ltd. The federal taxable income was offset by the LifeMap Sciences’ net operating loss carryforwards resulting in no federal income tax due. Beginning in 2018, the 2017 Tax Act subjects a U.S. shareholder to tax on Global Intangible Low Tax Income (GILTI) earned by certain foreign subsidiaries. In general, GILTI is the excess of a U.S. shareholder’s total net foreign income over a deemed return on tangible assets. The provision further allows a deduction of 50% of GILTI, however this deduction is limited by the Company’s pre-GILTI U.S. income. For 2018, BioTime incurred a net loss from foreign activity, accordingly there was no GILTI inclusion in U.S. income. Current interpretations under ASC 740 state that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. BioTime has elected to account for GILTI as a current period expense when incurred. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to provide guidance for companies that are not able to complete their accounting for the income tax effects of the 2017 Tax Act in the period of enactment. SAB 118 allows BioTime to record provisional amounts during a measurement period not to extend beyond one year of the enactment date (see Note 14). BioTime applied the guidance in SAB 118 when accounting for the enactment-date effects of the 2017 Tax Act during the years ended December 31, 2018 and 2017. As of December 31, 2018, BioTime completed its accounting for all the enactment-date income tax effects of the 2017 Tax Act. Income tax benefit or expense for each year is allocated to continuing operations, other comprehensive income and the cumulative effects of accounting changes, if any, recorded directly to shareholders’ equity. ASC 740-20-45 Income Taxes, Intraperiod Tax Allocation, Other Presentation Matters Marketable equity securities Stock-based compensation – Compensation – Stock Compensation orfeitures are accounted for as they occur instead of based on the number of awards that were expected to vest prior to adoption of ASU 2016-09. Based on the nature and timing of grants, straight line expense attribution of stock-based compensation for the entire award and the relatively low forfeiture rates on BioTime’s experience, the impact of adoption of ASU 2016-09 pertaining to forfeitures was not material to the consolidated financial statements Certain of BioTime’s privately-held formerly consolidated subsidiaries have their own share-based compensation plans. For share-based compensation awards granted by those privately-held consolidated subsidiaries under their respective equity plans, BioTime determines the expected stock price volatility using historical prices of comparable public company common stock for a period equal to the expected term of the options. The expected term of privately-held subsidiary options is based upon the “simplified method” provided under Staff Accounting Bulletin, Topic 14 Although the fair value of employee stock options is determined in accordance with FASB guidance, changes in the assumptions can materially affect the estimated value and therefore the amount of compensation expense recognized in the consolidated financial statements. Basic and diluted net loss per share attributable to common shareholders For the years ended December 31, 2018 and 2017, b The following common share equivalents were excluded from the computation of diluted net income (loss) per common share for the periods presented because including them would have been antidilutive (in thousands): Year Ended December 31, 2018 2017 Stock options and restricted stock units 14,269 7,983 Warrants - 9,395 Treasury stock - 81 Recently adopted accounting pronouncements Adoption of ASU 2016-18 , Statement of Cash Flows (Topic 230) Statement of Cash Flows (Topic 230): Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheet dates that comprise the total of the same such amounts shown in the consolidated statements of cash flows for all periods presented herein and effected by the adoption of ASU 2016-18 (in thousands): December 31, 2018 2017 2016 Cash and cash equivalents $ 23,587 $ 36,838 $ 22,088 Restricted cash included in prepaid expenses and other current assets (see Note 15) 346 - - Restricted cash included in deposits and other long-term assets (see Note 15) 466 847 847 Total cash, cash equivalents, and restricted cash as shown in the consolidated statements of cash flows $ 24,399 $ 37,685 $ 22,935 Adoption of ASU 2014-09 , Revenues from Contracts with Customers (Topic 606) Revenue from Contracts with Customers Revenue Recognition BioTime adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method applied to those contracts which were not completed as of the adoption date. Results for reporting periods beginning on January 1, 2018 and thereafter are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with BioTime’s historical revenue recognition accounting under Topic 605. On January 1, 2018, the adoption and application of Topic 606 resulted in an immaterial cumulative effect adjustment to BioTime’s beginning consolidated accumulated deficit balance. In the applicable paragraphs below, BioTime has summarized its revenue recognition policies for its various revenue sources in accordance with Topic 606. Revenue Recognition by Source and Geography – Grant Revenues The following table presents BioTime’s consolidated revenues disaggregated by source (in thousands). Year Ended December 31, REVENUES: 2018 2017 (1) Grant revenue $ 3,572 $ 1,666 Royalties from product sales and license fees 392 389 Subscription and advertisement revenues (2) 691 1,395 Sale of research products and services 333 8 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) These revenues were generated by LifeMap Sciences, which is a subsidiary of AgeX, are included in BioTime consolidated revenues for the period from January 1, 2018 through August 29, 2018, the date immediately preceding the AgeX Deconsolidation. As a result of the AgeX Deconsolidation on August 30, 2018, BioTime does not expect to recognize subscription and advertisement revenues during subsequent accounting periods. The following table presents consolidated revenues, disaggregated by geography, based on the billing addresses of customers, or in the case of grant revenues based on where the governmental entities that fund the grant are located (in thousands). See further discussion under Grant Revenues Year Ended December 31, REVENUES: 2018 2017 (1) United States $ 1,804 $ 1,651 Foreign (2) 3,184 1,807 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) Foreign revenues are primarily generated from grants in Israel. Research and development contracts with customers – Royalties from product sales and license fees – Sale of research products and services – Revenues from the sale of hydrogels and stem cell products, including the cost of sales related to those products, were immaterial for all periods presented. Subscription and advertisement revenues – , including research databases and software tools, iomedical, gene, disease, and stem cell research. ® ® LifeMap Sciences’ performance obligations for subscriptions include a license of intellectual property related to its genetic information packages and premium genetic information tools. These licenses are deemed functional licenses that provide customers with a “right to access” to LifeMap Sciences’ intellectual property during the subscription period and, accordingly, revenue is recognized over a period of time, which is generally the subscription period. Payments are typically received at the beginning of a subscription period and revenue is recognized according to the type of subscription sold. For subscription contracts in which the subscription term commences before a payment is due, LifeMap Sciences records an accounts receivable as the subscription is earned over time and bills the customer according to the contract terms. LifeMap Sciences continuously monitors collections and payments from customers and maintains a provision for estimated credit losses and uncollectible accounts based upon its historical experience and any specific customer collection issues that have been identified. Amounts determined to be uncollectible are written off against the allowance for doubtful accounts. LifeMap Sciences has not historically provided significant discounts, credits, concessions, or other incentives from the stated price in the contract as the prices are offered on a fixed fee basis for the type of subscription package being purchased. LifeMap Sciences may issue refunds only if the packages cease to be available for reasons beyond its control. In such an event, the customer will get a refund on a pro-rata basis. Using the most likely amount method for estimating refunds under Topic 606, including historical experience, LifeMap Sciences determined that the single most likely amount of variable consideration for refunds is immaterial as LifeMap Sciences does not expect to pay any refunds. Both the customer and LifeMap Sciences expect the subscription packages to be available during the entire subscription period, and LifeMap Sciences has not experienced any significant issues with the availability of the product and has not issued any material refunds. LifeMap Sciences performance obligations for advertising are overall advertising services and represent a series of distinct services. Contracts are typically less than a year in duration and the fees charged may include a combination of fixed and variable fees with the variable fees tied to click throughs to the customer’s products on their website. LifeMap Sciences allocates the variable consideration to each month the click through services occur and allocates the annual fee to the performance obligation period of the initial term of the contract because those amounts correspond to the value provided to the customer each month. For click-through advertising services, at the time the variable compensation is known and determinable, the service has been rendered. Revenue is recognized at that time. The annual fee is recognized over the initial subscription period because this is a service and the customer simultaneously receives and consumes the benefit of LifeMap Sciences’ performance. LifeMap Sciences deferred subscription revenues primarily represent subscriptions for which cash payment has been received for the subscription term, but the subscription term has not been completed as of the balance sheet date reported. No revenues from subscription and advertisement products have been recorded since August 29, 2018 because of the AgeX Deconsolidation. The LifeMap Sciences revenues shown for the year ended December 31, 2018 are for revenues earned through August 29, 2018, the date immediately preceding the AgeX Deconsolidation. As a result of the AgeX Deconsolidation, BioTime does not expect to earn subscription and advertising revenues in subsequent accounting periods. For the years ended December 31, 2018 and 2017, LifeMap Sciences recognized $0.7 million and $1.4 million, respectively, in subscription and advertisement revenues. As of December 31, 2018, there were no deferred revenues related to LifeMap Sciences included in the consolidated balance sheets due to the AgeX Deconsolidation on August 30, 2018. LifeMap Sciences has licensed from a third party the databases it commercializes and has a contractual obligation to pay royalties to the licensor on subscriptions sold. These costs are included in cost of sales on the condensed consolidated statements of operations when the cash is received, and the royalty obligation is incurred as the royalty payments do not qualify for capitalization of costs to fulfill a contract under ASC 340-40, Other Assets and Deferred Costs – Contracts with Customers Grant revenues – Research and Development Arrangements Deferred grant revenues represent grant funds received from the governmental funding agencies for which the allowable expenses have not yet been incurred as of the balance sheet date reported. As of December 31, 2018, deferred grant revenue was immaterial. Arrangements with multiple performance obligations – Adoption of ASU 2016-01, Financial Instruments–Overall: Recognition and Measurement of Financial Assets and Financial Liabilities Changes to the current GAAP model under ASU 2016-01 primarily affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, ASU 2016-01 clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The accounting for other financial instruments, such as loans, investments in debt securities, and financial liabilities is largely unchanged. The more significant amendments are to equity investments in unconsolidated entities. In accordance with ASU No. 2016-01, all equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting) will generally be measured at fair value through earnings. There will no longer be an available-for-sale classification (changes in fair value reported in other comprehensive income) for equity securities with readily determinable fair values. marketable equity securities policy, BioTime adopted ASU 2016-01 on January 1, 2018. Recently Issued Accounting Pronouncements In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)”, which requires lessees to recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU 2016-02 also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The update is effective for fiscal years beginning after December 15, 2018, including interim reporting periods within that reporting period. Early adoption is permitted. In July 2018, the FASB issued ASU 2018-10 and ASU 2018-11. ASU 2018-10 provides certain areas for improvement in ASU 2016-02 and ASU 2018-11 provides an additional optional transition method by allowing entities to initially apply the new lease standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. BioTime is completing its assessment of the impact the adoption of ASU 2016-02 will have on its consolidated financial statements. BioTime expects that most of its operating lease commitments will be subject to the new standard and recognized as right-of-use assets and operating lease liabilities upon the adoption of ASU 2016-02, which is expected to increase the total consolidated assets and total consolidated liabilities that it reports. BioTime . |
Sale of Significant Ownership I
Sale of Significant Ownership Interest in AgeX to Juvenescence Limited | 12 Months Ended |
Dec. 31, 2018 | |
Sale Of Significant Ownership Interest In Agex To Juvenescence Limited | |
Sale of Significant Ownership Interest in AgeX to Juvenescence Limited | 3. Sale of Significant Ownership Interest in AgeX to Juvenescence Limited On August 30, 2018, BioTime entered into a Stock Purchase Agreement with Juvenescence Limited and AgeX Therapeutics, Inc., pursuant to which BioTime sold 14.4 million shares of the common stock of AgeX to Juvenescence for $3.00 per share, or an aggregate purchase price of $43.2 million (the “Purchase Price”). Juvenescence paid $10.8 million of the Purchase Price at closing, issued an unsecured convertible promissory note dated August 30, 2018 in favor of BioTime for $21.6 million (the “Promissory Note”), and paid $10.8 million on November 2, 2018. The Stock Purchase Agreement contains customary representations, warranties and indemnities from BioTime relating to the business of AgeX, including an indemnity cap of $4.3 million, which is subject to certain exceptions. The Promissory Note bears interest at 7% per annum, with principal and accrued interest payable at maturity two years after the closing of the Juvenescence Transaction (August 30, 2020). The Promissory Note cannot be prepaid prior to maturity or conversion. On the maturity date, if a “Qualified Financing” (as defined below) has not occurred, BioTime will have the right, but not the obligation, to convert the principal balance of the Promissory Note and accrued interest then due into a number of Series A Preferred Shares of Juvenescence at a conversion price of $15.60 per share. Upon the occurrence of a Qualified Financing on or before the maturity date, the principal balance of the Promissory Note and accrued interest will automatically convert into a number of shares of the class of equity securities of Juvenescence sold in the Qualified Financing, at the price per share at which the Juvenescence securities are sold in the Qualified Financing; and, if AgeX common stock is listed on a national securities exchange in the U.S., the number of shares of the class of equity securities issuable upon conversion may be increased depending on the market price of AgeX common stock. A Qualified Financing is generally defined as an underwritten initial public offering of Juvenescence equity securities in which gross proceeds are not less than $50.0 million. The Promissory Note is not transferable, except in connection with a change of control of BioTime. For the year ended December 31, 2018, BioTime recognized $0.5 million in interest income on the Promissory Note. As of December 31, 2018, the Promissory Note principal and accrued interest balance was $22.1 million. Shareholder Agreement As provided in the Purchase Agreement, BioTime and Juvenescence entered into a Shareholder Agreement, dated August 30, 2018, setting forth the governance, approval and voting rights of the parties with respect to their holdings of AgeX common stock, including rights of representation on the AgeX Board of Directors, approval rights, preemptive rights, rights of first refusal and co-sale and drag-along and tag-along rights for so long as either BioTime or Juvenescence continue to own at least 15% of the outstanding shares of AgeX common stock. Pursuant to the Shareholder Agreement, Juvenescence and BioTime have the right to designate two persons each to be appointed to the six-member AgeX Board of Directors, with the remaining two individuals to be independent of Juvenescence and BioTime. The number of authorized directors of AgeX has been increased to accommodate those appointments. Additionally, following Juvenescence’s payment of the second cash installment on November 2, 2018, Juvenescence has the right to designate an additional member of the AgeX Board of Directors. The size of the AgeX Board of Directors will be correspondingly increased. In connection with the Juvenescence Transaction, the termination provision of the Shared Facilities Agreement (see Note 11) entitling AgeX or BioTime to terminate the agreement upon six months advance written notice was amended. Pursuant to the amendment, following the deconsolidation of AgeX from BioTime’s consolidated financial statements on August 30, 2018 (see Notes 4 and 11), each party retains the right to terminate the Shared Facilities Agreement at any time by giving the other party six months advance written notice, but BioTime may not do so prior to September 1, 2020. Following the Juvenescence Transaction, Juvenescence owns 16.4 million shares of AgeX common stock representing 45.8% of AgeX’s issued and outstanding shares of common stock and, following the AgeX Distribution on November 28, 2018 (see Note 4), BioTime owns |
Deconsolidation and Distributio
Deconsolidation and Distribution of AgeX | 12 Months Ended |
Dec. 31, 2018 | |
Deconsolidation And Distribution Of Agex | |
Deconsolidation and Distribution of AgeX | 4. Deconsolidation and Distribution of AgeX Deconsolidation of AgeX On August 30, 2018, BioTime sold 14.4 million shares of the common stock of AgeX to Juvenescence (see Note 3). Immediately before that sale, BioTime and Juvenescence owned 80.4% and 5.6%, respectively, of AgeX’s outstanding common stock. Immediately following that sale, BioTime and Juvenescence owned 40.2% and 45.8%, respectively, of AgeX’s outstanding common stock. As a result, on August 30, 2018, AgeX was no longer a subsidiary of BioTime and, as of that date, BioTime experienced a “loss of control” of AgeX, as defined by GAAP. Loss of control is deemed to have occurred when, among other things, a parent company owns less than a majority of the outstanding common stock of a subsidiary, lacks a controlling financial interest in the subsidiary, and is unable to unilaterally control the subsidiary through other means such as having, or being able to obtain, the power to elect a majority of the subsidiary’s Board of Directors based solely on contractual rights or ownership of shares representing a majority of the voting power of the subsidiary’s voting securities. All of these loss-of-control factors were present with respect to BioTime’s ownership interest in AgeX as of August 30, 2018. In connection with the Juvenescence Transaction discussed in Note 3 and the AgeX Deconsolidation on August 30, 2018, in accordance with ASC 810-10-40-5, BioTime recorded a gain on deconsolidation of $78.5 million, which includes a financial reporting gain on the sale of the AgeX shares of $39.2 million (see Note 14), during the year ended December 31, 2018, included in other income and expenses, net, in the consolidated statements of operations. Distribution of AgeX Shares On November 28, 2018, BioTime distributed 12.7 million shares of AgeX common stock owned by BioTime to holders of BioTime common shares, on a pro rata basis, in the ratio of one share of AgeX common stock for every 10 BioTime common shares owned. The AgeX Distribution was accounted for at fair value as a dividend-in-kind in the aggregate amount of $34.4 million. This Immediately following the distribution, BioTime owned 1.7 million shares of AgeX common stock, all of which it still owns, and which represents approximately 4.8% of AgeX’s outstanding common stock as of December 31, 2018 and which shares BioTime holds as marketable equity securities |
Deconsolidation of OncoCyte and
Deconsolidation of OncoCyte and Asterias | 12 Months Ended |
Dec. 31, 2018 | |
Deconsolidation of OncoCyte and Asterias [Abstract] | |
Deconsolidation of OncoCyte and Asterias | 5. Deconsolidation of OncoCyte and Asterias Deconsolidation of OncoCyte On February 17, 2017, OncoCyte issued 625,000 shares of OncoCyte common stock to certain investors upon exercise of warrants. The warrants were issued as part of OncoCyte’s financing on August 29, 2016. As a result of the issuance of the 625,000 shares, beginning on February 17, 2017, BioTime owned less than 50% of OncoCyte’s outstanding common stock and experienced a loss of control of OncoCyte under GAAP. Accordingly, BioTime deconsolidated OncoCyte’s financial statements and results of operations from BioTime, effective February 17, 2017, in accordance with ASC, 810-10-40-4(c), referred to as the “OncoCyte Deconsolidation”. For periods on and after February 17, 2017, BioTime is accounting for its retained noncontrolling investment in OncoCyte under the equity method of accounting and has elected the fair value option under ASC 825-10, Financial Instruments In connection with the OncoCyte Deconsolidation and in accordance with ASC 810-10-40-5, BioTime recorded a gain on deconsolidation of $71.7 million which is BioTime held 14.7 million shares of OncoCyte common stock, or approximately 36.1% of OncoCyte outstanding common stock, as of December 31, 2018. Deconsolidation of Asterias On May 13, 2016, BioTime’s percentage ownership of the outstanding common stock of Asterias declined below 50% and ccordingly, BioTime deconsolidated Asterias financial statements and results of operations from BioTime (the “Asterias Deconsolidation”), effective May 13, 2016, in accordance with ASC, 810-10-40-4(c). For periods on and after May 13, 2016, BioTime is accounting for the retained noncontrolling interest in Asterias under the equity method of accounting and has elected the fair value option under ASC 825-10. (see Note 7) In connection with the Asterias Deconsolidation and in accordance with ASC 810-10-40-5, BioTime recorded a gain on deconsolidation of $49.0 million during the year December 31, 2016 BioTime held 21.7 million shares of Asterias common stock, or approximately 39.1% of Asterias outstanding common stock, as of December 31, 2018. As discussed in Note 19, on March 8, 2019, the Asterias Merger was completed and Asterias became a wholly owned subsidiary of BioTime. BioTime will consolidate Asterias’ operations and results with its operations and consolidated results beginning on March 8, 2019. |
Equity Method of Accounting for
Equity Method of Accounting for Common Stock of Oncocyte, at Fair Value | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Of Accounting For Common Stock Of Oncocyte At Fair Value | |
Equity Method of Accounting for Common Stock of Oncocyte, at Fair Value | 6. Equity Method of Accounting for Common Stock of OncoCyte, at Fair Value BioTime elected to account for its 14.7 million shares of OncoCyte common stock All share prices are determined based on For the year ended December 31, 2018, BioTime recorded an unrealized loss of $47.9 million on the OncoCyte shares due to the decrease in OncoCyte stock price from December 31, 2017 to December 31, 2018. The OncoCyte shares had a fair value of $68.2 million as of December 31, 2017 and a fair value of $71.2 million as of February 17, 2017, based on the $4.65 per share and $4.85 per share closing prices of OncoCyte common stock on those respective dates. For the year ended December 31, 2017, BioTime recorded an unrealized loss of $2.9 million due to the decrease in the OncoCyte stock price from February 17, 2017 to December 31, 2017. The condensed results of operations and condensed balance sheet information of OncoCyte are summarized below (in thousands): For the Period January 1, 2017 through February 16, 2017 (1) Condensed Statement of Operations (1) Research and development expense $ 798 General and administrative expense 377 Sales and marketing expense 213 Loss from operations (1,388) Net loss $ (1,392) (1) OncoCyte’s condensed results of operations for the period from January 1, 2017 through February 16, 2017, the date immediately preceding the OncoCyte Deconsolidation, for the year ended December 31, 2017, shown in the table below, is included in the consolidated results of operations of BioTime, after intercompany eliminations, as applicable. The following table summarizes OncoCyte results of operations for the full years ended December 31, 2018 and 2017 (in thousands). Year Ended December 31, Condensed Statements of Operations 2018 2017 Research and development expense $ 6,506 $ 7,174 General and administrative expense 6,153 9,232 Sales and marketing expense 1,681 2,443 Loss from operations (14,340) (18,849) Net loss $ (14,890) $ (19,375) December 31, Condensed Balance Sheet information (1) 2018 2017 Current assets $ 8,642 $ 8,528 Noncurrent assets 876 1,688 $ 9,518 $ 10,216 Current liabilities $ 4,698 $ 4,454 Noncurrent liabilities 534 1,359 Stockholders’ equity 4,286 4,403 $ 9,518 $ 10,216 (1) The condensed balance sheet information of OncoCyte as of December 31, 2018 and 2017, is provided for informational and comparative purposes only. OncoCyte was not included in BioTime’s consolidated balance sheet as of December 31, 2018 and 2017 due to the OncoCyte Deconsolidation on February 17, 2017. |
Equity Method of Accounting f_2
Equity Method of Accounting for Common Stock of Asterias, at Fair Value | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Of Accounting For Common Stock Of Oncocyte At Fair Value | |
Equity Method of Accounting for Common Stock of Asterias, at Fair Value | 7. Equity Method of Accounting for Common Stock of Asterias, at Fair Value BioTime elected to account for its 21.7 million shares of Asterias common stock All share prices are determined based on For the year ended December 31, 2018, BioTime recorded an unrealized loss of $35.4 million on the Asterias shares due to the decrease in Asterias stock price from December 31, 2017 to December 31, 2018. For the year ended December 31, 2017, BioTime recorded an unrealized loss of $51.1 million on the Asterias shares due to the decrease in Asterias stock price from December 31, 2016 to December 31, 2017. The following table summarizes Asterias results of operations for the full years ended December 31, 2018 and 2017 (in thousands). Year Ended December 31, Condensed Statements of Operations 2018 2017 Total revenue $ 812 $ 4,042 Gross profit 588 3,877 Loss from operations (21,605) (33,251 ) Net loss $ (21,820) $ (28,372 ) December 31, Condensed Balance Sheet information (1) 2018 2017 Current assets $ 8,793 $ 22,716 Noncurrent assets 13,481 20,376 $ 22,274 $ 43,092 Current liabilities $ 2,982 $ 3,521 Noncurrent liabilities 2,241 6,028 Stockholders’ equity 17,051 33,543 $ 22,274 $ 43,092 (1) The condensed balance sheet information of Asterias as of December 31, 2018 and 2017, is provided for informational and comparative purposes only and was not included in BioTime’s consolidated balance sheet as of December 31, 2018 and 2017 due to the Asterias Deconsolidation on May 13, 2016. On November 7, 2018, BioTime announced it entered into a definitive agreement to acquire the remaining ownership interest in Asterias Biotherapeutics, Inc. that BioTime did not own in a stock-for-stock transaction pursuant to which Asterias shareholders will receive 0.71 shares of BioTime common stock for every share of Asterias common stock. As of December 31, 2018, BioTime owned approximately 39.1% of Asterias’ outstanding common stock. As discussed in Note 19, upon the completion of the Asterias Merger on March 8, 2019, Asterias ceased to exist as a public company, BioTime owns all of the outstanding shares of Asterias’ common stock and BioTime will consolidate Asterias’ operations and results with its operations and consolidated results beginning on March 8, 2019. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 8. Property and Equipment, Net At December 31, 2018 and 2017, property and equipment, net and construction in progress were comprised of the following (in thousands): December 31, 2018 (1) 2017 Equipment, furniture and fixtures $ 3,842 $ 4,255 Leasehold improvements 3,910 4,434 Accumulated depreciation and amortization (3,185) (3,156) Property and equipment, net 4,567 5,533 Construction in progress 1,268 - Property and equipment, net and construction in progress $ 5,835 $ 5,533 (1) Reflects the effect of the AgeX Deconsolidation. Property and equipment at December 31, 2018 and 2017 includes $146,000 and $151,000 financed by capital leases, respectively. Depreciation and amortization expense amounted to $1.1 million and $0.9 million for the years ended December 31, 2018 and 2017, respectively. Construction in progress Construction in progress of $1.3 million as of December 31, 2018 entirely relates to the leasehold improvements made at Cell Cure’s lease facilities in Jerusalem, Israel, primarily financed by the landlord (see Note 15). The leasehold improvements were substantially completed in December 2018 and the assets placed in service in January 2019. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | 9. Intangible Assets, Net At December 31, 2018 and 2017, intangible assets, primarily consisting of acquired patents and accumulated amortization were as follows (in thousands): December 31, 2018 (1) 2017 Intangible assets $ 19,020 $ 23,294 Accumulated amortization (15,895) (16,394) Intangible assets, net $ 3,125 $ 6,900 (1) Reflects the effect of the AgeX Deconsolidation. BioTime amortizes its intangible assets over an estimated period of 10 years on a straight-line basis. BioTime recognized $2.2 million and $2.3 million in amortization expense of intangible assets during the years ended December 31, 2018 and 2017, respectively. Amortization of intangible assets for periods subsequent to December 31, 2018 is as follows (in thousands): Year Ended December 31, Amortization Expense 2019 $ 1,911 2020 1,124 2021 90 Total $ 3,125 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | 10. Accounts Payable and Accrued Liabilities At December 31, 2018 and 2017, accounts payable and accrued liabilities consist of the following (in thousands): December 31, 2018 (1) 2017 Accounts payable $ 2,359 $ 938 Accrued liabilities 1,639 2,368 Accrued compensation 2,456 2,275 Other current liabilities 9 137 Total $ 6,463 $ 5,718 (1) Reflects the effect of the AgeX Deconsolidation. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. Related Party Transactions Shared Facilities and Service Agreements with Affiliates The receivables from affiliates shown on the consolidated balance sheets as of December 31, 2018 and 2017 primarily represent amounts owed to BioTime by OncoCyte and AgeX under separate and respective Shared Facilities and Service Agreements (each a “Shared Facilities Agreement”), with amounts owed by OncoCyte comprising most of that amount. Under the terms of the Shared Facilities Agreements, BioTime allows OncoCyte and AgeX to use BioTime’s premises and equipment located at BioTime’s headquarters in Alameda, California for the purpose of conducting business. BioTime also provides accounting, billing, bookkeeping, payroll, treasury, payment of accounts payable, and other similar administrative services to OncoCyte and AgeX. BioTime may also provide the services of attorneys, accountants, and other professionals who may provide professional services to BioTime and its other subsidiaries. BioTime also has provided OncoCyte and AgeX with the services of laboratory and research personnel, including BioTime employees and contractors, for the performance of research and development work for OncoCyte and AgeX at the premises. BioTime charges OncoCyte and AgeX a “Use Fee” for services provided and for use of BioTime facilities, equipment, and supplies. For each billing period, BioTime prorates and allocates to OncoCyte and AgeX costs incurred, including costs for services of BioTime employees and use of equipment, insurance, leased space, professional services, software licenses, supplies and utilities. The allocation of costs depends on key cost drivers, including actual documented use, square footage of facilities used, time spent, costs incurred by BioTime for OncoCyte and AgeX, or upon proportionate usage by BioTime, OncoCyte and AgeX, as reasonably estimated by BioTime. BioTime, at its discretion, has the right to charge OncoCyte and AgeX a 5% markup on such allocated costs. The allocated cost of BioTime employees and contractors who provide services is based upon the number of hours or estimated percentage of efforts of such personnel devoted to the performance of services. The Use Fee is determined and invoiced to OncoCyte and AgeX on a regular basis, generally monthly or quarterly. Each invoice is payable in full within 30 days after receipt. Any invoice, or portion thereof, not paid in full when due will bear interest at the rate of 15% per annum until paid, unless the failure to make a payment is due to any inaction or delay in making a payment by BioTime. Through December 31, 2018, BioTime has not charged OncoCyte or AgeX any interest In addition to the Use Fee, OncoCyte or AgeX reimburse BioTime for any out of pocket costs incurred by BioTime for the purchase of office supplies, laboratory supplies, and other goods and materials and services for the account or use of OncoCyte or AgeX. BioTime is not obligated to purchase or acquire any office supplies or other goods and materials or any services for OncoCyte or AgeX, and if any such supplies, goods, materials or services are obtained, BioTime may arrange for the suppliers to invoice OncoCyte or AgeX directly The Shared Facilities Agreements remain in effect until a party gives the other party written notice that the Shared Facilities Agreement will terminate on December 31 of that year, or unless it is otherwise terminated under another provision of the agreement. In addition, BioTime and AgeX may each terminate their Shared Facilities Agreement prior to December 31 of the year by giving the other party written six months’ notice to terminate, but BioTime may not do so prior to September 1, 2020 In the aggregate, BioTime charged Use Fees to OncoCyte and AgeX as follows (in thousands): Year Ended December 31, 2018 2017 Research and development $ 1,378 $ 1,085 General and administrative 790 557 Total use fees $ 2,168 $ 1,642 The Use Fees charged to OncoCyte and AgeX shown above are not reflected in revenues, but instead BioTime’s general and administrative expenses and research and development expenses are shown net of those charges in the consolidated statements of operations. As of December 31 December 31 BioTime accounts for receivables from affiliates, net of payables to affiliates, if any, for similar shared services and other transactions BioTime’s consolidated subsidiaries may enter into with nonconsolidated affiliates. BioTime and the affiliates record those receivables and payables on a net basis since BioTime and the affiliates intend to exercise a right of offset of the receivable and the payable and to settle the balances net by having the party that owes the other party pay the net balance owe Related Party Convertible Debt Cell Cure issued certain convertible promissory notes (the “Convertible Notes”) to Cell Cure shareholders other than BioTime. The Convertible Notes bear a stated interest rate of 3% per annum. The total outstanding principal balance of the Convertible Notes, with accrued interest, were due and payable on various maturity dates in July 2017 and September 2017, and in February 2019 through August 2019. The outstanding principal balance of the Convertible Notes with accrued interest was convertible into Cell Cure ordinary shares at a fixed conversion price of $20.00 per share, at the election of the holder, at any time prior to maturity. Any conversion of the Convertible Notes was required to be settled with Cell Cure ordinary shares and not with cash. The conversion feature of the Convertible Notes issued was not accounted for as an embedded derivative under the provisions of ASC 815, Derivatives and Hedging Debt with Conversion and Other Options . In July 2017, BioTime purchased all of the outstanding Convertible Notes and Cell Cure ordinary shares held by HBL , a Cell Cure shareholder that owned substantially all the Convertible Notes and 21.2% of the outstanding Cell Cure ordinary shares (see Note 12). BioTime purchased such in exchange for purchased such based on the closing price of BioTime common stock on the NYSE American The purchase of the Convertible Notes from HBL was accounted for as an extinguishment of a convertible debt with a beneficial conversion feature under ASC 470-50-40, Debt – Modifications and Extinguishments In connection with the purchase of the Convertible Notes from HBL, and in accordance with ASC 470-50-40, BioTime recorded a charge to equity of $3.1 million representing the intrinsic value of the conversion option of the Convertible Notes, and a $2.8 million noncash loss on debt extinguishment included in other income and expenses, net, during the year ended December 31, 2017. Other related party transactions In connection with the capitalization of AgeX in August 2017 (see Note 12), Alfred D. Kingsley, the Chairman of BioTime’s Board of Directors, purchased 200,000 shares of AgeX common stock. The AgeX shares were sold to Mr. Kingsley on the same terms (including price, $2.00 per share) as such shares were sold to other investors in that transaction. In August 2017, Mr. Kingsley acquired an additional 421,500 AgeX shares valued at $2.00 per share from BioTime in exchange for 300,000 BioTime common shares owned by Mr. Kingsley valued at $2.81 per share. BioTime currently pays $5,050 per month for the use of approximately 900 square feet of office space in New York City, which is made available to BioTime on a month-by-month basis by one of its directors at an amount that approximates his cost. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | 12. Shareholders’ Equity Preferred Shares BioTime is authorized to issue 2,000,000 shares of preferred stock. The preferred shares may be issued in one or more series as the board of directors may by resolution determine. The board of directors is authorized to fix the number of shares of any series of preferred shares and to determine or alter the rights, preferences, privileges, and restrictions granted to or imposed on the preferred shares as a class, or upon any wholly unissued series of any preferred shares. The board of directors may, by resolution, increase or decrease (but not below the number of shares of such series then outstanding) the number of shares of any series of preferred shares subsequent to the issue of shares of that series. As of December 31, 2018, no shares of preferred stock were issued or outstanding. Common Shares At December 31, 2018, BioTime was authorized to issue 250,000,000 common shares, no par value. As of December 31, 2018 and 2017, BioTime had 127,135,774 and 126,865,634 issued and outstanding common shares, respectively (see Note 19). During the year ended December 31, 2018, BioTime issued 270,000 shares of common stock, net of shares withheld and retired for employee taxes paid, for vested restricted stock units (see Note 13). In October 2017, BioTime completed a public offering of 11,057,693 common shares at a price of $2.60 per share, including the underwriters’ full exercise of their over-allotment option to purchase additional shares. The public offering generated net proceeds to BioTime of approximately $26.7 million, after deducting underwriting discounts and commissions and other estimated offering expenses payable by BioTime. In July 2017, BioTime issued 4,924,542 common shares valued at $15.2 million to purchase outstanding Convertible Notes and Cell Cure ordinary shares from HBL as further described in Note 11 and Transactions with Noncontrolling Interests of Cell Cure In April 2017, BioTime entered into a Controlled Equity Offering SM BioTime will pay Cantor Fitzgerald a commission of 3.0% of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements and provide Cantor Fitzgerald with customary indemnification and contribution rights. The Sales Agreement may be terminated by Cantor Fitzgerald or BioTime at any time upon notice to the other party, or by Cantor Fitzgerald at any time in certain circumstances, including the occurrence of a material and adverse change in BioTime’s business or financial condition that makes it impractical or inadvisable to market the shares or to enforce contracts for the sale of the shares. In connection with the capitalization of AgeX in August 2017, BioTime acquired 300,000 BioTime common shares from Alfred D. Kingsley in exchange for 421,500 shares of AgeX common stock owned by BioTime, as discussed in Note 11, and BioTime sold 300,000 common shares under the Sales Agreement to an unaffiliated and existing BioTime investor for $2.81 per share. The BioTime common shares received from Mr. Kingsley were immediately retired as authorized but unissued shares (see Note 11). Although the transaction between Mr. Kingsley and BioTime was an exchange of shares, the proceeds from the sale of BioTime shares to the unrelated investor and the BioTime shares acquired from Mr. Kingsley are presented gross as separate cash items on the Consolidated Statements of Cash Flows for the year ended December 31, 2017, in accordance with ASC 230-10-45, Statement of Cash Flows – Other Presentation Matters In February 2017, BioTime sold 7,453,704 common shares in an underwritten public offering. The offering price to the public was $2.70 per share and net proceeds to BioTime were approximately $18.5 million, after deducting underwriting discounts, commissions and expenses related to the financing. BioTime Warrants BioTime has issued equity-classified warrants to purchase its common shares. Activity related to warrants in 2018 and 2017 is presented in the table below (in thousands, except price per share): Number of Warrant Shares Per Share Exercise Price Weighted Average Exercise Price Outstanding, January 1, 2017 9,395 $ 4.55 $ 4.55 Expired in 2017 - Outstanding, December 31, 2017 9,395 $ 4.55 $ 4.55 Expired in 2018 (9,395) 4.55 Outstanding, December 31, 2018 - $ - $ - Transactions with Noncontrolling Interests of AgeX Therapeutics, Inc. AgeX was incorporated in January 2017 for the purpose of acquiring and developing BioTime technology relating to cell immortality and regenerative biology by developing products for the treatment of aging and age-related diseases. Initial product development plans included: pluripotent stem cell-derived brown adipocytes (AGEX-BAT1); vascular progenitors (AGEX-VASC1); and induced Tissue Regeneration (iTR). Initial planned indications for these products are type II diabetes, cardiac ischemia, and cancer, respectively. In August 2017, AgeX received its initial assets and cash from BioTime and certain investors. BioTime contributed certain assets and cash to AgeX in exchange for 28,800,000 shares of AgeX common stock pursuant to an Asset Contribution and Separation Agreement. BioTime and AgeX also entered into a License Agreement pursuant to which BioTime licensed or sublicensed to AgeX, and AgeX granted to BioTime an option to license back, certain patent rights. Concurrently with the BioTime’s contribution of assets to AgeX, AgeX sold 4,950,000 shares of its common stock for $10.0 million in cash primarily to investors, which included the Chairman of BioTime’s Board of Directors (see Note 11). At the close of the financing and as of December 31, 2017, BioTime owned 85.4% of the outstanding shares of AgeX common stock. In June 2018, AgeX sold 2.0 million shares of common stock to Juvenescence for $2.50 per share for aggregate cash proceeds to AgeX of $5.0 million. As of the completion of this financing, BioTime owned 80.6% of the outstanding shares of AgeX common stock and retained a controlling interest in In August 2018, BioTime sold 14,400,000 shares of AgeX common stock it owned to Juvenescence. Immediately after that sale, BioTime owned 40.2% of the outstanding shares of AgeX common stock, resulting in the AgeX Deconsolidation (see Notes 3 and 4). Transactions with Noncontrolling Interests of Cell Cure On July 10, 2017, BioTime purchased all of the outstanding Cell Cure Convertible Notes and Cell Cure ordinary shares held by HBL , a former Cell Cure shareholder that owned 21.2% of the issued and outstanding Cell Cure ordinary shares and substantially all of the Cell Cure Convertible Notes issued by Cell Cure shareholders other than BioTime (see Note 11) To acquire the Cell Cure ordinary shares from HBL and Teva, million and $2.8 million, to HBL and Teva, respectively, based on the closing price of BioTime common shares on the NYSE American. Prior to the consummation of the transactions with HBL and Teva, BioTime held 62.5% of the issued and outstanding Cell Cure ordinary shares and upon the consummation of the transactions BioTime held 99.8%. Accordingly, BioTime recorded a corresponding charge to equity of $10.1 million and a proportional transfer of carrying value of $3.5 million for purchase of noncontrolling interests in Cell Cure, included in the consolidated statement of shareholders’ equity for the year ended December 31, 2017, in accordance with In October 2017, an unaffiliated third party exercised stock options to purchase 4,400 Cell Cure ordinary shares, reducing BioTime’s ownership from 99.8% to 98.8% of outstanding Cell Cure ordinary shares. In May 2018, BioTime purchased 937 shares of Cell Cure ordinary shares for $40.5359 per share, , resulting in an increase in BioTime’s ownership from 98.8% to 99.0%. BioTime recorded a $1.9 million net proportional equity transfer, at carrying value, from noncontrolling interests in Cell Cure to BioTime included in consolidated shareholders’ equity for the year ended December 31, 2018, in accordance with Cell Cure Warrants – Liability Classified In July 2017, as an inducement to HBL to sell their Cell Cure ordinary shares to BioTime, Cell Cure issued warrants to HBL (the “HBL Warrants”) to purchase up to 24,566 Cell Cure ordinary shares at an exercise price of $40.5359 per share, payable in U.S. dollars, the same Cell Cure price per ordinary share paid by BioTime to each of HBL and Teva for the purchase of their Cell Cure ordinary shares discussed above. No warrants were issued to Teva. The HBL Warrants are immediately exercisable and expire on the earliest of the lapse of 5 years from the issuance date or immediately prior to the closing of a Corporate Transaction or an initial public offering, as defined in the HBL Warrant Agreement. For the year ended December 31, 2017, Cell Cure recorded a noncash expense of $0.6 million included in general and administrative expenses in connection with the issuance of the HBL Warrants. Cell Cure also has issued warrants to purchase up to 13,738 Cell Cure ordinary shares at exercise prices ranging from $32.02 to $40.00 per share, payable in U.S. dollars, to consultants (the “Consultant Warrants”), expiring in October 2020 and January 2024. The HBL Warrants and the Consultant Warrants are collectively referred to as the “Cell Cure Warrants”. ASC 815 requires freestanding financial instruments, such as warrants, with exercise prices denominated in currencies other than the functional currency of the issuer to be accounted for as liabilities at fair value, with all subsequent changes in fair value after the issuance date to be recorded as gains or losses in the consolidated statements of operations. Because the exercise price of the Cell Cure Warrants is U.S. dollar-denominated and settlement is not expected to occur in the next twelve months, Cell Cure classified the Cell Cure Warrants as a long-term liability in accordance with ASC 815. The fair value of the Cell Cure Warrants at the time of issuance was determined by using the Black-Scholes option pricing model using the respective contractual term of the warrants. In applying this model, the fair value is determined by applying Level 3 inputs, as defined by ASC 820; these inputs are based on certain key assumptions including the fair value of the Cell Cure ordinary shares, adjusted for lack of marketability, as appropriate, and the expected stock price volatility over the term of the Cell Cure Warrants. The fair value of the Cell Cure ordinary shares is determined by Cell Cure’s Board of Directors, which may engage a valuation specialist to assist it in estimating the fair value, or may use recent transactions in Cell Cure shares, if any, as a reasonable approximation of fair value, or may apply other reasonable methods to determining the fair value, including a discount for lack of marketability. BioTime determines the stock price volatility using historical prices of comparable public company common stock for a period equal to the remaining term of the Cell Cure Warrants. The Cell Cure Warrants are revalued each reporting period using the same methodology described above, with changes in fair value included as gains or losses in other income and expenses, net, in the consolidated statements of operations. Changes in any of the key assumptions used to value the Cell Cure Warrants could materially impact the fair value of the Cell Cure Warrants and BioTime’s consolidated financial statements. For the year ended December 31, 2018, BioTime recorded a noncash gain of $0.4 million for the decrease in the fair value of the Cell Cure Warrants included in other income and expenses, net. The decrease in the fair value of the Cell Cure Warrants was mainly attributable to the reduced remaining life of the warrants from the prior period, and management’s assumption on the lack of marketability discount adjustment on the fair value of Cell Cure ordinary shares. As of December Transactions with Noncontrolling Interests of Other Subsidiaries In June 2017, BioTime increased its ownership in LifeMap Sciences from 78% to 82% and obtained a direct 100% ownership interest in LifeMap Solutions, of which 78% was previously indirectly owned by BioTime through LifeMap Sciences, for settlement and cancellation of certain intercompany debt owed by LifeMap Sciences. In 2017, certain OrthoCyte option holders exercised stock options to purchase 51,000 shares of OrthoCyte common stock, reducing BioTime’s ownership from 100% to 99.8% of the outstanding shares of OrthoCyte common stock. In A The above described transactions were between entities under common control and the changes in ownership interests did not result in a change of control under GAAP. Accordingly, BioTime recorded a $5.5 million net proportional equity transfer, at carrying values, from noncontrolling interests in these subsidiaries to BioTime included in consolidated shareholders’ equity for the year ended December 31, 2017, in accordance with |
Stock-Based Awards
Stock-Based Awards | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Awards | 13. Stock-Based Awards During December 2012, BioTime’s Board of Directors approved the 2012 Equity Incentive Plan (the “2012 Plan”), which was amended during 2017, under which BioTime has reserved 16,000,000 common shares for the grant of stock options or the sale of restricted stock or other equity awards. No options may be granted under the 2012 Plan more than ten years after the date upon which the 2012 Plan was adopted by the Board of Directors, and no options granted under the 2012 Plan may be exercised after the expiration of ten years from the date of grant. Under the 2012 Plan, options to purchase common shares may be granted to employees, directors and certain consultants at prices not less than the fair market value at date of grant, subject to certain limited exceptions for options granted in substitution of other options. Options may be fully exercisable immediately or may be exercisable according to a schedule or conditions specified by the Board of Directors or the Compensation Committee of the Board of Directors. The 2012 Plan also permits BioTime to award restricted stock for services rendered or to sell common shares to employees subject to vesting provisions under restricted stock agreements that provide for forfeiture of unvested shares upon the occurrence of specified events under a restricted stock award agreement. BioTime may permit employees or consultants, but not officers or directors, who purchase stock under restricted stock purchase agreements, to pay for their shares by delivering a promissory note that is secured by a pledge of their shares. BioTime may also grant stock appreciation rights (“SARs”) and hypothetical units issued with reference to BioTime common shares (“RSUs”) under the 2012 Plan. A SAR is the right to receive, upon exercise, an amount payable in cash or shares or a combination of cash and shares, as determined by the Board of Directors or the Compensation Committee, equal to the number of shares subject to the SAR that is being exercised multiplied by the excess of (a) the fair market value of a BioTime common share on the date the SAR is exercised, over (b) the exercise price specified in the SAR award agreement. The terms and conditions of a grant of RSUs will be determined by the Board of Directors or Compensation Committee. No shares of stock will be issued at the time an RSU is granted, and BioTime will not be required to set aside a fund for the payment of any such award. RSU recipients have no voting rights with respect to the shares underlying the RSU. Upon the expiration of the restrictions applicable to an RSU, BioTime will either issue to the recipient, without charge, one common share per RSU or cash in an amount equal to the fair market value of one common share. RSUs granted from the 2012 Plan reduce the shares available for grant by two shares for each RSU granted. The following table summarizes consolidated stock-based compensation expense, including equity awards by privately-held consolidated subsidiaries, related to stock options and other equity awards for the years ended December 31, 2018 and 2017, which was allocated as follows (in thousands): Year Ended December 31, 2018 2017 Research and development $ 785 $ 932 General and administrative 4,617 3,000 Total stock-based compensation expense $ 5,402 $ 3,932 As of December 31, 2018, total unrecognized compensation costs related to unvested stock options under BioTime’s 2002 Plan and 2012 Plan was $6.3 million, approximately 2.6 years The weighted-average estimated fair value of stock options granted under the 2012 Plan and other stock option awards granted outside of the 2012 Plan, during the years ended December 31, 2018 and 2017 was $1.24 and $1.65 per share respectively, using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2018 2017 Expected life (in years) 5.56 5.55 Risk-free interest rates 2.76% 1.83% Volatility 56.07% 58.76% Dividend yield -% -% Options and RSU Adjustment In connection with the AgeX Distribution discussed in Note 4 and in accordance with the provisions of the 2012 Plan and awards granted outside of the 2012 Plan, BioTime awards issued and outstanding as of November 28, 2018 were adjusted to maintain the intrinsic value of those awards immediately prior to and following the AgeX Distribution shown below. The adjustments to the number of shares subject to each RSU, stock option and the option exercise prices were based on the relative market capitalization of BioTime and AgeX as of the AgeX Distribution date. Since the adjustments were done to maintain intrinsic value of the BioTime options and RSUs in accordance with the 2012 Plan and awards issued outside of the 2012 Plan, there was no modification in accordance with ASC 718. General Option Information A summary of the 2012 Plan activity and other stock option awards granted outside of the 2012 Plan related information is as follows (in thousands except weighted average exercise price): Shares Available for Grant Number of Options Outstanding Number of RSUs Outstanding Weighted Average Exercise Price January 1, 2017 2,894 6,958 100 $ 3.60 Increase to option pool 6,000 - Temporary restriction by Board on available pool (1) (5,000) - Granted under 2012 Plan (1,954) 1,954 3.04 Exercised - (9) 2.66 Forfeited/cancelled/expired under 2012 Plan 545 (860) 4.43 RSU vesting - - (38) December 31, 2017 2,485 8,043 62 $ 3.38 Board mandated restriction restored (1) 5,000 - Exchange of options with Cell Cure (2) (866) 866 2.16 Restricted stock units granted (3) (1,586) - 793 n/a Inducement option grant (4) - 1,500 2.31 Granted under 2012 Plan (1,559) 1,559 2.84 Forfeited/cancelled/expired under 2012 Plan 731 (750) 3.33 Adjustment due to the AgeX Distribution (5) (2,294) 2,294 n/a Adjustment to inducement options due to the AgeX Distribution (5) - 355 Adjustment to restricted stock units due to the AgeX Distribution (5) (272) 136 n/a Restricted stock units vested - (466) n/a Restricted stock units expired unvested 246 (123) n/a December 31, 2018 1,885 13,867 402 $ 2.44 The disclosures below regarding share-based awards that were granted on or before November 28, 2018 are before the applicable adjustments made to such awards to maintain intrinsic value before and after the AgeX Distribution, as discussed above. (1) (2) (3) ® ® On September 17, 2018, BioTime granted BioTime’s new President and Chief Executive Officer, Brian M. Culley, two RSU awards under the 2012 Plan: (1) an award of 200,000 restricted stock units (“RSU Award No. 1”) and (2) an award of 100,000 restricted stock units (“RSU Award No. 2” and together with RSU Award No. 1, the “RSU Awards”). Subject to Mr. Culley’s continued service with BioTime, 25% of the shares subject to RSU Award No. 1 will vest on the first anniversary of the date of grant, and the balance of the shares subject to RSU Award No. 1 will vest in 12 equal quarterly installments at the end of each quarter thereafter. RSU Award No. 2 vested in full on January 1, 2019. (4) (5) In connection with the vested RSUs during the year ended December 31, 2018, BioTime paid $0.2 million in minimum employee withholding taxes in exchange for 134,000 vested shares of BioTime common stock issuable to the employees and immediately retired those shares. For the year ended December 31, 2018, BioTime recorded a noncash stock-based compensation expense of $1.2 million, which includes $1.0 million related to the performance-based awards discussed above, in connection with the vested RSUs, included in consolidated stock-based compensation expense. As of December 31, 2018, additional information regarding options outstanding under the 2012 Plan and options outstanding outside of the 2012 Plan, is as follows (in thousands except exercise prices and weighted average exercise price): Options Outstanding Options Exercisable Range of Exercise Prices (1) Number Outstanding (1) Weighted Average Remaining Contractual Life (years) Weighted Average Exercise (1) Number Exercisable (1) Weighted Average Exercise (1) $1.67 - $3.20 12,803 7.12 $ 2.38 6,810 $ 2.56 $3.25 - $4.01 1,064 2.33 $ 3.46 1,046 $ 3.42 $2.04 - $6.94 13,867 6.75 $ 2.44 7,856 $ 2.67 (1) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes U.S. Federal Income Tax Reform On December 22, 2017, in response to the enactment of the 2017 Tax Act (see Note 2), the SEC staff issued SAB 118 that allows companies to record provisional amounts during a measurement period not to extend beyond one year from the enactment date. The repatriation tax is based primarily on LifeMap Sciences Ltd, an Israeli subsidiary of LifeMap Sciences, accumulated foreign earnings and profits that BioTime previously excluded from U.S. income taxes. As a result, LifeMap Sciences included $227,000 in foreign earnings in federal income for the year ended December 31, 2017. The federal taxable income was offset by the LifeMap Sciences’ net operating loss carryforwards resulting in no federal income tax due. In addition, for the year ended December 31, 2017, BioTime remeasured certain deferred tax assets and liabilities based on the enacted tax rate at which they are expected to reverse in the future. The estimated tax effected amount related to the remeasurement of these balances was a reduction of BioTime’s net deferred tax assets by $8.9 million with a corresponding decrease in the valuation allowance by the same amount, recognized as of December 31, 2017, discussed below. BioTime applied the guidance in SAB 118 when accounting for the enactment-date effects of the 2017 Tax Act for the years ended December 31, 2018 and 2017. As of December 31, 2018, BioTime completed its accounting for all the enactment-date income tax effects of the 2017 Tax Act. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. As of December 31, 2017, the federal portion of the deferred tax assets and liabilities for 2017 were re-rated from 34% to 21% pursuant to the 2017 Tax Act. The primary components of the deferred tax assets and liabilities at December 31, 2018 and 2017 were as follows (in thousands): Deferred tax assets/(liabilities): 2018 2017 Net operating loss carryforwards $ 37,761 $ 55,608 Research and development and other credits 5,288 6,548 Patents and licenses 1,080 910 Equity method investments and marketable securities at fair value (7,848) (23,946) Stock options 2,062 713 Other, net 174 812 Total 38,517 40,645 Valuation allowance (38,517) (40,645) Net deferred tax assets $ - $ - A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax assets will not be realized. BioTime established a full valuation allowance for all periods presented due to the uncertainty of realizing future tax benefits from its net operating loss carryforwards and other deferred tax assets, including foreign net operating losses generated by its subsidiaries. Income taxes differed from the amounts computed by applying the indicated current U.S. federal income tax rate to pretax losses from operations as a result of the following: Year Ended December 31, 2018 2017 Computed tax benefit at federal statutory rate 21% 34% Research and development and other credits 1% 2% Re-rate of federal net deferred tax assets - (38%) Permanent differences (3%) (8%) Change in valuation allowance 4% (32%) Establish deferred tax liability for AgeX/OncoCyte shares at deconsolidation 8% 17% Deconsolidation of AgeX and subsidiaries net deferred tax assets (28%) - State tax benefit, net of effect on federal income taxes - 27% Foreign rate differential (2%) (2%) Income tax benefit 1% -% BioTime recorded a federal current income tax benefit of $0.3 million for the year ended December 31, 2018 due to intraperiod allocation discussed below (see Note 2). No income tax provision or benefit was recorded for the year ended December 31, 2017 due to a full valuation allowance on the deferred tax assets. As of December 31, 2018, BioTime has gross net operating loss carryforwards of approximately $93.8 million for federal purposes. As a result of the deconsolidation of AgeX on August 30, 2018 (Notes 3 and 4), AgeX and its subsidiaries will not be included in the federal consolidated and state combined tax returns of BioTime after that date. Accordingly, AgeX and its subsidiaries will file their own separate federal consolidated and state combined tax returns. In addition, AgeX and its subsidiaries will keep their separate tax attributes, consisting primarily of net operating loss carryforwards and research and development credits which will not be available to offset the taxable income of BioTime and not be included in the schedule of deferred tax assets and liabilities at December 31, 2018. As of December 31, 2018, BioTime’s foreign subsidiaries have net operating loss carryforwards of approximately $72.9 million which carryforward indefinitely. As of December 31, 2018, BioTime has net operating losses of $43.1 million for state tax purposes. Historically, the activities of OncoCyte, AgeX, ReCyte, LifeMap Sciences and OncoCyte have been included in the combined California tax return with BioTime. As a result of the OncoCyte Deconsolidation on February 17, 2017, (see Note 5), OncoCyte will file a separate California return for tax years 2018 and 2017. As a result of the AgeX Deconsolidation on August 30, 2018, AgeX and its subsidiaries, ReCyte, LifeMap Sciences Inc. and LifeMap Sciences Ltd (the “AgeX Group”) will file a separate California return after that date. Accordingly, the California net operating loss carryforwards and research and development credits attributable to the AgeX Group will not be available to BioTime and not included in the schedule of deferred tax assets and liabilities at December 31, 2018. Federal net operating losses generated on or prior to December 31, 2017, expire in varying amounts between 2028 and 2037, while federal net operating losses generated after December 31, 2017, carryforward indefinitely. The state net operating losses expire in varying amounts between 2030 and 2037. As of December 31, 2018, BioTime has research tax credit carryforwards for federal and state tax purposes of $2.5 million and $2.8 million, respectively. As noted above, as a result of the AgeX Deconsolidation, these tax credits reflect the amounts for BioTime and OrthoCyte as of December 31, 2018. For federal purposes, the credits generated each year have a carryforward period of 20 years. The federal tax credits expire in varying amounts between 2019 and 2038, while the state tax credits have no expiration period. On March 23, 2018, Ascendance was acquired by a third party in a merger through which AgeX received approximately $3.2 million in cash for its shares of Ascendance common stock. For financial reporting purposes, AgeX recognized a $3.2 million gain as a sale of its equity method investment in Ascendance. The Juvenescence Transaction discussed in was a taxable event for BioTime that resulted in a gross taxable gain of approximately $29.4 million, which BioTime expects to be fully offset with available net operating losses (“NOL”) and NOL carryforwards, resulting in no net income taxes due. accordance with ASC 740, primarily representing BioTime’s difference between book and tax basis of AgeX common stock on the AgeX Deconsolidation date. BioTime expects this deferred tax liability to be fully offset by a corresponding release of BioTime’s valuation allowance on deferred tax assets, resulting in no income tax provision or benefit from the AgeX Deconsolidation. The deferred tax liabilities on BioTime’s investments in OncoCyte, Asterias and AgeX are considered to be sources of taxable income as prescribed by ASC 740-10-30-17 that will more likely than not result in the realization of its deferred tax assets to the extent of those deferred tax liabilities, thereby reducing the need for a valuation allowance. The distribution of AgeX shares of common stock to BioTime shareholders (see Note 4) on November 28, 2018 was a taxable event for BioTime that resulted in a gross taxable gain of approximately $26.4 million, which BioTime expects to be fully offset with available net operating losses, resulting in no income taxes due. Although the OncoCyte Deconsolidation on February 17, 2017 was not a taxable transaction to BioTime and did not result in a tax payment obligation, the $71.7 million unrealized gain on the OncoCyte Deconsolidation generated a deferred tax liability that was fully offset by BioTime’s net operating losses. Subsequent to the OncoCyte Deconsolidation, an unrealized loss of $2.9 million was recorded on the OncoCyte shares during the year ended December 31, 2017, which was fully offset by a corresponding increase in BioTime’s valuation allowance. An unrealized loss of $48.0 million was recorded on the OncoCyte shares during the year ended December 31, 2018, which was fully offset by a corresponding increase in BioTime’s valuation allowance. Similarly, the Asterias Deconsolidation on May 13, 2016 was not a taxable transaction to BioTime and did not result in a tax payment obligation, the $49.0 million gain on the Asterias Deconsolidation generated a deferred tax liability that was fully offset by BioTime’s net operating losses. Subsequent to the Asterias Deconsolidation, an unrealized gain of $34.3 million was recorded on the Asterias shares during the year ended December 31, 2016, which was fully offset by available net operating losses and the corresponding release of BioTime’s valuation allowance on deferred tax assets. Unrealized losses of $35.4 million and $51.1 million were recorded on the Asterias shares during the years ended December 31, 2018 and 2017, respectively, . In connection with the deconsolidation of OncoCyte and Asterias (see Notes 5, 6 and 7), the market value of the respective shares BioTime holds creates a deferred tax liability to BioTime based on the closing price of the security, less the tax basis of the security BioTime has in such shares. The deferred tax liability generated by OncoCyte and Asterias shares that BioTime holds as of December 31, 2018, is a source of future taxable income to BioTime, as prescribed by ASC 740-10-30-17, that will more likely than not result in the realization of its deferred tax assets to the extent of those deferred tax liabilities. This deferred tax liability is determined based on the closing price of those securities as of December 31, 2018. On June 6, 2017, BioTime and LifeMap Sciences entered into a Debt Conversion Agreement whereby BioTime acquired additional stock in LifeMap Sciences (see Note 12) and other assets, including intellectual property in exchange for intercompany indebtedness of approximately $8.7 million owed to BioTime. This transaction had no financial reporting impact, except for transactions between noncontrolling interests of LifeMap Sciences discussed in Note 12. BioTime and LifeMap Sciences recorded the tax effect of the transactions in equity instead of the tax provision in accordance with ASC 740-20-45-11(g), which requires that the tax effects of all changes in tax bases of assets and liabilities caused by transactions among or with shareholders be included in equity. In connection with the June 2017 transactions, LifeMap Sciences utilized approximately $3.3 million in net operating loss carryforwards with a corresponding release of the valuation allowance recorded through equity in accordance with ASC 740-20-45-11(g). For income tax purposes, the purchase by BioTime of LifeMap Sciences’ intellectual property and other assets resulted in a taxable gain to LifeMap Sciences of $3.7 million for the year ended December 31, 2017. Although LifeMap Sciences had sufficient current year operating losses and regular net operating loss carryforwards to offset the entire gain, it incurred a federal alternative minimum tax payable of $22,000 as of December 31, 2017. As previously noted under the 2017 Tax Act, corporations are no longer subject to the AMT, effective for taxable years beginning after December 31, 2017. To the extent a company has an AMT credit from a prior year, the company can carry the credit forward to offset regular tax. To the extent the company does not have a federal tax liability, a portion of the AMT credit is refundable each year starting in 2018, with any remaining balance fully refundable in 2021. As LifeMap Sciences will ultimately receive a full refund of the current AMT payable, fully offsetting the current provision, there is no tax provision or benefit recorded for the year ended December 31, 2017. For the year ended December 31, 2018, because BioTime experienced a loss from continuing operations and generated other comprehensive income attributable to foreign currency translation adjustments, BioTime allocated income tax expense against the component of foreign currency translation adjustment in 2018 using a 21% tax rate. Income tax benefit related to continuing operations for the year ended December 31, 2018 includes a tax benefit of $0.3 million due to the required intraperiod tax allocation (see Note 2). Conversely, other comprehensive income attributable to foreign currency translation adjustments for the year ended December 31, 2018 is net of an income tax expense of $0.3 million. Other Income Tax Matters Internal Revenue Code Section 382 places a limitation (“Section 382 Limitation”) on the amount of taxable income that can be offset by NOL carryforwards after a change in control (generally greater than 50% change in ownership within a three-year period) of a loss corporation. California has similar rules. Generally, after a change in control, a loss corporation cannot deduct NOL carryforwards in excess of the Section 382 Limitation. Due to these “change in ownership” provisions, utilization of the NOL and tax credit carryforwards may be subject to an annual limitation regarding their utilization against taxable income in future periods. BioTime files a U.S. federal income tax return as well as various state and foreign income tax returns. In general, BioTime is no longer subject to tax examination by major taxing authorities for years before 2014. Although the statute is closed for purposes of assessing additional income and tax in these years, the taxing authorities may still make adjustments to the NOL and credit carryforwards used in open years. Therefore, the statute should be considered open as it relates to the NOL and credit carryforwards used in open years. BioTime may be subject to potential examination by U.S. federal, U.S. states or foreign jurisdiction authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with U.S. federal, U.S. state and foreign tax laws. BioTime’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. BioTime’s practice is to recognize interest and penalties related to income tax matters in tax expense. As of December 31, 2018 and 2017, BioTime has no accrued interest and penalties. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. Commitments and Contingencies Alameda Lease In December 2015, BioTime entered into a lease for approximately 30,795 square feet of rentable space in two buildings located in an office park in Alameda, California (the “Alameda Lease”). The term of the Alameda Lease is seven years and BioTime has an option to renew the term for an additional five years. The term of the Alameda Lease commenced effective February 1, 2016 and expires on January 31, 2023, unless the renewal option is exercised. Base rent under the Alameda Lease beginning on February 1, 2019 is $70,521 per month and will increase by approximately 3% annually on every February 1 thereafter during the lease term. The lease payments allocated to the lease liability for leasehold improvements reimbursed by the landlord are amortized as debt service on that liability using the effective interest method over the lease term. In addition to base rent, BioTime will pay a pro rata portion of increases in certain expenses, including real property taxes, utilities (to the extent not separately metered to the leased space) and the landlord’s operating expenses, over the amounts of those expenses incurred by the landlord. As security for the performance of its obligations under the Alameda Lease, BioTime provided the landlord with a security deposit of approximately $424,000, which was reduced to $78,000 on January 24, 2019 in accordance with the terms of the lease. The security deposit amount is considered restricted cash (see Note 2). New York Leased Office Space BioTime currently pays $5,050 per month for the use of approximately 900 square feet of office space in New York City, which is made available to BioTime for use in conducting meetings and other business affairs, on a month-by-month basis, by one of its directors at an amount that approximates his cost. Cell Cure Leases Cell Cure has leased 728.5 square meters (approximately 7,842 square feet) of office and laboratory space in Jerusalem, Israel under a lease that expires December 31, 2020, with two additional options to extend the lease for 5 years each. Base monthly rent is NIS 37,882 (approximately US $11,000 per month using the December 31, 2018 exchange rate). On January 28, 2018, Cell Cure entered into another lease agreement for an additional 934 square meters (approximately 10,054 square feet) of office space in the same facility in Jerusalem, Israel under a lease that expires on December 31, 2025, with two additional options to extend the lease for 5 years each (the “January 2018 Lease”). The January 2018 Lease commenced on April 1, 2018 and included a leasehold improvement construction allowance of up to NIS 4,000,000 (approximately up to $1.1 million using the December 31, 2018 exchange rate) from the landlord. Cell Cure is considered the owner of the tenant improvements under construction under ASC 840-40-55 as Cell Cure, among other things, has the primary obligation to pay for construction costs and Cell Cure will retain exclusive use of the leased facilities for its office, research and cGMP manufacturing facility requirements after construction is completed. In accordance with this guidance, amounts expended by Cell Cure for construction is reported as construction in progress, and the proceeds received from the landlord, if any, are reported as a lease liability. As of December 31, 2018, approximately $0.8 million in reimbursable amounts due to Cell Cure but not yet paid by the landlord are recorded as a landlord receivable with a corresponding increase to the lease liability since Cell Cure has contractually earned the right to receive that payment. Upon the property being placed in service, Cell Cure will depreciate the property (see Note 8) and the lease payments attributable to the lease liability will be accounted for as debt service payments . As of December 31, 2018, approximately $1.1 million under the January 2018 Lease was incurred and recorded as leasehold improvement construction in progress (see Note 8), with a corresponding amount included in long term lease liability representing the full amount utilized from the landlord’s leasehold improvement construction allowance. Amounts incurred above the construction allowance are paid by Cell Cure. The leasehold improvements were substantially completed in December 2018 and the assets placed in service in January 2019. Combined base rent and construction allowance payments for the January 2018 Lease are NIS 93,827 per month (approximately $26,000 per month) beginning on October 1, 2018. In December 2018, Cell Cure made a $388,000 deposit required under the January 2018 Lease, which amount is included in deposits and other long-term assets on the consolidated balance sheet as of December 31, 2018, to be held as restricted cash during the term of the January 2018 Lease. In addition to base rents, Cell Cure pays a pro rata share of real property taxes and certain costs related to the operation and maintenance of the building in which the leased premises are located. Annual Rent Expense and Future Minimum Lease Payments Rent expense totaled $1.2 million and $1.1 million for the years ended December 31, 2018 and 2017, respectively, included in the consolidated statements of operations. Future minimum annual lease payments under the various operating leases, including the Alameda Lease and the landlord lease liability, Cell Cure leases noted above, and capital leases, for the years ending after December 31, 2018 are as follows (in thousands): Year Ending December 31, Minimum Operating Lease Payments Capital Lease Payments 2019 $ 1,421 $ 36 2020 1,339 36 2021 1,245 36 2022 1,251 36 2023 393 15 Thereafter 1,015 - Total minimum lease payments $ 6,664 $ 159 Less amounts representing interest (31) Present value of net minimum lease payments $ 128 Litigation – General BioTime will be subject to various claims and contingencies in the ordinary course of its business, including those related to litigation, business transactions, employee-related matters, and others. When BioTime is aware of a claim or potential claim, it assesses the likelihood of any loss or exposure. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, BioTime will record a liability for the loss. If the loss is not probable or the amount of the loss cannot be reasonably estimated, BioTime discloses the claim if the likelihood of a potential loss is reasonably possible and the amount involved could be material (see Note 19). Employment Contracts BioTime has entered into employment agreements with certain executive officers. Under the provisions of the agreements, BioTime may be required to incur severance obligations for matters relating to changes in control, as defined in the agreements, and involuntary terminations. Indemnification In the normal course of business, BioTime may provide indemnifications of varying scope under BioTime’s agreements with other companies or consultants, typically BioTime’s clinical research organizations, investigators, clinical sites, suppliers and others. Pursuant to these agreements, BioTime will generally agree to indemnify, hold harmless, and reimburse the indemnified parties for losses and expenses suffered or incurred by the indemnified parties arising from claims of third parties in connection with the use or testing of BioTime’s products and services. Indemnification provisions could also cover third party infringement claims with respect to patent rights, copyrights, or other intellectual property pertaining to BioTime products and services. The term of these indemnification agreements will generally continue in effect after the termination or expiration of the particular research, development, services, or license agreement to which they relate. The potential future payments BioTime could be required to make under these indemnification agreements will generally not be subject to any specified maximum amount. Historically, BioTime has not been subject to any claims or demands for indemnification. BioTime also maintains various liability insurance policies that limit BioTime’s financial exposure. As a result, BioTime believes the fair value of these indemnification agreements is minimal. Accordingly, BioTime has not recorded any liabilities for these agreements as of December 31, 2018 and 2017. Second Amended and Restated License Agreement On June 15, 2017, Cell Cure entered into a Second Amended and Restated License Agreement (the “License Agreement”) with Hadasit Medical Research Services and Development Ltd. (“Hadasit”), the commercial arm and a wholly-owned subsidiary of Hadassah Medical Organization. Pursuant to the License Agreement, Hadasit granted Cell Cure an exclusive, worldwide, royalty bearing license (with the right to grant sublicenses) in its intellectual property portfolio of materials and technology related to human stem cell derived photoreceptor cells and retinal pigment epithelial cells (the “Licensed IP”), to use, commercialize and exploit any part thereof, in any manner whatsoever in the fields of the development and exploitation of (i) human stem cell derived photoreceptor cells, solely for use in cell therapy for the diagnosis, amelioration, prevention and treatment of eye disorders, and (ii) human stem cell derived retinal pigment epithelial cells, solely for use in cell therapy for the diagnosis, amelioration, prevention and treatment of eye disorders. As consideration for the Licensed IP, Cell Cure will pay a small one-time lump sum payment, a royalty in the mid-single digits of net sales from sales of Licensed IP by any invoicing entity, and . In addition, Cell Cure will pay Hadasit an annual minimal non-refundable royalty, which will become due and payable the first January 1 following the completion of services to Cell Cure by a research laboratory. Cell Cure will pay Hadasit non-refundable milestone payments upon the recruitment of the first patient for the first Phase IIB clinical trial, upon the enrollment of the first patient in the first Phase III clinical trials, upon delivery of the report for the first Phase III clinical trials, upon the receipt of an NDA or marketing approval in the European Union, whichever is the first to occur, and upon the first commercial sale in the United States or European Union, whichever is the first to occur. Such milestones, in the aggregate, may be up to $3.5 million. As of December 31, 2018, Cell Cure had not accrued any milestone payments under the License Agreement. The License Agreement terminates upon the expiration of Cell Cure’s obligation to pay royalties for all licensed products, unless earlier terminated. In addition to customary termination rights of both parties, Hadasit may terminate the License Agreement if Cell Cure fails to continue the clinical development of the Licensed IP or fails to take actions to commercialize or sell the Licensed IP over any consecutive 12 month period. The License Agreement also contains mutual confidentiality obligations of Cell Cure and Hadasit, and indemnification obligations of Cell Cure. Royalty obligations and license fees BioTime and its subsidiaries or affiliates are parties to certain licensing agreements with research institutions, universities and other parties for the rights to use those licenses and other intellectual property in conducting research and development activities. These licensing agreements provide for the payment of royalties by BioTime or the applicable party to the agreement on future product sales, if any. In addition, in order to maintain these licenses and other rights during the product development, BioTime or the applicable party to the contract must comply with various conditions including the payment of patent related costs and annual minimum maintenance fees. Annual minimum maintenance fees are approximately $135,000 to $150,000 per year. The research and development risk for these products is significant. License fees and related expenses under these agreements were $133,000 and $221,000 for the years ended December 31, 2018 and 2017, respectively. Grants Under the terms of the grant agreement between Cell Cure and Israel Innovation Authority (“IIA”) (formerly the Office of the Chief Scientist of Israel) of the Ministry of Economy and Industry, for the development of OpRegen ® OpRegen ® Accordingly, pursuant to ASC 730-20, the Cell Cure grant is considered a contract to perform research and development services for others and grant revenue is recognized as the related research and development expenses are incurred (see Note 2). Israeli law pertaining to such government grants contain various conditions, including substantial penalties and restrictions on the transfer of intellectual property, or the manufacture, or both, of products developed under the grant outside of Israel, as defined by the IIA. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | 16. Segment Information BioTime’s executive management team, as a group, represents the entity’s chief operating decision makers. BioTime’s executive management team views BioTime’s operations as one segment that includes, the research and development of therapeutic products for retinal, orthopedics, oncology, and neurological diseases and disorders, blood and vascular system diseases and disorders, blood plasma volume expansion, diagnostic products for the early detection of cancer, and hydrogel products that may be used in surgery, and products for pluripotent cell technologies. As a result, the financial information disclosed materially represents all of the financial information related to BioTime’s sole operating segment. |
Enterprise-Wide Disclosures
Enterprise-Wide Disclosures | 12 Months Ended |
Dec. 31, 2018 | |
Enterprise-wide Disclosures [Abstract] | |
Enterprise-Wide Disclosures | 17. Enterprise-Wide Disclosures Geographic Area Information The following table presents consolidated revenues, including license fees, royalties, grant income, and other revenues, disaggregated by geography, based on the billing addresses of customers, or in the case of grant revenues based on where the governmental entities that fund the grant are located (in thousands). Year Ended December 31, Geographic Area 2018 2017 (1) United States $ 1,804 $ 1,651 Foreign (2) 3,184 1,807 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) Foreign revenues are primarily generated from grants in Israel. The composition of BioTime’s long-lived assets, consisting of plant and equipment, net, between those in the United States and in foreign countries, as of December 31, 2018 and 2017, is set forth below (in thousands): December 31, 2018 (1) 2017 Domestic $ 2,038 $ 2,746 Foreign (2) 3,797 2,787 Total $ 5,835 $ 5,533 (1) Reflects the effect of the AgeX Deconsolidation. (2) Assets in foreign countries principally include laboratory equipment and leasehold improvements in Israel. Major Sources of Revenues The following table presents BioTime’s consolidated revenues disaggregated by source (in thousands). Year Ended December 31, REVENUES: 2018 2017 (1) Grant revenue $ 3,572 $ 1,666 Royalties from product sales and license fees 392 389 Subscription and advertisement revenues (2) 691 1,395 Sale of research products and services 333 8 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) These revenues were generated by LifeMap Sciences, a subsidiary of AgeX. The revenues shown for 2018 are for the period January 1, 2018 through August 29, 2018. As a result of the AgeX Deconsolidation on August 30, 2018, BioTime does not expect to recognize this type of revenue in subsequent accounting periods. The following table shows BioTime’s major sources of revenues, as a percentage of total revenues, that were recognized during the years ended December 31, 2018, 2017, and 2016: Year Ended December 31, Sources of Revenues 2018 2017 NIH grant income (1) 21.2% 5.0% IIA (formerly OCS) grant income (Cell Cure, Israel) 50.4% 43.2% Subscriptions, advertising, licensing and other (various customers) (2) 20.5% 49.4% Sale of research products 4.2% -% Other 3.7% 2.4% (1) Reflects income from grants to BioTime from the National Institutes of Health (NIH). (2) For 2018 and 2017, one individual customer represents greater than 5% of total revenues. Between January 1, 2018 through August 29, 2018, LifeMap Sciences received $0.7 million and recognized $0.5 million (net of $0.2 million in royalty and commission fees included in cost of sales) in net subscription and advertisement revenues from LifeMap Sciences’ online database business primarily related to its GeneCards ® GeneCards ® |
Selected Quarterly Financial In
Selected Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Information (Unaudited) | 18. Selected Quarterly Financial Information (UNAUDITED, in thousands, except per share data) BioTime has derived this data from the unaudited consolidated interim financial statements that, in BioTime’ s opinion, have been prepared on substantially the same basis as the audited consolidated financial statements contained herein and include all normal recurring adjustments necessary for a fair presentation of the financial information for the periods presented. These unaudited consolidated quarterly results should be read in conjunction with the consolidated financial statements and notes thereto included herein. The consolidated operating results in any quarter are not necessarily indicative of the consolidated results that may be expected for any future period. Year Ended December 31, 2018 First Quarter Second Quarter Third Quarter Fourth Quarter Revenues, net $ 701 $ 2,547 $ 982 $ 758 Operating expenses 12,779 11,585 11,304 10,813 Loss from operations (12,187) (9,144) (10,357) (10,107) Net income (loss) attributable to BioTime (63,548) (4,215) 66,725 (44,952) Basic net income (loss) per share $ (0.50) $ (0.03) $ 0.53 $ (0.36) Year Ended December 31, 2017 Revenues, net $ 333 $ 376 $ 1,636 $ 945 Operating expenses 11,595 10,694 11,149 10,508 Loss from operations (11,262) (8,564) (9,513) (9,563) Net income (loss) attributable to BioTime 49,288 (11,651) 14,321 (71,934) Basic net income (loss) per share $ 0.46 $ (0.11) $ 0.12 $ (0.58) Quarterly and year-to-date computations of net income (loss) per share amounts are calculated using the respective period weighted average shares outstanding. Therefore, the sum of the per share amounts for the quarters may not agree with the per share amounts for the year. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. Subsequent Events Research and Option Agreement On January 5, 2019, BioTime and Orbit Biomedical Limited (“Orbit”) entered into a Research and Option Agreement (the “Orbit Agreement”) for an exclusive partnership to assess Orbit’s vitrectomy-free subretinal injection device as a means of delivering OpRegen in the ongoing Phase I/IIa study. The term of the Orbit Agreement is for one year unless certain research activities and related data specified in the Orbit Agreement is obtained sooner. The access fees payable by BioTime to Orbit for its technology and the injection device are $2.5 million in the aggregate, of which $1.25 million was paid in January 2019 upon execution of the Orbit Agreement and the remaining $1.25 million payment is due on the earlier of (i) six months from the Orbit Agreement date or, (ii) upon completion of certain collaborative research activities using the Orbit technology for the OpRegen clinical trial, as specified in the Orbit Agreement. In addition to the access fees, BioTime will pay Orbit for costs of consumables, training services, travel costs and other out of pocket expenses incurred by Orbit for performing services under the Orbit Agreement. BioTime will have exclusive rights to the Orbit technology and its injection device for the treatment of dry-AMD during the term of the Orbit Agreement and may extend the term for an additional three months by paying Orbit a cash fee of $500,000. Option Grants In January and February 2019, BioTime granted stock options to purchase 1.7 million common shares with exercise prices ranging from $1.08 per share to $1.14 per share to its employees, including to its new Chief Financial Officer hired in January 2019, under the 2012 Plan. These grants are subject to the customary vesting terms and conditions in accordance with the 2012 Plan. Payment of Receivable from OncoCyte On February 15, 2019, OncoCyte paid the $2.1 million in shared services due to BioTime (see Note 11) as of December 31, 2018. Asterias Merger On November 7, 2018, BioTime, Asterias and Patrick Merger Sub, Inc., a wholly owned subsidiary of BioTime (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) whereby BioTime will acquire all of the outstanding common stock of Asterias in a stock-for-stock transaction of 0.71 shares of BioTime common shares for every share of Asterias common stock (the “Asterias Merger”). On February 19, 2019, a putative shareholder class action lawsuit was filed (captioned Lampe v. Asterias Biotherapeutics, Inc. et al BioTime believes that the allegations lack merit and intends to vigorously defend all claims asserted. in accordance with ASC 450, Contingencies On March 7, 2019, the shareholders of each of BioTime and Asterias approved the Merger Agreement. As discussed in Note 7, prior to the consummation of the Merger Agreement, BioTime owned approximately 39% of Asterias’ issued and outstanding common stock and accounts for Asterias as an equity method investment. On March 8, 2019, the Asterias merger closed and the Merger Sub merged with and into Asterias with Asterias surviving the Asterias Merger as a wholly-owned subsidiary of BioTime. Pursuant to the terms of the Merger Agreement, at the closing of the merger on March 8, 2019, Asterias became a wholly owned subsidiary of BioTime and the previous stockholders of Asterias (other than BioTime) received 0.71 shares of BioTime common share for every share of Asterias common stock (the “Merger Consideration”). In the Merger Consideration, BioTime issued 24,729,516 number of shares of common stock, which included 91,703 shares issued for all Asterias restricted stock units that immediately vested in connection with the Asterias Merger, for aggregate Merger Consideration of $32.4 million. BioTime also assumed 1,997,342 of Asterias warrants and the Asterias option pool which includes 5,189,520 shares. The Asterias Merger will be accounted for using the acquisition method of accounting in accordance with Accounting Standards Codification Topic 805 (“ASC 805”), Business Combinations |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Going Concern Assessment | Going concern assessment – |
Cash and Cash Equivalents | Cash and cash equivalents |
Restricted Cash | Restricted cash |
Trade Accounts and Grants Receivable, Net | Trade accounts and grants receivable, net – |
Financing Receivable from Juvenescence | Financing receivable from Juvenescence Receivables |
Concentrations of Credit Risk | Concentrations of credit risk |
Fair Value Measurements | Fair Value Measurements Fair Value Measurements and Disclosures ● Level 1 – Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2 – Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments. ● Level 3 – Inputs to the valuation methodology are unobservable; that reflect management’s own assumptions about the assumptions market participants would make and significant to the fair value. In determining fair value, BioTime utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, and also considers counterparty credit risk in its assessment of fair value. For the periods presented, BioTime has no financial assets or liabilities recorded at fair value on a recurring basis, except for cash and cash equivalents consisting of money market funds, shares BioTime holds in Asterias and OncoCyte, and the marketable equity securities in AgeX and H adasit Bio-Holdings Ltd. (“HBL”) The fair value of BioTime’s assets and liabilities, which qualify as financial instruments under FASB guidance regarding disclosures about fair value of financial instruments, approximate the carrying amounts presented in the accompanying consolidated balance sheets. The carrying amounts of accounts receivable, prepaid expenses and other current assets, accounts payable, accrued expenses and other current liabilities approximate fair values because of the short-term nature of these items. |
Equity Method Investments at Fair Value | Equity method investments at fair value – BioTime uses the equity method of accounting when it has the ability to exercise significant influence, but not control, as determined in accordance with GAAP, over the operating and financial policies of a company. For equity method investments which BioTime has elected to measure at fair value, unrealized gains and losses are reported in the consolidated statements of operations in other income and expenses, net. As further discussed in Notes 6 and 7, BioTime has elected to account for its OncoCyte and Asterias shares at fair value using the equity method of accounting because beginning on February 17, 2017 and May 13, 2016, the respective dates on which BioTime deconsolidated OncoCyte and Asterias, BioTime has not had control of OncoCyte and Asterias, as defined by GAAP, but continues to exercise significant influence over those companies. Under the fair value method, BioTime’s value in shares of common stock it holds in OncoCyte and Asterias is marked to market at each balance sheet date using the closing prices of OncoCyte and Asterias common stock on the NYSE American multiplied by the number of shares of OncoCyte and Asterias held by BioTime, with changes in the fair value of the OncoCyte and Asterias shares included in other income and expenses, net, in the consolidated statements of operations. The OncoCyte and Asterias shares are considered level 1 assets as defined by ASC 820, Fair Value Measurements and Disclosures On August 30, 2018, BioTime consummated the sale of AgeX Shares to Juvenescence (see Note 3). Prior to the Juvenescence Transaction, Juvenescence owned 5.6% of AgeX’s issued and outstanding common stock. Upon completion of the Juvenescence Transaction, BioTime’s ownership in AgeX decreased from 80.4% to 40.2% of AgeX’s issued and outstanding shares of common stock, and Juvenescence’s ownership in AgeX increased from 5.6% to 45.8% of AgeX’s issued and outstanding shares of common stock. Accordingly, beginning on August 30, 2018, BioTime deconsolidated the financial statements and results of AgeX (see Note 4). On November 28, 2018, BioTime completed the AgeX Distribution whereby following the AgeX Distribution, BioTime retained Beginning on August 30, 2018 through November 28, 2018, the completion of the AgeX Distribution, BioTime held 40.2% of AgeX’s issued and outstanding shares of common stock and therefore accounted for the AgeX shares in a manner similar to the accounting for Asterias and OncoCyte shares held discussed above, using the equity method of accounting at fair value. For the period from August 30, 2018, through November 28, 2018, BioTime recorded an unrealized loss of $4.2 million due to the decrease in the AgeX stock price from August 30, 2018 to the AgeX Distribution date of November 28, 2018. |
Marketable Equity Securities | Marketable equity securities Investments – Debt and Equity Securities Financial Instruments–Overall: Recognition and Measurement of Financial Assets and Financial Liabilities, . The HBL shares have a readily determinable fair value quoted on the Tel Aviv Stock Exchange (“TASE”) (under trading symbol “HDST”) where share prices are denominated in New Israeli Shekels (NIS). The AgeX shares have a readily determinable fair value quoted on the NYSE American under trading symbol “AGE”. Accordingly, the marketable equity securities are considered level 1 assets as defined by ASC 820. These securities are held principally to meet future working capital needs. These securities are measured at fair value and reported as current assets on the consolidated balance sheets based on the closing trading price of the security as of the date being presented. Beginning on January 1, 2018, with the adoption of ASU 2016-01 discussed below, the HBL securities are now called “marketable equity securities” and unrealized holding gains and losses on these securities, including changes in foreign currency exchange rates, are reported in the consolidated statements of operations in other income and expenses, net. Prior to January 1, 2018 and the adoption of ASU 2016-01, the HBL securities were called “available-for-sale securities” and unrealized holding gains and losses, including changes in foreign currency exchange rates, were reported in other comprehensive income or loss, net of tax, and were a component of the accumulated other comprehensive income or loss on the consolidated balance sheet. Realized gains and losses, and declines in value judged to be other-than-temporary related to marketable equity securities, are included in other income and expenses, net, in the consolidated statements of operations. On January 1, 2018, in accordance with the adoption of ASU 2016-01, BioTime recorded a cumulative-effect adjustment for the HBL available-for-sale-securities to reclassify the unrealized gain of $328,000 included in consolidated accumulated other comprehensive income to the consolidated accumulated deficit balance. For the year ended December 31, 2018, BioTime recorded an unrealized gain of $677,000, included in other income and expenses, net, due to the increase in fair market value of the HBL marketable equity securities from January 1, 2018 to December 31, 2018. For the year ended December 31, 2018, BioTime recorded an unrealized gain of $481,000, included in other income and expenses, net, due to the increase in fair market value of the AgeX marketable equity securities from November 28, 2018 to December 31, 2018. |
Property and Equipment, Net and Construction in Progress | Property and equipment, net and construction in progress Construction in progress is not depreciated until the underlying asset is placed into service (see Note 15). |
Long-lived Intangible Assets | Long-lived intangible assets |
Impairment of Long-lived Assets | Impairment of long-lived assets – |
Accounting for Warrants | Accounting for warrants – Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock |
Transactions with Noncontrolling Interests of Subsidiaries | Transactions with noncontrolling interests of subsidiaries – 810-10-45-23, Consolidation Other Presentation Matters, |
Research and Development | Research and development – |
General and Administrative | General and administrative stock exchange-related costs, depreciation expense, marketing costs, and other miscellaneous expenses which are allocated to general and administrative expense |
Foreign Currency Translation Adjustments and Other Comprehensive Income or Loss | Foreign currency translation adjustments and other comprehensive income or loss – |
Foreign Currency Transaction Gains and Losses | Foreign currency transaction gains and losses – For transactions denominated in other than the functional currency of BioTime or its subsidiaries, BioTime recognizes transaction gains and losses in the consolidated statements of operations and classifies the gain or loss based on the nature of the item that generated it. The majority of BioTime’s foreign currency transaction gains and losses are generated by Cell Cure’s intercompany debt due to BioTime (see Notes 11 and 12), which are U.S. dollar-denominated, while Cell Cure’s functional currency is the Israeli New Shekel (“NIS”). At each balance sheet date, BioTime remeasures the intercompany debt using the current exchange rate at that date pursuant to ASC 830, Foreign Currency Matters. |
Income Taxes | Income taxes – BioTime accounts for income taxes in accordance with ASC 740, Income Taxes On December 22, 2017, the United States enacted major federal tax reform legislation, Public Law No. 115-97, commonly referred to as the 2017 Tax Cuts and Jobs Act (“2017 Tax Act”), which enacted a broad range of changes to the Internal Revenue Code. Changes to taxes on corporations impacted by the 2017 Tax Act include, among others, lowering the U.S. federal tax rates to a 21% flat tax rate, elimination of the corporate alternative minimum tax (“AMT”), imposing additional limitations on the deductibility of interest and net operating losses, allowing any net operating loss (“NOLs”) generated in tax years ending after December 31, 2017 to be carried forward indefinitely and generally repealing carrybacks, reducing the maximum deduction for NOL carryforwards arising in tax years beginning after 2017 to a percentage of the taxpayer’s taxable income, and allowing for the expensing of certain capital expenditures. The 2017 Tax Act also puts into effect a number of changes impacting operations outside of the United States including, but not limited to, the imposition of a one-time tax “deemed repatriation” on accumulated offshore earnings not previously subject to U.S. tax, and shifts the U.S taxation of multinational corporations from a worldwide system of taxation to a territorial system. ASC 740 requires the effects of changes in tax rates and laws on deferred tax balances (including the effects of the one-time transition tax) to be recognized in the period in which the legislation is enacted (see Note 14). For 2017, LifeMap Sciences included a deemed repatriation of $227,000 in accumulated foreign earnings not previously subject to U.S. tax in federal income from LifeMap Sciences Ltd. The federal taxable income was offset by the LifeMap Sciences’ net operating loss carryforwards resulting in no federal income tax due. Beginning in 2018, the 2017 Tax Act subjects a U.S. shareholder to tax on Global Intangible Low Tax Income (GILTI) earned by certain foreign subsidiaries. In general, GILTI is the excess of a U.S. shareholder’s total net foreign income over a deemed return on tangible assets. The provision further allows a deduction of 50% of GILTI, however this deduction is limited by the Company’s pre-GILTI U.S. income. For 2018, BioTime incurred a net loss from foreign activity, accordingly there was no GILTI inclusion in U.S. income. Current interpretations under ASC 740 state that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. BioTime has elected to account for GILTI as a current period expense when incurred. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to provide guidance for companies that are not able to complete their accounting for the income tax effects of the 2017 Tax Act in the period of enactment. SAB 118 allows BioTime to record provisional amounts during a measurement period not to extend beyond one year of the enactment date (see Note 14). BioTime applied the guidance in SAB 118 when accounting for the enactment-date effects of the 2017 Tax Act during the years ended December 31, 2018 and 2017. As of December 31, 2018, BioTime completed its accounting for all the enactment-date income tax effects of the 2017 Tax Act. Income tax benefit or expense for each year is allocated to continuing operations, other comprehensive income and the cumulative effects of accounting changes, if any, recorded directly to shareholders’ equity. ASC 740-20-45 Income Taxes, Intraperiod Tax Allocation, Other Presentation Matters Marketable equity securities |
Stock-based Compensation | Stock-based compensation – Compensation – Stock Compensation orfeitures are accounted for as they occur instead of based on the number of awards that were expected to vest prior to adoption of ASU 2016-09. Based on the nature and timing of grants, straight line expense attribution of stock-based compensation for the entire award and the relatively low forfeiture rates on BioTime’s experience, the impact of adoption of ASU 2016-09 pertaining to forfeitures was not material to the consolidated financial statements Certain of BioTime’s privately-held formerly consolidated subsidiaries have their own share-based compensation plans. For share-based compensation awards granted by those privately-held consolidated subsidiaries under their respective equity plans, BioTime determines the expected stock price volatility using historical prices of comparable public company common stock for a period equal to the expected term of the options. The expected term of privately-held subsidiary options is based upon the “simplified method” provided under Staff Accounting Bulletin, Topic 14 Although the fair value of employee stock options is determined in accordance with FASB guidance, changes in the assumptions can materially affect the estimated value and therefore the amount of compensation expense recognized in the consolidated financial statements. |
Basic and Diluted Net Loss Per Share Attributable to Common Shareholders | Basic and diluted net loss per share attributable to common shareholders For the years ended December 31, 2018 and 2017, b The following common share equivalents were excluded from the computation of diluted net income (loss) per common share for the periods presented because including them would have been antidilutive (in thousands): Year Ended December 31, 2018 2017 Stock options and restricted stock units 14,269 7,983 Warrants - 9,395 Treasury stock - 81 |
Recently Adopted Accounting Pronouncements | Recently adopted accounting pronouncements Adoption of ASU 2016-18 , Statement of Cash Flows (Topic 230) Statement of Cash Flows (Topic 230): Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheet dates that comprise the total of the same such amounts shown in the consolidated statements of cash flows for all periods presented herein and effected by the adoption of ASU 2016-18 (in thousands): December 31, 2018 2017 2016 Cash and cash equivalents $ 23,587 $ 36,838 $ 22,088 Restricted cash included in prepaid expenses and other current assets (see Note 15) 346 - - Restricted cash included in deposits and other long-term assets (see Note 15) 466 847 847 Total cash, cash equivalents, and restricted cash as shown in the consolidated statements of cash flows $ 24,399 $ 37,685 $ 22,935 Adoption of ASU 2014-09 , Revenues from Contracts with Customers (Topic 606) Revenue from Contracts with Customers Revenue Recognition BioTime adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method applied to those contracts which were not completed as of the adoption date. Results for reporting periods beginning on January 1, 2018 and thereafter are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with BioTime’s historical revenue recognition accounting under Topic 605. On January 1, 2018, the adoption and application of Topic 606 resulted in an immaterial cumulative effect adjustment to BioTime’s beginning consolidated accumulated deficit balance. In the applicable paragraphs below, BioTime has summarized its revenue recognition policies for its various revenue sources in accordance with Topic 606. |
Revenue Recognition by Source and Geography | Revenue Recognition by Source and Geography – Grant Revenues The following table presents BioTime’s consolidated revenues disaggregated by source (in thousands). Year Ended December 31, REVENUES: 2018 2017 (1) Grant revenue $ 3,572 $ 1,666 Royalties from product sales and license fees 392 389 Subscription and advertisement revenues (2) 691 1,395 Sale of research products and services 333 8 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) These revenues were generated by LifeMap Sciences, which is a subsidiary of AgeX, are included in BioTime consolidated revenues for the period from January 1, 2018 through August 29, 2018, the date immediately preceding the AgeX Deconsolidation. As a result of the AgeX Deconsolidation on August 30, 2018, BioTime does not expect to recognize subscription and advertisement revenues during subsequent accounting periods. The following table presents consolidated revenues, disaggregated by geography, based on the billing addresses of customers, or in the case of grant revenues based on where the governmental entities that fund the grant are located (in thousands). See further discussion under Grant Revenues Year Ended December 31, REVENUES: 2018 2017 (1) United States $ 1,804 $ 1,651 Foreign (2) 3,184 1,807 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) Foreign revenues are primarily generated from grants in Israel. Research and development contracts with customers – Royalties from product sales and license fees – Sale of research products and services – Revenues from the sale of hydrogels and stem cell products, including the cost of sales related to those products, were immaterial for all periods presented. Subscription and advertisement revenues – , including research databases and software tools, iomedical, gene, disease, and stem cell research. ® ® LifeMap Sciences’ performance obligations for subscriptions include a license of intellectual property related to its genetic information packages and premium genetic information tools. These licenses are deemed functional licenses that provide customers with a “right to access” to LifeMap Sciences’ intellectual property during the subscription period and, accordingly, revenue is recognized over a period of time, which is generally the subscription period. Payments are typically received at the beginning of a subscription period and revenue is recognized according to the type of subscription sold. For subscription contracts in which the subscription term commences before a payment is due, LifeMap Sciences records an accounts receivable as the subscription is earned over time and bills the customer according to the contract terms. LifeMap Sciences continuously monitors collections and payments from customers and maintains a provision for estimated credit losses and uncollectible accounts based upon its historical experience and any specific customer collection issues that have been identified. Amounts determined to be uncollectible are written off against the allowance for doubtful accounts. LifeMap Sciences has not historically provided significant discounts, credits, concessions, or other incentives from the stated price in the contract as the prices are offered on a fixed fee basis for the type of subscription package being purchased. LifeMap Sciences may issue refunds only if the packages cease to be available for reasons beyond its control. In such an event, the customer will get a refund on a pro-rata basis. Using the most likely amount method for estimating refunds under Topic 606, including historical experience, LifeMap Sciences determined that the single most likely amount of variable consideration for refunds is immaterial as LifeMap Sciences does not expect to pay any refunds. Both the customer and LifeMap Sciences expect the subscription packages to be available during the entire subscription period, and LifeMap Sciences has not experienced any significant issues with the availability of the product and has not issued any material refunds. LifeMap Sciences performance obligations for advertising are overall advertising services and represent a series of distinct services. Contracts are typically less than a year in duration and the fees charged may include a combination of fixed and variable fees with the variable fees tied to click throughs to the customer’s products on their website. LifeMap Sciences allocates the variable consideration to each month the click through services occur and allocates the annual fee to the performance obligation period of the initial term of the contract because those amounts correspond to the value provided to the customer each month. For click-through advertising services, at the time the variable compensation is known and determinable, the service has been rendered. Revenue is recognized at that time. The annual fee is recognized over the initial subscription period because this is a service and the customer simultaneously receives and consumes the benefit of LifeMap Sciences’ performance. LifeMap Sciences deferred subscription revenues primarily represent subscriptions for which cash payment has been received for the subscription term, but the subscription term has not been completed as of the balance sheet date reported. No revenues from subscription and advertisement products have been recorded since August 29, 2018 because of the AgeX Deconsolidation. The LifeMap Sciences revenues shown for the year ended December 31, 2018 are for revenues earned through August 29, 2018, the date immediately preceding the AgeX Deconsolidation. As a result of the AgeX Deconsolidation, BioTime does not expect to earn subscription and advertising revenues in subsequent accounting periods. For the years ended December 31, 2018 and 2017, LifeMap Sciences recognized $0.7 million and $1.4 million, respectively, in subscription and advertisement revenues. As of December 31, 2018, there were no deferred revenues related to LifeMap Sciences included in the consolidated balance sheets due to the AgeX Deconsolidation on August 30, 2018. LifeMap Sciences has licensed from a third party the databases it commercializes and has a contractual obligation to pay royalties to the licensor on subscriptions sold. These costs are included in cost of sales on the condensed consolidated statements of operations when the cash is received, and the royalty obligation is incurred as the royalty payments do not qualify for capitalization of costs to fulfill a contract under ASC 340-40, Other Assets and Deferred Costs – Contracts with Customers Grant revenues – Research and Development Arrangements Deferred grant revenues represent grant funds received from the governmental funding agencies for which the allowable expenses have not yet been incurred as of the balance sheet date reported. As of December 31, 2018, deferred grant revenue was immaterial. Arrangements with multiple performance obligations – Adoption of ASU 2016-01, Financial Instruments–Overall: Recognition and Measurement of Financial Assets and Financial Liabilities Changes to the current GAAP model under ASU 2016-01 primarily affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. In addition, ASU 2016-01 clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The accounting for other financial instruments, such as loans, investments in debt securities, and financial liabilities is largely unchanged. The more significant amendments are to equity investments in unconsolidated entities. In accordance with ASU No. 2016-01, all equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting) will generally be measured at fair value through earnings. There will no longer be an available-for-sale classification (changes in fair value reported in other comprehensive income) for equity securities with readily determinable fair values. marketable equity securities policy, BioTime adopted ASU 2016-01 on January 1, 2018. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)”, which requires lessees to recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU 2016-02 also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The update is effective for fiscal years beginning after December 15, 2018, including interim reporting periods within that reporting period. Early adoption is permitted. In July 2018, the FASB issued ASU 2018-10 and ASU 2018-11. ASU 2018-10 provides certain areas for improvement in ASU 2016-02 and ASU 2018-11 provides an additional optional transition method by allowing entities to initially apply the new lease standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. BioTime is completing its assessment of the impact the adoption of ASU 2016-02 will have on its consolidated financial statements. BioTime expects that most of its operating lease commitments will be subject to the new standard and recognized as right-of-use assets and operating lease liabilities upon the adoption of ASU 2016-02, which is expected to increase the total consolidated assets and total consolidated liabilities that it reports. BioTime . |
Organization, Basis of Presen_2
Organization, Basis of Presentation and Liquidity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Biotime's Ownership of Outstanding Shares of Its Subsidiaries | The following table reflects BioTime’s ownership, directly or through one or more subsidiaries, of the outstanding shares of its operating subsidiaries as of December 31, 2018. Subsidiary Field of Business BioTime Ownership Country Cell Cure Neurosciences Ltd. (“Cell Cure”) Products to treat age-related macular degeneration 99% (1) Israel ES Cell International Pte. Ltd. (“ESI”) Stem cell products for research, including clinical grade cell lines produced under cGMP 100% Singapore OrthoCyte Corporation (“OrthoCyte”) Developing bone grafting products for orthopedic diseases and injuries 99.8% USA (1) Includes shares owned by BioTime and ESI |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following common share equivalents were excluded from the computation of diluted net income (loss) per common share for the periods presented because including them would have been antidilutive (in thousands): Year Ended December 31, 2018 2017 Stock options and restricted stock units 14,269 7,983 Warrants - 9,395 Treasury stock - 81 |
Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheet dates that comprise the total of the same such amounts shown in the consolidated statements of cash flows for all periods presented herein and effected by the adoption of ASU 2016-18 (in thousands): December 31, 2018 2017 2016 Cash and cash equivalents $ 23,587 $ 36,838 $ 22,088 Restricted cash included in prepaid expenses and other current assets (see Note 15) 346 - - Restricted cash included in deposits and other long-term assets (see Note 15) 466 847 847 Total cash, cash equivalents, and restricted cash as shown in the consolidated statements of cash flows $ 24,399 $ 37,685 $ 22,935 |
Schedule of Disaggregated Revenues | The following table presents BioTime’s consolidated revenues disaggregated by source (in thousands). Year Ended December 31, REVENUES: 2018 2017 (1) Grant revenue $ 3,572 $ 1,666 Royalties from product sales and license fees 392 389 Subscription and advertisement revenues (2) 691 1,395 Sale of research products and services 333 8 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) These revenues were generated by LifeMap Sciences, which is a subsidiary of AgeX, are included in BioTime consolidated revenues for the period from January 1, 2018 through August 29, 2018, the date immediately preceding the AgeX Deconsolidation. As a result of the AgeX Deconsolidation on August 30, 2018, BioTime does not expect to recognize subscription and advertisement revenues during subsequent accounting periods. |
Schedule of Disaggregated by Geographical Revenue | The following table presents consolidated revenues, disaggregated by geography, based on the billing addresses of customers, or in the case of grant revenues based on where the governmental entities that fund the grant are located (in thousands). See further discussion under Grant Revenues Year Ended December 31, REVENUES: 2018 2017 (1) United States $ 1,804 $ 1,651 Foreign (2) 3,184 1,807 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) Foreign revenues are primarily generated from grants in Israel. |
Equity Method of Accounting f_3
Equity Method of Accounting for Common Stock of Oncocyte, at Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
OncoCyte Corporation [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Schedule of Condensed Results of Operations and Balance sheet Information | The condensed results of operations and condensed balance sheet information of OncoCyte are summarized below (in thousands): For the Period January 1, 2017 through February 16, 2017 (1) Condensed Statement of Operations (1) Research and development expense $ 798 General and administrative expense 377 Sales and marketing expense 213 Loss from operations (1,388) Net loss $ (1,392) (1) OncoCyte’s condensed results of operations for the period from January 1, 2017 through February 16, 2017, the date immediately preceding the OncoCyte Deconsolidation, for the year ended December 31, 2017, shown in the table below, is included in the consolidated results of operations of BioTime, after intercompany eliminations, as applicable. The following table summarizes OncoCyte results of operations for the full years ended December 31, 2018 and 2017 (in thousands). Year Ended December 31, Condensed Statements of Operations 2018 2017 Research and development expense $ 6,506 $ 7,174 General and administrative expense 6,153 9,232 Sales and marketing expense 1,681 2,443 Loss from operations (14,340) (18,849) Net loss $ (14,890) $ (19,375) December 31, Condensed Balance Sheet information (1) 2018 2017 Current assets $ 8,642 $ 8,528 Noncurrent assets 876 1,688 $ 9,518 $ 10,216 Current liabilities $ 4,698 $ 4,454 Noncurrent liabilities 534 1,359 Stockholders’ equity 4,286 4,403 $ 9,518 $ 10,216 (1) The condensed balance sheet information of OncoCyte as of December 31, 2018 and 2017, is provided for informational and comparative purposes only. OncoCyte was not included in BioTime’s consolidated balance sheet as of December 31, 2018 and 2017 due to the OncoCyte Deconsolidation on February 17, 2017. |
Equity Method of Accounting f_4
Equity Method of Accounting for Common Stock of Asterias, at Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Asterias Biotherapeutics [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Schedule of Condensed Results of Operations and Balance sheet Information | The following table summarizes Asterias results of operations for the full years ended December 31, 2018 and 2017 (in thousands). Year Ended December 31, Condensed Statements of Operations 2018 2017 Total revenue $ 812 $ 4,042 Gross profit 588 3,877 Loss from operations (21,605) (33,251 ) Net loss $ (21,820) $ (28,372 ) December 31, Condensed Balance Sheet information (1) 2018 2017 Current assets $ 8,793 $ 22,716 Noncurrent assets 13,481 20,376 $ 22,274 $ 43,092 Current liabilities $ 2,982 $ 3,521 Noncurrent liabilities 2,241 6,028 Stockholders’ equity 17,051 33,543 $ 22,274 $ 43,092 (1) The condensed balance sheet information of Asterias as of December 31, 2018 and 2017, is provided for informational and comparative purposes only and was not included in BioTime’s consolidated balance sheet as of December 31, 2018 and 2017 due to the Asterias Deconsolidation on May 13, 2016. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | At December 31, 2018 and 2017, property and equipment, net and construction in progress were comprised of the following (in thousands): December 31, 2018 (1) 2017 Equipment, furniture and fixtures $ 3,842 $ 4,255 Leasehold improvements 3,910 4,434 Accumulated depreciation and amortization (3,185) (3,156) Property and equipment, net 4,567 5,533 Construction in progress 1,268 - Property and equipment, net and construction in progress $ 5,835 $ 5,533 (1) Reflects the effect of the AgeX Deconsolidation. |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | At December 31, 2018 and 2017, intangible assets, primarily consisting of acquired patents and accumulated amortization were as follows (in thousands): December 31, 2018 (1) 2017 Intangible assets $ 19,020 $ 23,294 Accumulated amortization (15,895) (16,394) Intangible assets, net $ 3,125 $ 6,900 (1) Reflects the effect of the AgeX Deconsolidation. |
Schedule of Intangible Assets Future Amortization Expense | Amortization of intangible assets for periods subsequent to December 31, 2018 is as follows (in thousands): Year Ended December 31, Amortization Expense 2019 $ 1,911 2020 1,124 2021 90 Total $ 3,125 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | At December 31, 2018 and 2017, accounts payable and accrued liabilities consist of the following (in thousands): December 31, 2018 (1) 2017 Accounts payable $ 2,359 $ 938 Accrued liabilities 1,639 2,368 Accrued compensation 2,456 2,275 Other current liabilities 9 137 Total $ 6,463 $ 5,718 (1) Reflects the effect of the AgeX Deconsolidation. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | In the aggregate, BioTime charged Use Fees to OncoCyte and AgeX as follows (in thousands): Year Ended December 31, 2018 2017 Research and development $ 1,378 $ 1,085 General and administrative 790 557 Total use fees $ 2,168 $ 1,642 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Activity Related to Warrants | BioTime has issued equity-classified warrants to purchase its common shares. Activity related to warrants in 2018 and 2017 is presented in the table below (in thousands, except price per share): Number of Warrant Shares Per Share Exercise Price Weighted Average Exercise Price Outstanding, January 1, 2017 9,395 $ 4.55 $ 4.55 Expired in 2017 - Outstanding, December 31, 2017 9,395 $ 4.55 $ 4.55 Expired in 2018 (9,395) 4.55 Outstanding, December 31, 2018 - $ - $ - |
Stock-Based Awards (Tables)
Stock-Based Awards (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Based Compensation Expense | The following table summarizes consolidated stock-based compensation expense, including equity awards by privately-held consolidated subsidiaries, related to stock options and other equity awards for the years ended December 31, 2018 and 2017, which was allocated as follows (in thousands): Year Ended December 31, 2018 2017 Research and development $ 785 $ 932 General and administrative 4,617 3,000 Total stock-based compensation expense $ 5,402 $ 3,932 |
Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options | using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2018 2017 Expected life (in years) 5.56 5.55 Risk-free interest rates 2.76% 1.83% Volatility 56.07% 58.76% Dividend yield -% -% |
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity | A summary of the 2012 Plan activity and other stock option awards granted outside of the 2012 Plan related information is as follows (in thousands except weighted average exercise price): Shares Available for Grant Number of Options Outstanding Number of RSUs Outstanding Weighted Average Exercise Price January 1, 2017 2,894 6,958 100 $ 3.60 Increase to option pool 6,000 - Temporary restriction by Board on available pool (1) (5,000) - Granted under 2012 Plan (1,954) 1,954 3.04 Exercised - (9) 2.66 Forfeited/cancelled/expired under 2012 Plan 545 (860) 4.43 RSU vesting - - (38) December 31, 2017 2,485 8,043 62 $ 3.38 Board mandated restriction restored (1) 5,000 - Exchange of options with Cell Cure (2) (866) 866 2.16 Restricted stock units granted (3) (1,586) - 793 n/a Inducement option grant (4) - 1,500 2.31 Granted under 2012 Plan (1,559) 1,559 2.84 Forfeited/cancelled/expired under 2012 Plan 731 (750) 3.33 Adjustment due to the AgeX Distribution (5) (2,294) 2,294 n/a Adjustment to inducement options due to the AgeX Distribution (5) - 355 Adjustment to restricted stock units due to the AgeX Distribution (5) (272) 136 n/a Restricted stock units vested - (466) n/a Restricted stock units expired unvested 246 (123) n/a December 31, 2018 1,885 13,867 402 $ 2.44 The disclosures below regarding share-based awards that were granted on or before November 28, 2018 are before the applicable adjustments made to such awards to maintain intrinsic value before and after the AgeX Distribution, as discussed above. (1) (2) (3) ® ® On September 17, 2018, BioTime granted BioTime’s new President and Chief Executive Officer, Brian M. Culley, two RSU awards under the 2012 Plan: (1) an award of 200,000 restricted stock units (“RSU Award No. 1”) and (2) an award of 100,000 restricted stock units (“RSU Award No. 2” and together with RSU Award No. 1, the “RSU Awards”). Subject to Mr. Culley’s continued service with BioTime, 25% of the shares subject to RSU Award No. 1 will vest on the first anniversary of the date of grant, and the balance of the shares subject to RSU Award No. 1 will vest in 12 equal quarterly installments at the end of each quarter thereafter. RSU Award No. 2 vested in full on January 1, 2019. (4) (5) |
Schedule of Options Outstanding and Exercisable Range of Exercise Prices | As of December 31, 2018, additional information regarding options outstanding under the 2012 Plan and options outstanding outside of the 2012 Plan, is as follows (in thousands except exercise prices and weighted average exercise price): Options Outstanding Options Exercisable Range of Exercise Prices (1) Number Outstanding (1) Weighted Average Remaining Contractual Life (years) Weighted Average Exercise (1) Number Exercisable (1) Weighted Average Exercise (1) $1.67 - $3.20 12,803 7.12 $ 2.38 6,810 $ 2.56 $3.25 - $4.01 1,064 2.33 $ 3.46 1,046 $ 3.42 $2.04 - $6.94 13,867 6.75 $ 2.44 7,856 $ 2.67 (1) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Deferred Tax Assets and Liabilities | The primary components of the deferred tax assets and liabilities at December 31, 2018 and 2017 were as follows (in thousands): Deferred tax assets/(liabilities): 2018 2017 Net operating loss carryforwards $ 37,761 $ 55,608 Research and development and other credits 5,288 6,548 Patents and licenses 1,080 910 Equity method investments and marketable securities at fair value (7,848) (23,946) Stock options 2,062 713 Other, net 174 812 Total 38,517 40,645 Valuation allowance (38,517) (40,645) Net deferred tax assets $ - $ - |
Schedule of Income Tax Rate Reconciliation | Income taxes differed from the amounts computed by applying the indicated current U.S. federal income tax rate to pretax losses from operations as a result of the following: Year Ended December 31, 2018 2017 Computed tax benefit at federal statutory rate 21% 34% Research and development and other credits 1% 2% Re-rate of federal net deferred tax assets - (38%) Permanent differences (3%) (8%) Change in valuation allowance 4% (32%) Establish deferred tax liability for AgeX/OncoCyte shares at deconsolidation 8% 17% Deconsolidation of AgeX and subsidiaries net deferred tax assets (28%) - State tax benefit, net of effect on federal income taxes - 27% Foreign rate differential (2%) (2%) Income tax benefit 1% -% |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Operating and Capital Lease Payments | Future minimum annual lease payments under the various operating leases, including the Alameda Lease and the landlord lease liability, Cell Cure leases noted above, and capital leases, for the years ending after December 31, 2018 are as follows (in thousands): Year Ending December 31, Minimum Operating Lease Payments Capital Lease Payments 2019 $ 1,421 $ 36 2020 1,339 36 2021 1,245 36 2022 1,251 36 2023 393 15 Thereafter 1,015 - Total minimum lease payments $ 6,664 $ 159 Less amounts representing interest (31) Present value of net minimum lease payments $ 128 |
Enterprise-Wide Disclosures (Ta
Enterprise-Wide Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Enterprise-wide Disclosures [Abstract] | |
Schedule of Geographic Area Information | The following table presents consolidated revenues, including license fees, royalties, grant income, and other revenues, disaggregated by geography, based on the billing addresses of customers, or in the case of grant revenues based on where the governmental entities that fund the grant are located (in thousands). Year Ended December 31, Geographic Area 2018 2017 (1) United States $ 1,804 $ 1,651 Foreign (2) 3,184 1,807 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) Foreign revenues are primarily generated from grants in Israel. The composition of BioTime’s long-lived assets, consisting of plant and equipment, net, between those in the United States and in foreign countries, as of December 31, 2018 and 2017, is set forth below (in thousands): December 31, 2018 (1) 2017 Domestic $ 2,038 $ 2,746 Foreign (2) 3,797 2,787 Total $ 5,835 $ 5,533 (1) Reflects the effect of the AgeX Deconsolidation. (2) Assets in foreign countries principally include laboratory equipment and leasehold improvements in Israel. |
Schedule of Revenues Disaggregated by Source | The following table presents BioTime’s consolidated revenues disaggregated by source (in thousands). Year Ended December 31, REVENUES: 2018 2017 (1) Grant revenue $ 3,572 $ 1,666 Royalties from product sales and license fees 392 389 Subscription and advertisement revenues (2) 691 1,395 Sale of research products and services 333 8 Total revenues $ 4,988 $ 3,458 (1) Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. (2) These revenues were generated by LifeMap Sciences, a subsidiary of AgeX. The revenues shown for 2018 are for the period January 1, 2018 through August 29, 2018. As a result of the AgeX Deconsolidation on August 30, 2018, BioTime does not expect to recognize this type of revenue in subsequent accounting periods. |
Schedule of Sources of Revenues | The following table shows BioTime’s major sources of revenues, as a percentage of total revenues, that were recognized during the years ended December 31, 2018, 2017, and 2016: Year Ended December 31, Sources of Revenues 2018 2017 NIH grant income (1) 21.2% 5.0% IIA (formerly OCS) grant income (Cell Cure, Israel) 50.4% 43.2% Subscriptions, advertising, licensing and other (various customers) (2) 20.5% 49.4% Sale of research products 4.2% -% Other 3.7% 2.4% (1) Reflects income from grants to BioTime from the National Institutes of Health (NIH). (2) For 2018 and 2017, one individual customer represents greater than 5% of total revenues. |
Selected Quarterly Financial _2
Selected Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Selected Quarterly Financial Information | The consolidated operating results in any quarter are not necessarily indicative of the consolidated results that may be expected for any future period. Year Ended December 31, 2018 First Quarter Second Quarter Third Quarter Fourth Quarter Revenues, net $ 701 $ 2,547 $ 982 $ 758 Operating expenses 12,779 11,585 11,304 10,813 Loss from operations (12,187) (9,144) (10,357) (10,107) Net income (loss) attributable to BioTime (63,548) (4,215) 66,725 (44,952) Basic net income (loss) per share $ (0.50) $ (0.03) $ 0.53 $ (0.36) Year Ended December 31, 2017 Revenues, net $ 333 $ 376 $ 1,636 $ 945 Operating expenses 11,595 10,694 11,149 10,508 Loss from operations (11,262) (8,564) (9,513) (9,563) Net income (loss) attributable to BioTime 49,288 (11,651) 14,321 (71,934) Basic net income (loss) per share $ 0.46 $ (0.11) $ 0.12 $ (0.58) |
Organization, Basis of Presen_3
Organization, Basis of Presentation and Liquidity (Details Narrative) $ / shares in Units, $ in Thousands | Nov. 28, 2018shares | Aug. 30, 2018$ / sharesshares | Aug. 17, 2017USD ($) | Oct. 31, 2017$ / sharesshares | Jul. 31, 2017shares | Feb. 28, 2017$ / sharesshares | Dec. 31, 2018USD ($)SubsidiaryProgram | Dec. 31, 2017USD ($)shares | Nov. 29, 2018$ / shares | Nov. 07, 2018 | Jul. 10, 2017 | Feb. 17, 2017 | Dec. 31, 2016USD ($) |
Number of cell therapy programs | Program | 3 | ||||||||||||
Ownership interest | 20.00% | 99.80% | |||||||||||
Number of subsidiaries | Subsidiary | 2 | ||||||||||||
Accumulated deficit | $ (261,856) | $ (216,297) | |||||||||||
Working capital | 29,500 | ||||||||||||
Shareholders' equity | 92,246 | 164,263 | $ 130,508 | ||||||||||
Cash and cash equivalents and marketable securities | 30,700 | ||||||||||||
Receivable | 2,112 | 2,266 | |||||||||||
Common stock, value | $ 354,270 | $ 378,487 | |||||||||||
OncoCyte Corporation [Member] | |||||||||||||
Percentage of ownership after transaction | 36.10% | ||||||||||||
Common stock, value | $ 20,300 | ||||||||||||
OncoCyte Corporation [Member] | February 15, 2019 [Member] | |||||||||||||
Receivable | 2,100 | ||||||||||||
Common Stock [Member] | |||||||||||||
Sale of stock price per share | $ / shares | $ 2.60 | $ 2.70 | |||||||||||
Number of stock distributed | shares | 11,057,693 | 4,924,542 | 7,453,704 | 18,511,000 | |||||||||
Shareholders' equity | $ 354,270 | $ 378,487 | $ 317,878 | ||||||||||
Maximum [Member] | |||||||||||||
Ownership interest | 50.00% | ||||||||||||
Parent Company [Member] | |||||||||||||
Percentage of ownership before transaction | 80.40% | ||||||||||||
Percentage of ownership after transaction | 40.20% | ||||||||||||
Parent Company [Member] | Common Stock [Member] | |||||||||||||
Number of shares owned | shares | 1,700,000 | ||||||||||||
Percentage of outstanding common stock | 4.80% | 4.80% | |||||||||||
Parent Company [Member] | Prorata Basis [Member] | |||||||||||||
Common stock, ratio description | one share of AgeX common stock for every 10 BioTime common shares | ||||||||||||
Common stock, ratio | 0.1 | ||||||||||||
Parent Company [Member] | Prorata Basis [Member] | Common Stock [Member] | |||||||||||||
Sale of stock price per share | $ / shares | $ 2.71 | ||||||||||||
Number of stock distributed | shares | 12,700,000 | ||||||||||||
Merger [Member] | |||||||||||||
Ownership interest | 61.00% | ||||||||||||
Stock Purchase Agreement [Member] | Parent Company [Member] | |||||||||||||
Percentage of ownership before transaction | 80.40% | ||||||||||||
Percentage of ownership after transaction | 40.20% | ||||||||||||
Stock Purchase Agreement [Member] | Parent Company [Member] | Maximum [Member] | |||||||||||||
Ownership interest | 50.00% | ||||||||||||
AgeX Therapeutics, Inc. [Member] | |||||||||||||
Proceeds from sale of common shares of subsidiary | $ 10,000 | ||||||||||||
Juvenescence Limited [Member] | |||||||||||||
Number of share sold | shares | 14,400,000 | ||||||||||||
Ownership interest | 5.60% | ||||||||||||
Percentage of ownership before transaction | 5.60% | ||||||||||||
Percentage of ownership after transaction | 45.80% | ||||||||||||
Juvenescence Limited [Member] | Stock Purchase Agreement [Member] | |||||||||||||
Number of share sold | shares | 14,400,000 | ||||||||||||
Sale of stock price per share | $ / shares | $ 3 | ||||||||||||
Ownership interest | 5.60% | ||||||||||||
Percentage of ownership before transaction | 5.60% | ||||||||||||
Percentage of ownership after transaction | 45.80% |
Organization, Basis of Presen_4
Organization, Basis of Presentation and Liquidity - Schedule of Biotime's Ownership of Outstanding Shares of its Subsidiaries (Details) | Dec. 31, 2018 | |
Cell Cure Neurosciences, Ltd. [Member] | Israel | ||
Noncontrolling Interest [Line Items] | ||
BioTime Ownership | 99.00% | [1] |
ES Cell International Pte, Ltd. [Member] | Singapore | ||
Noncontrolling Interest [Line Items] | ||
BioTime Ownership | 100.00% | |
OrthoCyte Corporation [Member] | United States [Member] | ||
Noncontrolling Interest [Line Items] | ||
BioTime Ownership | 99.80% | |
[1] | Includes shares owned by BioTime and ESI |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | Nov. 28, 2018 | Aug. 30, 2018 | Jan. 02, 2018 | Dec. 31, 2018 | Nov. 28, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jul. 10, 2017 | Feb. 17, 2017 | |
Money market funds, cash equivalent | $ 20,400 | $ 32,100 | $ 20,400 | $ 32,100 | |||||||||||||
Working capital | 29,500 | 29,500 | |||||||||||||||
Net trade receivable | 51 | 139 | 51 | 139 | |||||||||||||
Grants receivable | 716 | 641 | 716 | 641 | |||||||||||||
Allowance for doubtful accounts | $ 100 | 422 | $ 100 | 422 | |||||||||||||
Ownership interest | 20.00% | 20.00% | 99.80% | ||||||||||||||
Unrealized gain on available-for-sale securities, net of taxes | 521 | ||||||||||||||||
Intangible asset, useful life | 10 years | ||||||||||||||||
Foreign currency translation adjustment, net of tax | $ 1,303 | 668 | |||||||||||||||
Accrued payment for interest and penalities | |||||||||||||||||
Federal tax rates | 21.00% | 34.00% | |||||||||||||||
Repatriation of foreign earnings | $ 227 | ||||||||||||||||
Revenues, net | 758 | $ 982 | $ 2,547 | $ 701 | $ 945 | $ 1,636 | $ 376 | $ 333 | $ 4,988 | 3,458 | [1] | ||||||
Minimum [Member] | |||||||||||||||||
Estimated useful life | 3 years | ||||||||||||||||
Maximum [Member] | |||||||||||||||||
Ownership interest | 50.00% | ||||||||||||||||
Estimated useful life | 10 years | ||||||||||||||||
Common Stock [Member] | |||||||||||||||||
Foreign currency translation adjustment, net of tax | |||||||||||||||||
Parent Company [Member] | |||||||||||||||||
Percentage of ownership before transaction | 80.40% | ||||||||||||||||
Percentage of ownership after transaction | 40.20% | ||||||||||||||||
Parent Company [Member] | Common Stock [Member] | |||||||||||||||||
Number of shares owned | 1,700,000 | 1,700,000 | |||||||||||||||
Percentage of outstanding common stock | 4.80% | 4.80% | |||||||||||||||
Juvenescence Limited [Member] | |||||||||||||||||
Ownership interest | 5.60% | ||||||||||||||||
Percentage of ownership before transaction | 5.60% | ||||||||||||||||
Percentage of ownership after transaction | 45.80% | ||||||||||||||||
AgeX [Member] | |||||||||||||||||
Percentage of outstanding common stock | 40.20% | ||||||||||||||||
Unrealized loss on equity securities | $ 4,200 | ||||||||||||||||
AgeX [Member] | Other Income and Expenses, Net [Member] | |||||||||||||||||
Unrealized gain on available-for-sale securities, net of taxes | $ 481 | ||||||||||||||||
Hadasit Bio-Holdings, Ltd [Member] | |||||||||||||||||
Reclassification of adjustments on unrealized gain of available-for-sale-securities | $ 328 | ||||||||||||||||
Hadasit Bio-Holdings, Ltd [Member] | Other Income and Expenses, Net [Member] | |||||||||||||||||
Unrealized gain on available-for-sale securities, net of taxes | 677 | ||||||||||||||||
Alameda Lease and Cell Cure Lease [Member] | |||||||||||||||||
Certificate of deposit | 812 | 812 | |||||||||||||||
Alameda Lease and Cell Cure Lease [Member] | Prepaids and Other Current Assets [Member] | |||||||||||||||||
Certificate of deposit | 346 | 346 | |||||||||||||||
Alameda Lease and Cell Cure Lease [Member] | Deposits and Other Long-term Assets [Member] | |||||||||||||||||
Certificate of deposit | 466 | 466 | |||||||||||||||
Alameda Lease [Member] | January 24, 2019 [Member] | |||||||||||||||||
Decrease in security deposit | 78 | ||||||||||||||||
Working capital | $ 346 | 346 | |||||||||||||||
Research and Development Arrangement [Member] | |||||||||||||||||
Revenues, net | 308 | 308 | |||||||||||||||
Deferred revenues | |||||||||||||||||
Revenue information related to transaction price | There were no deferred revenues related to unsatisfied performance obligations in the consolidated balance sheet as of December 31, 2018. As of December 31, 2018, BioTime had not met any milestones that would require adjustment of the transaction price. | ||||||||||||||||
Subscription and Advertisement Revenues [Member] | Life Map Sciences [Member] | |||||||||||||||||
Revenues, net | $ 700 | $ 1,400 | |||||||||||||||
Deferred revenues | |||||||||||||||||
[1] | Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Stock Options and Restricted Stock Units [Member] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 14,269,000 | 7,983,000 |
Warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 9,395,000 | |
Treasury Shares [Member] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 81,000 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 23,587 | $ 36,838 | $ 22,088 |
Restricted cash included in prepaid expenses and other current assets | 346 | ||
Restricted cash included in deposits and other long-term assets | 466 | 847 | 847 |
Total cash, cash equivalents, and restricted cash as shown in the consolidated statements of cash flows | $ 24,399 | $ 37,685 | $ 22,935 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Disaggregated Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | [1] | ||
Revenues | $ 758 | $ 982 | $ 2,547 | $ 701 | $ 945 | $ 1,636 | $ 376 | $ 333 | $ 4,988 | $ 3,458 | ||
Grant Revenue [Member] | ||||||||||||
Revenues | 3,572 | 1,666 | ||||||||||
Royalties From Product Sales and License Fees [Member] | ||||||||||||
Revenues | 392 | 389 | ||||||||||
Subscription and Advertisement Revenues [Member] | ||||||||||||
Revenues | [2] | 691 | 1,395 | |||||||||
Sale of Research Products and Services [Member] | ||||||||||||
Revenues | $ 333 | $ 8 | ||||||||||
[1] | Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. | |||||||||||
[2] | These revenues were generated by LifeMap Sciences, which is a subsidiary of AgeX, are included in BioTime consolidated revenues for the period from January 1, 2018 through August 29, 2018, the date immediately preceding the AgeX Deconsolidation. As a result of the AgeX Deconsolidation on August 30, 2018, BioTime does not expect to recognize subscription and advertisement revenues during subsequent accounting periods. |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Disaggregated by Geographical Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | [1] | ||
Total revenues | $ 758 | $ 982 | $ 2,547 | $ 701 | $ 945 | $ 1,636 | $ 376 | $ 333 | $ 4,988 | $ 3,458 | ||
United States [Member] | ||||||||||||
Total revenues | 1,804 | 1,651 | ||||||||||
Foreign [Member] | ||||||||||||
Total revenues | [2] | $ 3,184 | $ 1,807 | |||||||||
[1] | Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. | |||||||||||
[2] | Foreign revenues are primarily generated from grants in Israel. |
Sale of Significant Ownership_2
Sale of Significant Ownership Interest in AgeX to Juvenescence Limited (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Aug. 30, 2018 | Dec. 31, 2018 | Nov. 28, 2018 | Oct. 31, 2017 | Feb. 28, 2017 |
Common Stock [Member] | |||||
Sale of stock price per share | $ 2.60 | $ 2.70 | |||
Parent Company [Member] | Common Stock [Member] | |||||
Number of shares owned | 1,700,000 | ||||
Common stock shares issued and outstanding percentage | 4.80% | ||||
Juvenescence Limited [Member] | |||||
Number of share sold | 14,400,000 | ||||
Stock Purchase Agreement [Member] | Juvenescence Limited [Member] | |||||
Number of share sold | 14,400,000 | ||||
Sale of stock price per share | $ 3 | ||||
Purchase price of shares | $ 43,200 | ||||
Indemnity cap | 4,300 | ||||
Proceeds from public offering | $ 50,000 | ||||
Stock Purchase Agreement [Member] | Juvenescence Limited [Member] | Series A Preferred Share [Member] | |||||
Debt conversion, price per share | $ 15.60 | ||||
Stock Purchase Agreement [Member] | Juvenescence Limited [Member] | Promissory Note [Member] | |||||
Purchase price amount paid | $ 21,600 | ||||
Debt instrument interest rate | 7.00% | ||||
Debt instrument term | 2 years | ||||
Debt instrument maturity date | Aug. 30, 2020 | ||||
Interest income debt | $ 500 | ||||
Promissory Note principal and accrued interest | $ 22,100 | ||||
Stock Purchase Agreement [Member] | Juvenescence Limited [Member] | Closing of Transaction [Member] | |||||
Purchase price amount paid | $ 10,800 | ||||
Stock Purchase Agreement [Member] | Juvenescence Limited [Member] | November 2, 2018 [Member] | |||||
Purchase price amount paid | $ 10,800 | ||||
Shareholder Agreement [Member] | |||||
Shareholder agreement description | As provided in the Purchase Agreement, BioTime and Juvenescence entered into a Shareholder Agreement, dated August 30, 2018, setting forth the governance, approval and voting rights of the parties with respect to their holdings of AgeX common stock, including rights of representation on the AgeX Board of Directors, approval rights, preemptive rights, rights of first refusal and co-sale and drag-along and tag-along rights for so long as either BioTime or Juvenescence continue to own at least 15% of the outstanding shares of AgeX common stock. | ||||
Shareholder Agreement [Member] | Juvenescence Limited [Member] | |||||
Number of shares owned | 16,400,000 | ||||
Common stock shares issued and outstanding percentage | 45.80% |
Deconsolidation and Distribut_2
Deconsolidation and Distribution of AgeX (Details Narrative) $ / shares in Units, $ in Thousands | Nov. 28, 2018USD ($)shares | Aug. 30, 2018shares | Oct. 31, 2017$ / sharesshares | Jul. 31, 2017shares | Feb. 28, 2017$ / sharesshares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)shares | Nov. 29, 2018$ / shares |
Common Stock [Member] | ||||||||
Common shares issued | 11,057,693 | 4,924,542 | 7,453,704 | 18,511,000 | ||||
Price per share | $ / shares | $ 2.60 | $ 2.70 | ||||||
AgeX Therapeutics, Inc. [Member] | ||||||||
Gain on deconsolidation | $ | $ 78,511 | |||||||
Gain on sale of shares | $ | $ 39,200 | |||||||
Parent Company [Member] | ||||||||
Percentage of ownership before transaction | 80.40% | |||||||
Percentage of ownership after transaction | 40.20% | |||||||
Parent Company [Member] | Common Stock [Member] | ||||||||
Number of shares owned | 1,700,000 | |||||||
Percentage of outstanding common stock | 4.80% | 4.80% | ||||||
Parent Company [Member] | Prorata Basis [Member] | ||||||||
Common stock, ratio description | one share of AgeX common stock for every 10 BioTime common shares | |||||||
Common stock, ratio | 0.1 | |||||||
Parent Company [Member] | Prorata Basis [Member] | Common Stock [Member] | ||||||||
Common shares issued | 12,700,000 | |||||||
Dividend-in-kind | $ | $ 34,400 | |||||||
Price per share | $ / shares | $ 2.71 | |||||||
Juvenescence Limited [Member] | ||||||||
Number of share sold | 14,400,000 | |||||||
Percentage of ownership before transaction | 5.60% | |||||||
Percentage of ownership after transaction | 45.80% |
Deconsolidation of OncoCyte a_2
Deconsolidation of OncoCyte and Asterias (Details Narrative) - USD ($) $ in Thousands | Feb. 17, 2017 | May 13, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jul. 10, 2017 |
Issuance of common stock to certain investors upon exercise of warrants | 625,000 | |||||
Equity method ownership percentage | 20.00% | 99.80% | ||||
Common shares, outstanding | 127,136,000 | 126,866,000 | ||||
OncoCyte Corporation [Member] | ||||||
Gain on deconsolidation | $ 71,697 | |||||
Common shares, outstanding | 14,700 | |||||
Percentage of ownership interest outstanding after offering | 36.10% | |||||
Asterias Biotherapeutics [Member] | ||||||
Equity method ownership percentage | 39.10% | |||||
Gain on deconsolidation | $ 49,000 | |||||
Common shares, outstanding | 21,700,000 | |||||
Percentage of ownership interest outstanding after offering | 39.10% | |||||
Maximum [Member] | ||||||
Equity method ownership percentage | 50.00% | |||||
Maximum [Member] | Asterias Biotherapeutics [Member] | ||||||
Percentage of ownership interest outstanding after offering | 50.00% |
Equity Method of Accounting f_5
Equity Method of Accounting for Common Stock of Oncocyte, at Fair Value (Details Narrative) - OncoCyte Corporation [Member] - USD ($) $ / shares in Units, $ in Thousands | 11 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 17, 2017 | |
Common stock at fair value | 14,700,000 | |||
Fair value on investment | $ 68,200 | $ 20,300 | $ 68,200 | $ 71,200 |
Closing Price per share | $ 4.65 | $ 1.38 | $ 4.65 | |
Unrealized (gain) loss on equity method investment in at fair value | $ 2,900 | $ (47,985) | $ (2,935) | |
Share price | $ 4.65 | $ 4.65 | $ 4.85 |
Equity Method of Accounting f_6
Equity Method of Accounting for Common Stock of Oncocyte, at Fair Value - Schedule of Condensed Results of Operations and Balance sheet Information (Details) - OncoCyte Corporation [Member] - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Feb. 16, 2017 | [1] | Dec. 31, 2018 | Dec. 31, 2017 | ||
Research and development expense | $ 798 | $ 6,506 | $ 7,174 | ||
General and administrative expense | 377 | 6,153 | 9,232 | ||
Sales and marketing expense | 213 | 1,681 | 2,443 | ||
Loss from operations | (1,388) | (14,340) | (18,849) | ||
Net loss | $ (1,392) | (14,890) | (19,375) | ||
Current assets | [2] | 8,642 | 8,528 | ||
Noncurrent assets | [2] | 876 | 1,688 | ||
Total assets | [2] | 9,518 | 10,216 | ||
Current liabilities | [2] | 4,698 | 4,454 | ||
Noncurrent liabilities | [2] | 534 | 1,359 | ||
Stockholders' equity | [2] | 4,286 | 4,403 | ||
Total liabilities and stockholders' equity | [2] | $ 9,518 | $ 10,216 | ||
[1] | OncoCyte's condensed results of operations for the period from January 1, 2017 through February 16, 2017, the date immediately preceding the OncoCyte Deconsolidation, for the year ended December 31, 2017, shown in the table below, is included in the consolidated results of operations of BioTime, after intercompany eliminations, as applicable. | ||||
[2] | The condensed balance sheet information of OncoCyte as of December 31, 2018 and 2017, is provided for informational and comparative purposes only. OncoCyte was not included in BioTime's consolidated balance sheet as of December 31, 2018 and 2017 due to the OncoCyte Deconsolidation on February 17, 2017. |
Equity Method of Accounting f_7
Equity Method of Accounting for Common Stock of Asterias, at Fair Value (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Nov. 07, 2018 | Jul. 10, 2017 | May 13, 2016 | |
Equity method ownership percentage | 20.00% | 99.80% | |||
Asterias Biotherapeutics [Member] | |||||
Common stock, outstanding | 21,700,000 | ||||
Fair value on investment | $ 13,500 | $ 48,900 | |||
Closing price per share | $ 0.62 | $ 2.25 | |||
Unrealized (gain) loss on equity method investment in at fair value | $ (35,449) | $ (51,107) | |||
Share price | $ 0.71 | ||||
Equity method ownership percentage | 39.10% |
Equity Method of Accounting f_8
Equity Method of Accounting for Common Stock of Asterias, at Fair Value - Schedule of Condensed Results of Operations and Balance Sheet Information (Details) - Asterias Biotherapeutics [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Total revenue | $ 812 | $ 4,042 | |
Gross profit | 588 | 3,877 | |
Loss from operations | (21,605) | (33,251) | |
Net loss | (21,820) | (28,372) | |
Current assets | [1] | 8,793 | 22,716 |
Noncurrent assets | [1] | 13,481 | 20,376 |
Total assets | [1] | 22,274 | 43,092 |
Current liabilities | [1] | 2,982 | 3,521 |
Noncurrent liabilities | [1] | 2,241 | 6,028 |
Stockholders' equity | [1] | 17,051 | 33,543 |
Total liabilities and stockholders' equity | [1] | $ 22,274 | $ 43,092 |
[1] | The condensed balance sheet information of Asterias as of December 31, 2018 and 2017, is provided for informational and comparative purposes only and was not included in BioTime's consolidated balance sheet as of December 31, 2018 and 2017 due to the Asterias Deconsolidation on May 13, 2016. |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Property plant and equipment | $ 146 | $ 151 | |
Depreciation and amortization expense | 1,081 | 947 | |
Construction in progress | 1,268 | [1] | |
Cell Cure Neurosciences, Ltd. [Member] | |||
Construction in progress | $ 1,300 | ||
[1] | Reflects the effect of the AgeX Deconsolidation. |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Accumulated depreciation and amortization | $ (3,185) | [1] | $ (3,156) |
Property and equipment, net | 5,835 | 5,533 | |
Construction in progress | 1,268 | [1] | |
Property, plant and equipment, net, including construction in progress | 5,835 | [1] | 5,533 |
Equipment, Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 3,842 | [1] | 4,255 |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 3,910 | [1] | $ 4,434 |
[1] | Reflects the effect of the AgeX Deconsolidation. |
Intangible Assets, Net (Details
Intangible Assets, Net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangible assets, useful life | 10 years | |
Amortization of intangible assets | $ 2,192 | $ 2,349 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | [1] | Dec. 31, 2017 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Intangible assets | $ 19,020 | $ 23,294 | |
Accumulated amortization | (15,895) | (16,394) | |
Intangible assets, net | $ 3,125 | $ 6,900 | |
[1] | Reflects the effect of the AgeX Deconsolidation. |
Intangible Assets, Net - Sche_2
Intangible Assets, Net - Schedule of Intangible Assets Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
2019 | $ 1,911 | ||
2020 | 1,124 | ||
2021 | 90 | ||
Intangible assets, net | $ 3,125 | [1] | $ 6,900 |
[1] | Reflects the effect of the AgeX Deconsolidation. |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | [1] | Dec. 31, 2017 |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 2,359 | $ 938 | |
Accrued liabilities | 1,639 | 2,368 | |
Accrued compensation | 2,456 | 2,275 | |
Other current liabilities | 9 | 137 | |
Total | $ 6,463 | $ 5,718 | |
[1] | Reflects the effect of the AgeX Deconsolidation. |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) $ / shares in Units, $ in Thousands | Jul. 10, 2017USD ($)$ / sharesshares | May 31, 2018shares | Oct. 31, 2017USD ($)shares | Aug. 31, 2017USD ($)ft²$ / sharesshares | Jul. 31, 2017USD ($)shares | Feb. 28, 2017USD ($)shares | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)shares |
Common shares issued value | $ | $ 45,068 | |||||||
Intrinsic value of equity | $ | 3,100 | |||||||
Loss on debt extinguishment | $ | $ 2,799 | |||||||
Alfred D. Kingsley [Member] | ||||||||
Common stock shares converted | shares | 300,000 | |||||||
Common stock shares converted price per share | $ / shares | $ 2.81 | |||||||
Common Stock [Member] | ||||||||
Common shares issued | shares | 11,057,693 | 4,924,542 | 7,453,704 | 18,511,000 | ||||
Common shares issued value | $ | $ 26,700 | $ 15,200 | $ 18,500 | $ 45,068 | ||||
Price per share on NYSE mkt | $ / shares | $ 3.09 | |||||||
Hadasit Bio-Holdings, Ltd [Member] | ||||||||
Ownership percentage, non-controlling owners | 21.20% | 21.20% | ||||||
OncoCyte Corporation [Member] | ||||||||
Receivables from related party | $ | $ 2,100 | $ 2,100 | ||||||
Cell Cure Neurosciences, Ltd. [Member] | Convertible Debt [Member] | ||||||||
Convertible notes bear a stated interest rate | 3.00% | |||||||
Conversion price | $ / shares | $ 20 | |||||||
Accrued interest, payable period | 3 years | |||||||
Cell Cure Neurosciences, Ltd. [Member] | Convertible Debt [Member] | Minimum [Member] | ||||||||
Conversion price | $ / shares | $ 8 | |||||||
Estimated fair market value per share | $ / shares | $ 28 | |||||||
Effective annual interest rate | 11.00% | |||||||
Cell Cure Neurosciences, Ltd. [Member] | Convertible Debt [Member] | Maximum [Member] | ||||||||
Conversion price | $ / shares | $ 20 | |||||||
Estimated fair market value per share | $ / shares | $ 40 | |||||||
Effective annual interest rate | 23.00% | |||||||
AgeX Therapeutics, Inc. [Member] | Alfred D. Kingsley [Member] | ||||||||
Common shares issued | shares | 200,000 | |||||||
Price per share on NYSE mkt | $ / shares | $ 2 | |||||||
Additional common shares purchased | shares | 421,500 | |||||||
Additional common stock shares purchased price per share | $ / shares | $ 2 | |||||||
Rent per month | $ | $ 5,050 | |||||||
Area of office space square feet | ft² | 900 | |||||||
OncoCyte Corporation and AgeX Therapeutics Inc [Member] | ||||||||
Markup rate on allocated costs | 5.00% | |||||||
Term of payment | 30 days | |||||||
Interest rate charged on unpaid and overdue invoices | 15.00% | |||||||
Hadasit Bio-Holdings, Ltd [Member] | ||||||||
Common shares issued | shares | 1,220,207 | |||||||
Common shares issued value | $ | $ 3,800 | |||||||
Hadasit Bio-Holdings, Ltd [Member] | Cell Cure Neurosciences, Ltd. [Member] | ||||||||
Common shares issued | shares | 937 | 1,220,207 | ||||||
Common shares issued value | $ | $ 3,800 | |||||||
Hadasit Bio-Holdings, Ltd [Member] | Cell Cure Neurosciences, Ltd. [Member] | Convertible Debt [Member] | ||||||||
Common shares issued | shares | 2,776,662 | |||||||
Common shares issued value | $ | $ 8,600 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Total use fees | $ 2,168 | $ 1,642 |
Research and Development [Member] | ||
Total use fees | 1,378 | 1,085 |
General and Administrative [Member] | ||
Total use fees | $ 790 | $ 557 |
Shareholders' Equity (Details N
Shareholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jul. 10, 2017 | Aug. 31, 2018 | Jun. 30, 2018 | May 31, 2018 | Oct. 31, 2017 | Aug. 31, 2017 | Jul. 31, 2017 | Feb. 28, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Apr. 30, 2017 | Feb. 17, 2017 |
Preferred shares, shares authorized | 2,000,000 | 2,000,000 | |||||||||||
Preferred shares, shares issued | |||||||||||||
Preferred shares, shares outstanding | |||||||||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | |||||||||||
Common stock, no par value | |||||||||||||
Common stock, issued | 127,136,000 | 126,866,000 | |||||||||||
Common stock, outstanding | 127,136,000 | 126,866,000 | |||||||||||
Number of common stock issued value | $ 45,068 | ||||||||||||
Ownership percentage | 99.80% | 20.00% | |||||||||||
Noncash expense/gain | $ 5,402 | 3,932 | |||||||||||
General and Administrative [Member] | |||||||||||||
Noncash expense/gain | 4,617 | 3,000 | |||||||||||
Hadasit Bio-Holdings, Ltd [Member] | |||||||||||||
Common shares issued | 1,220,207 | ||||||||||||
Number of common stock issued value | $ 3,800 | ||||||||||||
Warrants exercisable term | 5 years | ||||||||||||
Teva Pharmaceutical Industries, Ltd [Member] | |||||||||||||
Common shares issued | 927,673 | ||||||||||||
Number of common stock issued value | $ 2,800 | ||||||||||||
Cell Cure Neurosciences, Ltd. [Member] | |||||||||||||
Ownership percentage | 62.50% | ||||||||||||
Cell Cure Warrants [Member] | |||||||||||||
Noncash expense/gain | $ 400 | ||||||||||||
Cell Cure Warrants [Member] | Consultants [Member] | |||||||||||||
Warrants expiring period, description | expiring in October 2020 and January 2024 | ||||||||||||
Cell Cure Warrants [Member] | General and Administrative [Member] | |||||||||||||
Noncash expense/gain | 600 | ||||||||||||
Cell Cure Warrants [Member] | Other Long-term Liabilities [Member] | |||||||||||||
Noncash expense/gain | $ 400 | $ 800 | |||||||||||
LifeMap Sciences, Inc. [Member] | |||||||||||||
Ownership percentage | 100.00% | ||||||||||||
Hadasit Bio-Holdings, Ltd [Member] | |||||||||||||
Ownership percentage, non-controlling owners | 21.20% | 21.20% | |||||||||||
Warrants issued to purchase ordinary shares | 24,566 | ||||||||||||
Warrants exercise price per share | $ 40.5359 | ||||||||||||
Teva Pharmaceutical Industries, Ltd [Member] | |||||||||||||
Ownership percentage, non-controlling owners | 16.10% | ||||||||||||
Cell Cure Neurosciences, Ltd. [Member] | Hadasit Bio-Holdings, Ltd [Member] | |||||||||||||
Purchase price, per share | $ 40.5359 | ||||||||||||
Cell Cure Neurosciences, Ltd. [Member] | Teva Pharmaceutical Industries, Ltd [Member] | |||||||||||||
Purchase price, per share | $ 40.5359 | ||||||||||||
Contribution Agreement [Member] | |||||||||||||
Ownership percentage | 85.40% | ||||||||||||
Proportional transfer of carrying value | $ 5,500 | ||||||||||||
Maximum [Member] | |||||||||||||
Ownership percentage | 50.00% | ||||||||||||
Maximum [Member] | Cell Cure Warrants [Member] | Consultants [Member] | |||||||||||||
Warrants issued to purchase ordinary shares | 13,738 | ||||||||||||
Warrants exercise price per share | $ 40 | ||||||||||||
Maximum [Member] | LifeMap Sciences, Inc. [Member] | |||||||||||||
Ownership percentage | 82.00% | ||||||||||||
Minimum [Member] | Cell Cure Warrants [Member] | Consultants [Member] | |||||||||||||
Warrants exercise price per share | $ 32.02 | ||||||||||||
Minimum [Member] | LifeMap Sciences, Inc. [Member] | |||||||||||||
Ownership percentage | 78.00% | ||||||||||||
Cantor Fitzgerald & Co [Member] | |||||||||||||
Fair value available for grant | $ 24,200 | ||||||||||||
Percentage of commission payable | 3.00% | ||||||||||||
Cantor Fitzgerald & Co [Member] | Maximum [Member] | |||||||||||||
Aggregate offering price | $ 25,000 | ||||||||||||
Alfred D. Kingsley [Member] | |||||||||||||
Common shares issued | 300,000 | ||||||||||||
Purchase price, per share | $ 2.81 | ||||||||||||
Acquisition of common shares | 300,000 | ||||||||||||
Number of shares acquired from subsidiary in terms of exchange | 421,500 | ||||||||||||
AgeX Therapeutics, Inc. [Member] | Asset Contribution and Separation Agreement [Member] | |||||||||||||
Common stock sold for asset contribution, shares | 28,800,000 | ||||||||||||
Ownership percentage | 80.40% | 80.60% | 85.40% | ||||||||||
Proportional transfer of carrying value | $ 3,800 | ||||||||||||
AgeX Therapeutics, Inc. [Member] | Asset Contribution and Separation Agreement [Member] | Juvenescence [Member] | |||||||||||||
Ownership percentage, non-controlling owners | 40.20% | ||||||||||||
AgeX Therapeutics, Inc. [Member] | Asset Contribution and Separation Agreement [Member] | Investors [Member] | |||||||||||||
Common stock sold for asset contribution, shares | 4,950,000 | ||||||||||||
Common stock sold for asset contribution | $ 10,000 | ||||||||||||
AgeX Therapeutics, Inc. [Member] | Asset Contribution and Separation Agreement [Member] | Juvenescence [Member] | |||||||||||||
Common shares issued | 14,400,000 | ||||||||||||
Purchase price, per share | $ 2.50 | ||||||||||||
Common stock sold for asset contribution, shares | 2,000,000 | ||||||||||||
Common stock sold for asset contribution | $ 5,000 | ||||||||||||
AgeX Therapeutics, Inc. [Member] | Asset Contribution and Separation Agreement [Member] | Third Party [Member] | |||||||||||||
Common stock sold for asset contribution, shares | 80,000 | ||||||||||||
Common stock sold for asset contribution | $ 200 | ||||||||||||
Cell Cure Neurosciences, Ltd. [Member] | |||||||||||||
Proportional transfer of carrying value | $ 1,900 | $ 3,500 | |||||||||||
Charge to equity, value | $ 10,100 | ||||||||||||
Number of stock options exercised to purchase ordinary shares | 4,400 | ||||||||||||
Cell Cure Neurosciences, Ltd. [Member] | Hadasit Bio-Holdings, Ltd [Member] | |||||||||||||
Common shares issued | 937 | 1,220,207 | |||||||||||
Number of common stock issued value | $ 3,800 | ||||||||||||
Cell Cure Neurosciences, Ltd. [Member] | Teva Pharmaceutical Industries, Ltd [Member] | |||||||||||||
Common shares issued | 937 | ||||||||||||
Cell Cure Neurosciences, Ltd. [Member] | Maximum [Member] | |||||||||||||
Ownership percentage | 99.00% | 99.80% | |||||||||||
Cell Cure Neurosciences, Ltd. [Member] | Minimum [Member] | |||||||||||||
Ownership percentage | 98.80% | 98.80% | |||||||||||
OrthoCyte Corporation [Member] | |||||||||||||
Number of stock options exercised to purchase ordinary shares | 51,000 | ||||||||||||
OrthoCyte Corporation [Member] | Maximum [Member] | |||||||||||||
Ownership percentage | 100.00% | ||||||||||||
OrthoCyte Corporation [Member] | Minimum [Member] | |||||||||||||
Ownership percentage | 99.80% | ||||||||||||
Common Stock [Member] | |||||||||||||
Restricted stock, shares issued net of shares for tax withholdings | 270,000 | ||||||||||||
Common shares issued | 11,057,693 | 4,924,542 | 7,453,704 | 18,511,000 | |||||||||
Purchase price, per share | $ 2.60 | $ 2.70 | |||||||||||
Number of common stock issued value | $ 26,700 | $ 15,200 | $ 18,500 | $ 45,068 | |||||||||
Number of stock options exercised to purchase ordinary shares | 9,000 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Activity Related to Warrants (Details) - Warrant [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Numbers of Warrant Shares Outstanding Beginning Balance | 9,395 | 9,395 |
Numbers of Warrant Shares Expired | (9,395) | |
Numbers of Warrant Shares Outstanding Ending Balance | 9,395 | |
Per Share Exercise Price Outstanding Beginning Balance | $ 4.55 | $ 4.55 |
Per Share Exercise Price Expired | 4.55 | |
Per Share Exercise Price Outstanding Ending Balance | 4.55 | |
Weighted Average Exercise Price Outstanding Beginning Balance | 4.55 | 4.55 |
Weighted Average Exercise Price Expired | ||
Weighted Average Exercise Price Outstanding Ending Balance | $ 4.55 |
Stock-Based Awards (Details Nar
Stock-Based Awards (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Noncash stock-based compensation expense | $ 123 | |
Stock-based compensation | 5,402 | $ 3,932 |
RSUs [Member] | ||
Noncash stock-based compensation expense | 1,200 | |
Stock-based compensation | 1,000 | |
2012 Equity Incentive Plan [Member] | ||
Common shares reserved for future issuance | 16,000,000 | |
2012 Equity Incentive Plan [Member] | Employees [Member] | ||
Employee withholding taxes in exchange vesting rsus | $ 200 | |
Employee withholding taxes in exchange vesting rsus, shares | 134,000 | |
2002 and 2012 Plan [Member] | ||
Unrecognized compensation costs related to unvested stock options | $ 6,300 | |
Expense recognized, weighted average period | 2 years 7 months 6 days | |
2002 Plan and 2012 Plan [Member] | ||
Weighted-average estimated fair value of stock options granted | $ 1.24 | $ 1.65 |
Stock-Based Awards - Schedule o
Stock-Based Awards - Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 5,402 | $ 3,932 |
Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 785 | 932 |
General and Administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 4,617 | $ 3,000 |
Stock-Based Awards - Schedule_2
Stock-Based Awards - Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options (Details) - 2002 Plan and 2012 Plan [Member] | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life (in years) | 5 years 6 months 21 days | 5 years 6 months 18 days |
Risk-free interest rates | 2.76% | 1.83% |
Volatility | 56.07% | 58.76% |
Dividend yield | 0.00% | 0.00% |
Stock-Based Awards - Schedule_3
Stock-Based Awards - Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity (Details) - Stock Option Plan of 2012 [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares Available for Grant, Beginning balance | 2,485,000 | 2,894,000 | |
Shares Available for Grant, Increase to option pool | 6,000,000 | ||
Shares Available for Grant, Temporary restriction by Board on available pool | [1] | (5,000,000) | |
Shares Available for Grant, Options Granted | (1,559,000) | (1,954,000) | |
Shares Available for Grant, Exercised | |||
Shares Available for Grant, Options Forfeited/cancelled/expired | 731,000 | 545,000 | |
Shares Available for Grant, RSU vesting | |||
Shares Available for Grant, Board mandated restriction restored | [1] | 5,000,000 | |
Shares Available for Grant, Exchange of options with Cell Cure | [2] | (866,000) | |
Shares Available for Grant, Restricted stock units granted | [3] | (1,586,000) | |
Shares Available for Grant, Inducement option grant | [4] | ||
Shares Available for Grant, Adjustment due to the AgeX Distribution | [5] | (2,294,000) | |
Shares Available for Grant, Adjustment to inducement options due to the AgeX Distribution | [5] | ||
Shares Available for Grant, Adjustment to restricted stock units due to the AgeX Distribution | [5] | (272,000) | |
Shares Available for Grant, Restricted stock units expired unvested | 246,000 | ||
Shares Available for Grant End of the period | 1,885,000 | 2,485,000 | |
Number of Options Outstanding, Beginning balance | 8,043,000 | 6,958,000 | |
Number of Options Outstanding, Increase in option pool | |||
Number of Options Outstanding, Temporary restriction by Board on available pool | [1] | ||
Number of Options Outstanding, Options granted | 1,559,000 | 1,954,000 | |
Number of Options Outstanding, Options exercised | (9,000) | ||
Number of Options Outstanding, Options forfeited/cancelled/expired | (750,000) | (860,000) | |
Number of Options Outstanding, RSU vesting | |||
Number of Options Outstanding, Board mandated restriction restored | [1] | ||
Number of Options Outstanding, Exchange of options with Cell Cure | [2] | 866,000 | |
Number of Options Outstanding, Restricted stock units granted | [3] | ||
Number of Options Outstanding, Inducement option grant | [4] | 1,500,000 | |
Number of Options Outstanding, Adjustment due to the AgeX Distribution | [5] | 2,294,000 | |
Number of Options Outstanding, Adjustment to inducement options due to the AgeX Distribution | [5] | 355,000 | |
Number of Options Outstanding, End balance | 13,867,000 | 8,043,000 | |
Number of RSUs Outstanding, Beginning balance | 62,000 | 100,000 | |
Number of RSUs Outstanding, Restricted stock units vested | (466,000) | (38,000) | |
Number of RSUs Outstanding, Restricted stock units granted | [3] | 793,000 | |
Number of RSUs Outstanding, Adjustment to restricted stock units due to the AgeX Distribution | [5] | 136,000 | |
Number of RSUs Outstanding, Restricted stock units expired unvested | (123,000) | ||
Number of RSUs Outstanding, End balance | 402,000 | 62,000 | |
Weighted Average Exercise Price of Options Outstanding, beginning balance | $ 3.38 | $ 3.60 | |
Weighted Average Exercise Price of Options, Options granted | 2.84 | 3.04 | |
Weighted Average Exercise Price of Options, Options exercised | 2.66 | ||
Weighted Average Exercise Price of Options, Options forfeited/cancelled | 3.33 | 4.43 | |
Weighted Average Exercise Price of Options, Exchange of options with Cell Cure | [2] | 2.16 | |
Weighted Average Exercise Price of Options, Restricted stock units granted | [3] | 0 | |
Weighted Average Exercise Price of Options, Inducement option grant | [4] | 2.31 | |
Weighted Average Exercise Price of Options, Adjustment due to the AgeX Distribution | [5] | 0 | |
Weighted Average Exercise Price of Options, Adjustment to restricted stock units due to the AgeX Distribution | [5] | 0 | |
Weighted Average Exercise Price of Options, RSU vesting | 0 | ||
Weighted Average Exercise Price of Options, Restricted stock units expired unvested | 0 | ||
Weighted Average Exercise Price of Options, Outstanding end balance | $ 2.44 | $ 3.38 | |
[1] | On October 13, 2017, BioTimes Board of Directors determined to temporarily set a 5.0 million total share limit on shares available for the grant of share-based awards pursuant to the 2012 Plan. As of December 31, 2017, the total 2.5 million shares available for grant was net of this 5.0 million share restriction. On May 4, 2018, BioTimes Board of Directors removed this restriction, thereby increasing shares available for the grant of share-based awards pursuant to the 2012 Plan. | ||
[2] | On July 9, 2018, BioTime's Board of Directors terminated the Cell Cure Equity Incentive Plan (the "Cell Cure Plan"), under which Cell Cure employees and certain consultants ("Cell Cure Option Holders") held outstanding options to purchase shares of common stock in Cell Cure, and BioTime granted the Cell Cure Option Holders BioTime options of equivalent value under the 2012 Plan in exchange for their Cell Cure options (the "BioTime Exchange). The BioTime Exchange resulted in 866,000 grants of BioTime stock options under the 2012 Plan, all issued with an exercise price of $2.16 per share to the Cell Cure Option Holders, based on BioTime's closing stock price on July 9, 2018. Of the total options granted under the BioTime Exchange, 275,000 are subject to continued service-based vesting from the original terms under the Cell Cure Plan, and 591,000 were immediately vested on the exchange date to reflect the fact that the Cell Cure Options Holders held prior to the exchange were already vested. Equivalent value of the BioTime Exchange was determined using the Black-Scholes option pricing model. The BioTime Exchange was accounted for as a modification under ASC 718, and BioTime recorded a noncash stock-based compensation expense of $298,000 for the year ended December 31, 2018 included in consolidated stock-based compensation expense. | ||
[3] | On May 24, 2018 and August 10, 2018, BioTime granted 485,000 and 8,000 RSUs, respectively, to employees. The RSUs vest in increments upon the attainment of specified performance conditions, as determined by BioTimes Board of Directors, including the completion of the AgeX Distribution and certain clinical milestones in the development of OpRegen® and Renevia®. Stock-based compensation expense for these performance-based RSUs is recognized when it is probable that the respective milestone will be achieved, as determined by BioTimes Board of Directors. On October 4, 2018, BioTimes Board of Directors determined that BioTime had achieved the AgeX Distribution performance condition and as a result 25%, or 123,250, of the RSUs granted in May and August 2018 vested. On December 18, 2018, BioTimes Board of Directors determined that BioTime had achieved other milestones related to the RSUs and as a result an additional 50%, or 246,500, of the RSUs granted in May and August 2018 vested. The remaining 25%, or 123,250 RSUs, expired unvested on December 31, 2018. On September 17, 2018, BioTime granted BioTimes new President and Chief Executive Officer, Brian M. Culley, two RSU awards under the 2012 Plan: (1) an award of 200,000 restricted stock units (RSU Award No. 1) and (2) an award of 100,000 restricted stock units (RSU Award No. 2 and together with RSU Award No. 1, the RSU Awards). Subject to Mr. Culleys continued service with BioTime, 25% of the shares subject to RSU Award No. 1 will vest on the first anniversary of the date of grant, and the balance of the shares subject to RSU Award No. 1 will vest in 12 equal quarterly installments at the end of each quarter thereafter. RSU Award No. 2 vested in full on January 1, 2019. | ||
[4] | On September 17, 2018 (the Stard Date), Brian M. Culley became President and Chief Executive Officer of BioTime. In connection with Mr. Culleys employment, BioTime granted Mr. Culley an inducement option to purchase 1,500,000 of BioTimes common shares (the Culley Option). The exercise price of the Culley Option is $2.31 per share, which was the closing stock price on September 17, 2018. This grant was made outside of the 2012 Plan and was approved by the independent members of the Board of Directors. Subject to Mr. Culleys continued service with BioTime on the applicable vesting date, the Culley Option will vest and become exercisable with respect to 25% of the shares on the first anniversary of the Start Date, and the balance of the Culley Option will vest and become exercisable in 36 equal monthly installments thereafter. | ||
[5] | Reflects the equitable adjustment to the exercise prices and number of outstanding stock options, and to restricted stock units, necessary to maintain the intrinsic value of those awards immediately prior to and following the AgeX Distribution. |
Stock-Based Awards - Schedule_4
Stock-Based Awards - Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity (Details) (Parenthetical) - USD ($) $ / shares in Units, $ in Thousands | Dec. 18, 2018 | Oct. 04, 2018 | Sep. 17, 2018 | Aug. 10, 2018 | May 24, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Jul. 09, 2018 | Oct. 13, 2017 |
Number of option vested | 246,500 | 123,250 | 123,250 | ||||||
Noncash stock-based compensation expense | $ 123 | ||||||||
Performance-based vesting description | On December 18, 2018, BioTime's Board of Directors determined that BioTime had achieved other milestones related to the RSUs and as a result an additional 50%, or 246,500, of the RSUs granted in May and August 2018 vested. | On October 4, 2018, BioTime's Board of Directors determined that BioTime had achieved the AgeX Distribution performance condition and as a result 25%, or 123,250, of the RSUs granted in May and August 2018 vested. | The remaining 25%, or 123,250 RSUs, expired unvested on December 31, 2018. | ||||||
Stock Option Plan of 2012 [Member] | |||||||||
Number of shares available for grant | 2,500,000 | ||||||||
Number of shares repurchased | 5,000,000 | ||||||||
Board of Directors [Member] | Stock Option Plan of 2012 [Member] | |||||||||
Number of shares available for grant | 5,000,000 | ||||||||
Cell Cure Option Holders [Member] | |||||||||
Number of option vested | 591,000 | ||||||||
Cell Cure Option Holders [Member] | Stock Option Plan of 2012 [Member] | |||||||||
Number of shares available for grant | 866,000 | ||||||||
Exercise price per share | $ 2.16 | ||||||||
Number of option vested | 275,000 | ||||||||
Employees [Member] | 2012 Equity Incentive Plan [Member] | |||||||||
Number of restricted stock units grant | 8,000 | 485,000 | |||||||
Restricted stock units expiration date | Dec. 31, 2018 | ||||||||
Brian M. Culley [Member] | |||||||||
Number of shares available for grant | 1,500,000 | ||||||||
Exercise price per share | $ 2.31 | ||||||||
Vesting percentage | 25.00% | ||||||||
Brian M. Culley [Member] | RSU Award No.2 [Member] | |||||||||
Number of restricted stock units grant | 100,000 | ||||||||
Vesting date | Jan. 1, 2019 | ||||||||
Brian M. Culley [Member] | 2012 Equity Incentive Plan [Member] | RSU Award No.1 [Member] | |||||||||
Number of restricted stock units grant | 200,000 | ||||||||
Vesting percentage | 25.00% |
Stock-Based Awards - Schedule_5
Stock-Based Awards - Schedule of Options Outstanding and Exercisable Range of Exercise Prices (Details) - 2002 Plan and 2012 Plan [Member] | 12 Months Ended | |
Dec. 31, 2018$ / sharesshares | ||
Range of Exercise Price One [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Range Limit | $ 1.67 | [1] |
Range of Exercise Prices, Upper Range Limit | $ 3.20 | [1] |
Number Outstanding | shares | 12,803 | [1] |
Options Outstanding, Weighted Average Contractual Life (years) | 7 years 1 month 13 days | |
Options Outstanding, Weighted Average Exercise Price | $ 2.38 | [1] |
Number Exercisable | shares | 6,810 | [1] |
Options Exercisable, Weighted Average Exercise Price | $ 2.56 | [1] |
Range of Exercise Price Two [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Range Limit | 3.25 | [1] |
Range of Exercise Prices, Upper Range Limit | $ 4.01 | [1] |
Number Outstanding | shares | 1,064 | [1] |
Options Outstanding, Weighted Average Contractual Life (years) | 2 years 3 months 29 days | |
Options Outstanding, Weighted Average Exercise Price | $ 3.46 | [1] |
Number Exercisable | shares | 1,046 | [1] |
Options Exercisable, Weighted Average Exercise Price | $ 3.42 | [1] |
Range of Exercise Price Three [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of Exercise Prices, Lower Range Limit | 2.04 | [1] |
Range of Exercise Prices, Upper Range Limit | $ 6.94 | [1] |
Number Outstanding | shares | 13,867 | [1] |
Options Outstanding, Weighted Average Contractual Life (years) | 6 years 9 months | |
Options Outstanding, Weighted Average Exercise Price | $ 2.44 | [1] |
Number Exercisable | shares | 7,856 | [1] |
Options Exercisable, Weighted Average Exercise Price | $ 2.67 | [1] |
[1] | After adjustment to the applicable exercise prices, number of outstanding and exercisable stock options necessary to maintain the intrinsic value of those awards immediately prior to and following the AgeX Distribution. |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | Nov. 28, 2018 | Mar. 23, 2018 | Feb. 17, 2017 | May 13, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 06, 2017 |
Repatriation tax foreign earnings in federal income | $ 227 | |||||||
Net deferred tax assets | $ 8,900 | $ 8,900 | ||||||
Federal income tax rate | 21.00% | 34.00% | ||||||
Federal current income tax benefit | $ 300 | |||||||
Net operating loss carryforwards for federal tax purposes | 93,800 | |||||||
Foreign net operating loss carryforwards | 72,900 | |||||||
Net operating loss carryforwards for state tax purposes | 43,100 | |||||||
Proceeds from issuance of common stock | 48,875 | |||||||
Unrealized loss on deconsolidation of asterias | $ 48,000 | |||||||
Foreign currency translation adjustment, description | BioTime allocated income tax expense against the component of foreign currency translation adjustment in 2018 using a 21% tax rate. | |||||||
Income tax benefit | $ (346) | |||||||
Net operating loss carryforwards change in ownership control | 50.00% | |||||||
Accrued interest and penalties | ||||||||
AgeX Therapeutics [Member] | ||||||||
Proceeds from issuance of common stock | $ 3,200 | |||||||
Gain on sale of equity method investment | 3,200 | |||||||
Taxable gain | $ 26,400 | 2,200 | ||||||
Juvenescence Limited [Member] | ||||||||
Taxable gain | $ 29,400 | |||||||
OncoCyte Deconsolidation [Member] | ||||||||
Gain on deconsolidation of asterias | $ 71,700 | |||||||
Unrealized loss on deconsolidation of asterias | 2,900 | |||||||
Asterias Deconsolidation [Member] | ||||||||
Gain on deconsolidation of asterias | $ 49,000 | $ 34,300 | ||||||
Unrealized loss on deconsolidation of asterias | $ 35,400 | 51,100 | ||||||
LifeMap Solutions, Inc [Member] | ||||||||
Taxable gain on asset transfer | 3,700 | |||||||
Federal alternative minimum tax payable | $ 22,000 | |||||||
LifeMap Solutions, Inc [Member] | Debt Conversion Agreement [Member] | ||||||||
Intercompany indebtedness | $ 8,700 | |||||||
Net operating loss carryforwards | $ 3,300 | |||||||
Federal and State [Member] | ||||||||
Federal income tax rate | 21.00% | |||||||
Federal [Member] | ||||||||
Net operating losses expiration date | between 2019 and 2038 | between 2028 and 2037 | ||||||
Tax credit carryforwards | $ 2,500 | |||||||
State Tax [Member] | ||||||||
Net operating losses expiration date | between 2030 and 2037 | |||||||
Tax credit carryforwards | $ 2,800 | |||||||
Maximum [Member] | ||||||||
Deferred tax assets and liabilities re-rated percentage | 34.00% | |||||||
Minimum [Member] | ||||||||
Deferred tax assets and liabilities re-rated percentage | 21.00% |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 37,761 | $ 55,608 |
Research and development and other credits | 5,288 | 6,548 |
Patents and licenses | 1,080 | 910 |
Equity method investments at fair value | (7,848) | (23,946) |
Stock options | 2,062 | 713 |
Other, net | 174 | 812 |
Total | 38,517 | 40,645 |
Valuation allowance | (38,517) | (40,645) |
Net deferred tax assets |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Computed tax benefit at federal statutory rate | 21.00% | 34.00% |
Research and development and other credits | 1.00% | 2.00% |
Re-rate of federal net deferred tax assets | 0.00% | (38.00%) |
Permanent differences | (3.00%) | (8.00%) |
Change in valuation allowance | 4.00% | (32.00%) |
Establish deferred tax liability for AgeX/OncoCyte shares at deconsolidation | 8.00% | 17.00% |
Deconsolidation of AgeX and subsidiaries net deferred tax assets | (28.00%) | 0.00% |
State tax benefit, net of effect on federal income taxes | 0.00% | 27.00% |
Foreign rate differential | (2.00%) | (2.00%) |
Income tax benefit | 1.00% | 0.00% |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) | Jan. 28, 2018USD ($)ft²m² | Dec. 31, 2015ft²Subsidiary | Dec. 31, 2018USD ($)ft²m² | Dec. 31, 2017USD ($) | |
Operating Leased Assets [Line Items] | |||||
Base rent | $ 26,000 | ||||
Reimbursable amounts | 800,000 | ||||
Leasehold improvement construction in progress | 1,268,000 | [1] | |||
Rent expense | $ 1,200,000 | 1,100,000 | |||
Royalty percentage | 21.50% | ||||
Aggregate milestone | $ 3,500,000 | ||||
License fees and related expenses | 133,000 | $ 221,000 | |||
Minimum [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Minimum annual maintenance fees | 135,000 | ||||
Maximum [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Minimum annual maintenance fees | 150,000 | ||||
NIS [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Base rent | 93,827 | ||||
Cell Cure [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Leased area | m² | 934 | ||||
Area of land | ft² | 10,054 | ||||
Office Space in New York City [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Base rent | $ 5,050 | ||||
Area of land | ft² | 900 | ||||
Alameda Lease [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Leased area | ft² | 30,795 | ||||
Number of buildings for lease | Subsidiary | 2 | ||||
Lease term | 7 years | ||||
Number of years lease can be extended | 5 years | ||||
Lease commencement date | Feb. 1, 2016 | ||||
Lease expiration date | Jan. 31, 2023 | ||||
Alameda Lease [Member] | February 1, 2019 [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Base rent | $ 70,521 | ||||
Base rent increase rate | 3.00% | ||||
Security deposit | $ 424,000 | ||||
Alameda Lease [Member] | January 24, 2019 [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Security deposit reduction in value | 78,000 | ||||
Office and Laboratory Space, Jerusalem, Israel [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Base rent | 11,000 | ||||
Office and Laboratory Space, Jerusalem, Israel [Member] | April 1, 2018 [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Construction allowances of leasehold improvements | 1,100,000 | ||||
Office and Laboratory Space, Jerusalem, Israel [Member] | NIS [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Base rent | $ 37,882 | ||||
Office and Laboratory Space, Jerusalem, Israel [Member] | NIS [Member] | April 1, 2018 [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Construction allowances of leasehold improvements | $ 4,000,000 | ||||
Office and Laboratory Space, Jerusalem, Israel [Member] | Cell Cure [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Leased area | m² | 728.5 | ||||
Number of years lease can be extended | 5 years | 5 years | |||
Area of land | ft² | 7,842 | ||||
Lease expiration | A lease that expires on December 31, 2025 | A lease that expires December 31, 2020 | |||
January 2018 Lease [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Leasehold improvement construction in progress | $ 1,100,000 | ||||
Deposit | $ 388,000 | ||||
[1] | Reflects the effect of the AgeX Deconsolidation. |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Operating and Capital Lease Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 1,421 |
2020 | 1,339 |
2021 | 1,245 |
2022 | 1,251 |
2023 | 393 |
Thereafter | 1,015 |
Total minimum lease payments | 6,664 |
2019 | 36 |
2020 | 36 |
2021 | 36 |
2022 | 36 |
2023 | 15 |
Thereafter | |
Total minimum lease payments | 159 |
Less amounts representing interest | (31) |
Present value of net minimum lease payments | $ 128 |
Segment Information (Details Na
Segment Information (Details Narrative) | 12 Months Ended |
Dec. 31, 2018Integer | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Enterprise-Wide Disclosures (De
Enterprise-Wide Disclosures (Details Narrative) - Life Map Sciences [Member] - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Aug. 29, 2018 | Dec. 31, 2017 | |
Payment received from research project | $ 700 | $ 1,400 |
Advertising revenue | 500 | 1,200 |
Revenues of royalty and commission fees | $ 200 | $ 168 |
Enterprise-Wide Disclosures - S
Enterprise-Wide Disclosures - Schedule of Geographic Area Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | ||||
Total revenues | $ 4,988 | $ 3,458 | [1] | ||
Long-lived assets | 5,835 | [2] | 5,533 | ||
United States [Member] | |||||
Total revenues | 1,804 | 1,651 | [1] | ||
Foreign [Member] | |||||
Total revenues | [3] | 3,184 | 1,807 | [1] | |
Long-lived assets | [4] | 3,797 | [2] | 2,787 | |
Domestic [Member] | |||||
Long-lived assets | $ 2,038 | [2] | $ 2,746 | ||
[1] | Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. | ||||
[2] | Reflects the effect of the AgeX Deconsolidation. | ||||
[3] | Foreign revenues are primarily generated from grants in Israel. | ||||
[4] | Assets in foreign countries principally include laboratory equipment and leasehold improvements in Israel. |
Enterprise-Wide Disclosures -
Enterprise-Wide Disclosures - Schedule of Revenues Disaggregated by Source (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | [1] | ||
Revenues | $ 4,988 | $ 3,458 | ||
Grant Revenue [Member] | ||||
Revenues | 3,572 | 1,666 | ||
Royalties From Product Sales and License Fees [Member] | ||||
Revenues | 392 | 389 | ||
Subscription and Advertisement Revenues [Member] | ||||
Revenues | [2] | 691 | 1,395 | |
Sale of Research Products and Services [Member] | ||||
Revenues | $ 333 | $ 8 | ||
[1] | Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. | |||
[2] | These revenues were generated by LifeMap Sciences, a subsidiary of AgeX. The revenues shown for 2018 are for the period January 1, 2018 through August 29, 2018. As a result of the AgeX Deconsolidation on August 30, 2018, BioTime does not expect to recognize this type of revenue in subsequent accounting periods. |
Enterprise-Wide Disclosures -_2
Enterprise-Wide Disclosures - Schedule of Sources of Revenues (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
NIH Grant Income [Member] | |||
Percentage of total revenues | [1] | 21.20% | 5.00% |
IIA (formerly OCS) Grant Income (Cell Cure, Israel) [Member] | |||
Percentage of total revenues | 50.40% | 43.20% | |
Subscriptions, Advertising, Licensing and Other (Various Customers) [Member] | |||
Percentage of total revenues | [2] | 20.50% | 49.40% |
Sale of Research Products [Member] | |||
Percentage of total revenues | 4.20% | 0.00% | |
Other [Member] | |||
Percentage of total revenues | 3.70% | 2.40% | |
[1] | Reflects income from grants to BioTime from the National Institutes of Health (NIH). | ||
[2] | For 2018 and 2017, one individual customer represents greater than 5% of total revenues. |
Enterprise-Wide Disclosures -_3
Enterprise-Wide Disclosures - Schedule of Sources of Revenues (Details) (Parenthetical) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Sales Revenue, Net [Member] | Customer [Member] | ||
Concentration risk percentage | 5.00% | 5.00% |
Selected Quarterly Financial _3
Selected Quarterly Financial Information (Unaudited) - Schedule of Selected Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues, net | $ 758 | $ 982 | $ 2,547 | $ 701 | $ 945 | $ 1,636 | $ 376 | $ 333 | $ 4,988 | $ 3,458 | [1] |
Operating expenses | 10,813 | 11,304 | 11,585 | 12,779 | 10,508 | 11,149 | 10,694 | 11,595 | 46,481 | 43,946 | |
Loss from operations | (10,107) | (10,357) | (9,144) | (12,187) | (9,563) | (9,513) | (8,564) | (11,262) | (41,795) | (38,902) | |
Net income (loss) attributable to BioTime | $ (44,952) | $ 66,725 | $ (4,215) | $ (63,548) | $ (71,934) | $ 14,321 | $ (11,651) | $ 49,288 | $ (45,990) | $ (19,976) | |
Basic net income (loss) per share | $ (0.36) | $ 0.53 | $ (0.03) | $ (0.50) | $ (0.58) | $ 0.12 | $ (0.11) | $ 0.46 | |||
[1] | Amounts recognized prior to adoption of Topic 606 have not been adjusted under the Topic 606 modified retrospective transition method. |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Mar. 08, 2019 | Jan. 05, 2019 | Nov. 07, 2018 | Feb. 28, 2019 | Jan. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 07, 2019 | Feb. 15, 2019 | Jul. 10, 2017 | Feb. 17, 2017 |
Cash fee | $ 2,168 | $ 1,642 | |||||||||
Ownership percentage | 20.00% | 99.80% | |||||||||
Maximum [Member] | |||||||||||
Ownership percentage | 50.00% | ||||||||||
Merger Agreement [Member] | Asterias [Member] | |||||||||||
Stock-for-stock transaction | 0.71 | ||||||||||
Subsequent Events [Member] | Merger Consideration [Member] | Parent Company [Member] | |||||||||||
Stock-for-stock transaction | 24,729,516 | ||||||||||
Aggregate merger consideration amount | $ 32,400 | ||||||||||
Merger description | Pursuant to the terms of the Merger Agreement, at the closing of the merger on March 8, 2019, Asterias became a wholly owned subsidiary of BioTime and the previous stockholders of Asterias (other than BioTime) received 0.71 shares of BioTime common share for every share of Asterias common stock (the "Merger Consideration"). In the Merger Consideration, BioTime issued 24,729,516 number of shares of common stock, which included 91,703 shares issued for all Asterias restricted stock units that immediately vested in connection with the Asterias Merger, for aggregate Merger Consideration of $32.4 million. BioTime also assumed 1,997,342 of Asterias warrants and the Asterias option pool which includes 5,189,520 shares. | ||||||||||
Number of warrants | 1,997,342 | ||||||||||
Option pool number of shares assumed | 5,189,520 | ||||||||||
Subsequent Events [Member] | 2012 Plan [Member] | |||||||||||
Granted stock options to purchase common shares | 1,700,000 | 1,700,000 | |||||||||
Subsequent Events [Member] | 2012 Plan [Member] | Minimum [Member] | |||||||||||
Exercise prices | $ 1.08 | $ 1.08 | |||||||||
Subsequent Events [Member] | 2012 Plan [Member] | Maximum [Member] | |||||||||||
Exercise prices | $ 1.14 | $ 1.14 | |||||||||
Subsequent Events [Member] | OncoCyte [Member] | |||||||||||
Receivables from related party | $ 2,100 | ||||||||||
Subsequent Events [Member] | Asterias [Member] | Merger Consideration [Member] | |||||||||||
Stock-for-stock transaction | 0.71 | ||||||||||
Subsequent Events [Member] | Asterias [Member] | Merger Consideration [Member] | Restricted Stock [Member] | |||||||||||
Stock-for-stock transaction | 91,703 | ||||||||||
Subsequent Events [Member] | Research and Option Agreement [Member] | Orbit Biomedical Limited [Member] | |||||||||||
Access fees payable | $ 2,500 | $ 1,250 | |||||||||
Collaborative research activities description | The access fees payable by BioTime to Orbit for its technology and the injection device are $2.5 million in the aggregate, of which $1.25 million was paid in January 2019 upon execution of the Orbit Agreement and the remaining $1.25 million payment is due on the earlier of (i) six months from the Orbit Agreement date or, (ii) upon completion of certain collaborative research activities using the Orbit technology for the OpRegen clinical trial, as specified in the Orbit Agreement. In addition to the access fees, BioTime will pay Orbit for costs of consumables, training services, travel costs and other out of pocket expenses incurred by Orbit for performing services under the Orbit Agreement. BioTime will have exclusive rights to the Orbit technology and its injection device for the treatment of dry-AMD during the term of the Orbit Agreement and may extend the term for an additional three months by paying Orbit a cash fee of $500,000. | ||||||||||
Cash fee | $ 500 | ||||||||||
Subsequent Events [Member] | Research and Option Agreement [Member] | Orbit Biomedical Limited [Member] | Due on Earlier [Member] | |||||||||||
Access fees payable | $ 1,250 | ||||||||||
Subsequent Events [Member] | Merger Agreement [Member] | |||||||||||
Ownership percentage | 39.00% |