0001641172-20-000034 | 10-Q | XBRL Viewer | Lineage Cell Therapeutics INC

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Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2020	Nov. 03, 2020
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2020
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2020
Current Fiscal Year End Date	--12-31
Entity File Number	001-12830
Entity Registrant Name	Lineage Cell Therapeutics, Inc.
Entity Central Index Key	0000876343
Entity Tax Identification Number	94-3127919
Entity Incorporation, State or Country Code	CA
Entity Address, Address Line One	2173 Salk Avenue
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Carlsbad
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92008
City Area Code	442
Local Phone Number	287-8990
Title of 12(b) Security	Common Stock
Trading Symbol	LCTX
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		149,991,454

Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands

Sep. 30, 2020

Dec. 31, 2019

CURRENT ASSETS

Cash and cash equivalents

$ 32,565

$ 9,497

Marketable equity securities

5,481

21,219

Promissory note from Juvenescence (Note 5)

23,616

Trade accounts and grants receivable, net

276

317

Receivables from affiliates, net

Prepaid expenses and other current assets

1,414

2,863

Total current assets

39,736

57,519

NONCURRENT ASSETS

Property and equipment, net (Notes 6 and 15)

4,849

8,175

Deposits and other long-term assets

666

864

Goodwill

^[1]

10,672

Intangible assets, net

47,167

48,248

TOTAL ASSETS

103,090

125,478

CURRENT LIABILITIES

Accounts payable and accrued liabilities

7,214

5,226

Financing lease and right of use lease liabilities, current portion (Note 15)

488

1,223

Deferred revenues

Liability classified warrants, current portion

Total current liabilities

7,751

6,494

LONG-TERM LIABILITIES

Deferred tax liability

3,137

3,315

Deferred revenues, net of current portion

200

Right-of-use lease liability, net of current portion (Note 15)

1,800

3,868

Financing lease, net of current portion

Liability classified warrants, net of current portion

189

277

TOTAL LIABILITIES

12,906

14,231

Commitments and contingencies (Note 15)

SHAREHOLDERS’ EQUITY

Preferred shares, no par value, authorized 2,000 shares; none issued and outstanding as of September 30, 2020 and December 31, 2019

Common shares, no par value, 250,000 shares authorized; 149,991 shares issued and outstanding as of September 30, 2020 and 149,804 shares issued and outstanding as of December 31, 2019

388,190

387,062

Accumulated other comprehensive loss

(821)

(681)

Accumulated deficit

(296,103)

(273,422)

Lineage Cell Therapeutics, Inc. shareholders’ equity

91,266

112,959

Noncontrolling deficit (Note 2)

(1,082)

(1,712)

Total shareholders’ equity

90,184

111,247

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$ 103,090

$ 125,478

[1]	Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 3).

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Preferred stock, no par value	$ 0	$ 0
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, no par value	$ 0	$ 0
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	149,991,454	149,804,284
Common stock, shares outstanding	149,991,454	149,804,284

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
REVENUES:
Grant revenue	$ 229	$ 350	$ 864	$ 1,628
Royalties from product sales and license fees	342	164	607	390
Sale of research products and services		53		256
Total revenues	571	567	1,471	2,274
Cost of sales	(102)	(114)	(271)	(289)
Gross profit	469	453	1,200	1,985
OPERATING EXPENSES:
Research and development	3,566	4,266	9,710	14,462
General and administrative	3,628	4,609	12,055	19,527
Total operating expenses	7,194	8,875	21,765	33,989
Loss from operations	(6,725)	(8,422)	(20,565)	(32,004)
OTHER INCOME/(EXPENSES):
Interest income, net	252	399	1,037	1,278
Gain on sale of marketable securities	120	2,055	3,848	2,055
Gain on sale of equity method in OncoCyte Corporation (“OncoCyte”)		546		546
Unrealized loss on marketable equity securities	(2,003)	(4,458)	(7,487)	(3,134)
Unrealized (loss)/gain on equity method investment in OncoCyte at fair value		(8,287)		8,001
Unrealized gain on equity method investment in Asterias at fair value				6,744
Unrealized gain on warrant liability	55	79	84	350
Other income, net	351	582	175	2,270
Total other (expense) income, net	(1,225)	(9,084)	(2,343)	18,110
LOSS BEFORE INCOME TAXES	(7,950)	(17,506)	(22,908)	(13,894)
Deferred income tax benefit	178	991	178	6,623
NET LOSS	(7,772)	(16,515)	(22,730)	(7,271)
Net loss attributable to noncontrolling interest	12	10	49	44
NET LOSS ATTRIBUTABLE TO LINEAGE CELL THERAPEUTICS, INC.	$ (7,760)	$ (16,505)	$ (22,681)	$ (7,227)
NET LOSS PER COMMON SHARE:
BASIC	$ (0.05)	$ (0.11)	$ (0.15)	$ (0.05)
DILUTED	$ (0.05)	$ (0.11)	$ (0.15)	$ (0.05)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING:
BASIC	149,973,000	149,659,000	149,868,000	144,097,000
DILUTED	149,973,000	149,659,000	149,868,000	144,097,000

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Statement [Abstract]
NET LOSS	$ (7,772)	$ (16,515)	$ (22,730)	$ (7,271)
Other comprehensive loss, net of tax:
Foreign currency translation adjustment, net of tax	(335)	(564)	(140)	(1,783)
COMPREHENSIVE LOSS	(8,107)	(17,079)	(22,870)	(9,054)
Less: Comprehensive loss attributable to noncontrolling interest	12	10	49	44
COMPREHENSIVE LOSS ATTRIBUTABLE TO LINEAGE CELL THERAPEUTICS, INC. COMMON SHAREHOLDERS	$ (8,095)	$ (17,069)	$ (22,821)	$ (9,010)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

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+ Details

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss attributable to Lineage Cell Therapeutics, Inc.	$ (22,681)	$ (7,227)
Net loss allocable to noncontrolling interest	(49)	(44)
Adjustments to reconcile net loss attributable to Lineage Cell Therapeutics, Inc. to net cash used in operating activities:
Unrealized gain on equity method investment in OncoCyte at fair value		(8,001)
Unrealized gain on equity method investment in Asterias at fair value		(6,744)
Gain on sale of marketable securities	(3,848)	(2,601)
Unrealized loss on marketable equity securities	7,487	3,134
Deferred income tax benefit	(178)	(6,623)
Depreciation expense, including amortization of leasehold improvements	623	766
Amortization of right-of-use asset	47	59
Amortization of intangible assets	1,080	1,500
Stock-based compensation	1,733	2,961
Common stock issued for services	59
Gain on write-off and sales of assets	(154)
Change in unrealized gain on warrant liability	(84)	(349)
Write-off of security deposit	150
Amortization of deferred license fee	(200)
Foreign currency remeasurement and other gain	(116)	(1,911)
Changes in operating assets and liabilities:
Accounts and grants receivable, net	44	634
Accrued interest receivable	(1,008)	(1,134)
Receivables from OncoCyte and AgeX, net of payables	7	1,948
Prepaid expenses and other current assets	1,634	(136)
Accounts payable and accrued liabilities	1,342	(2,788)
Deferred revenue and other liabilities		132
Net cash used in operating activities	(14,112)	(26,424)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from the sale of OncoCyte common shares	10,941	10,738
Proceeds from the sale of AgeX common shares	1,196	1,586
Proceeds from the sale of Hadasit common shares	3	1,231
Cash and cash equivalents acquired in the Asterias Merger		3,117
Purchase of equipment and other assets	(40)	(433)
Proceeds from sale of equipment	18
Security deposits and other	18	(2)
Net cash provided by investing activities	12,136	16,237
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from payment of Juvenescence promissory note	24,624
Common shares received and retired for employee taxes paid	(19)	(101)
Reimbursement from landlord on tenant improvements		750
Proceeds from sales of common shares		103
Payments for offering costs	(53)
Repayment of financing lease liabilities	(24)	(20)
Proceeds from Paycheck Protection Program (“PPP”) Loan (Note 8)	523
Proceeds from sale of subsidiary warrants		(40)
Repayment of principal portion of promissory notes		(70)
Net cash provided by financing activities	25,051	622
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(36)	128
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	23,039	(9,437)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH:
At beginning of the period	10,096	24,399
At end of the period	$ 33,135	$ 14,962

Organization and Business Overview

9 Months Ended

Sep. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Business Overview

1. Organization and Business Overview

Lineage is a clinical-stage biotechnology company developing novel cell therapies for unmet medical needs. Lineage’s focus is to develop therapies for degenerative retinal diseases, neurological conditions associated with demyelination, and aiding the body in detecting and combating cancer. Specifically, Lineage is testing therapies to treat dry age-related macular degeneration, spinal cord injuries, and non-small cell lung cancer. Lineage’s programs are based on its proprietary cell-based therapy platform and associated development and manufacturing capabilities. From this platform Lineage develops and manufactures specialized, terminally differentiated human cells from its pluripotent and progenitor cell starting materials. These differentiated cells are transplanted into a patient either to replace or support cells that are dysfunctional or absent due to degenerative disease or traumatic injury, or administered as a means of helping the body mount an effective immune response to cancer.

Lineage has three allogeneic, or “off-the-shelf,” cell therapy programs in clinical development:

	●	OpRegen^®, a retinal pigment epithelium cell replacement therapy currently in a Phase 1/2a multicenter clinical trial for the treatment of advanced dry age-related macular degeneration (“AMD”) with geographic atrophy. There currently are no therapies approved by the U.S. Food and Drug Administration (“FDA”) for dry AMD, which accounts for approximately 85-90% of all AMD cases and is the leading cause of blindness in people over the age of 60.

	●	OPC1, an oligodendrocyte progenitor cell therapy currently in a Phase 1/2a multicenter clinical trial for acute spinal cord injuries (“SCI”). This clinical trial has been partially funded by the California Institute for Regenerative Medicine.

	●	VAC2, a cancer immunotherapy of antigen-presenting dendritic cells currently in a Phase 1 clinical trial in non-small cell lung cancer. This clinical trial is being funded and conducted by Cancer Research UK, the world’s largest independent cancer research charity.

Lineage also is seeking to create value from additional assets, such as from patents or non-clinical candidates, including seeking to identify a commercialization or development partner for Renevia^®. Renevia is a proprietary three-dimensional scaffold designed to support adipose tissue transplants that was granted a Conformité Européenne (“CE”) Mark in September 2019.

Asterias Merger

On November 7, 2018, Lineage, Asterias Biotherapeutics, Inc. (“Asterias”) and Patrick Merger Sub, Inc., a wholly owned subsidiary of Lineage, entered into an Agreement and Plan of Merger (the “Merger Agreement”) whereby Lineage agreed to acquire all of the outstanding common stock of Asterias in a stock-for-stock transaction (the “Asterias Merger”).

On March 7, 2019, the shareholders of each of Lineage and Asterias approved the Merger Agreement. Prior to the Asterias Merger, Lineage owned approximately 38% of Asterias’ issued and outstanding common stock and accounted for Asterias as an equity method investment.

On March 8, 2019, the Asterias Merger closed with Asterias surviving as a wholly owned subsidiary of Lineage. The former stockholders of Asterias (other than Lineage) received 0.71 common shares of Lineage for every share of Asterias common stock they owned. Lineage issued 24,695,898 common shares, including 58,085 shares issued in respect of restricted stock units issued by Asterias that immediately vested in connection with the closing of the Asterias Merger. The aggregate dollar value of such shares, based on the closing price of Lineage common shares on March 8, 2019, was $32.4 million. Lineage also assumed warrants to purchase shares of Asterias common stock.

The Asterias Merger has been accounted for using the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations, which requires, among other things, that the assets and liabilities assumed be recognized at their fair values as of the acquisition date.

See Note 3 for a full discussion of the Asterias Merger.

Investment in OncoCyte

Lineage has significant equity holdings in OncoCyte Corporation (“OncoCyte”), a publicly traded molecular diagnostic company (NYSE American: OCX), which Lineage founded and, in the past, was a majority-owned consolidated subsidiary until February 17, 2017, when Lineage deconsolidated OncoCyte’s financial statements. OncoCyte is focused on developing and commercializing laboratory-developed tests to serve unmet medical needs across the cancer care continuum. As of September 30, 2020, Lineage owned approximately 3.6 million shares of OncoCyte common stock, or 5.4% of its outstanding shares (see Note 4).

Basis of Presentation, Liquidity and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Basis of Presentation, Liquidity and Summary of Significant Accounting Policies

2. Basis of Presentation, Liquidity and Summary of Significant Accounting Policies

The unaudited condensed consolidated interim financial statements presented herein, and discussed below, have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. In accordance with those rules and regulations certain information and footnote disclosures normally included in comprehensive consolidated financial statements have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 2019 was derived from the audited consolidated financial statements at that date, but does not include all the information and footnotes required by GAAP. These condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in Lineage’s Annual Report on Form 10-K for the year ended December 31, 2019.

The accompanying condensed consolidated interim financial statements, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of Lineage’s financial condition and results of operations. The condensed consolidated results of operations are not necessarily indicative of the results to be expected for any other interim period or for the entire year.

Principles of consolidation

Lineage’s condensed consolidated interim financial statements include the accounts of its subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. The following table reflects Lineage’s ownership, directly or through one or more subsidiaries, of the outstanding shares of its operating subsidiaries as of September 30, 2020.

Subsidiary	Field of Business	Lineage Ownership			Country
Asterias BioTherapeutics, Inc.	Cell therapy clinical development programs in spinal cord injury and oncology		100	%	USA
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	Developing bone grafting products for orthopedic diseases and injuries		99.8	%	USA

⁽¹⁾	Includes shares owned by Lineage and ESI.

As of September 30, 2020, Lineage consolidated its direct and indirect wholly owned or majority-owned subsidiaries because Lineage 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 Lineage’s consolidated balance sheets.

Liquidity

Since inception, Lineage has incurred significant operating losses and has funded its operations primarily through sale of common stock of AgeX Therapeutics, Inc. (“AgeX”) and OncoCyte, both former subsidiaries, sale of common stock of Hadasit Bio-Holdings (“HBL”), receipt of research grants, royalties from product sales, license revenues, sales of research products and issuance of equity securities.

On May 1, 2020, Lineage entered into a Controlled Equity Offering^SM Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co., as sales agent (“Cantor Fitzgerald”), pursuant to which Lineage may, but is not obligated to, raise up to $25.0 million through the sale of common shares from time to time in at-the-market transactions under the Sales Agreement. As of September 30, 2020, no sales had been made under the Sales Agreement.

At September 30, 2020, Lineage had an accumulated deficit of approximately $296.1 million, working capital of $32.0 million and shareholders’ equity of $90.2 million. Lineage has evaluated its projected cash flows and believes that its $38.0 million of cash, cash equivalents and marketable equity securities are sufficient to fund Lineage’s planned operations for at least the next twelve months from the issuance date of the condensed consolidated financial statements included herein. If Lineage needs near term working capital or liquidity to supplement its cash and cash equivalents for its operations, Lineage may sell some, or all, of its marketable equity securities, as necessary.

On March 8, 2019, Asterias became Lineage’s wholly owned subsidiary, and Lineage began consolidating Asterias’ operations and results with its operations and results (see Note 3). Lineage has made extensive reductions in headcount and reduced non-clinical related spend, in each case, as compared to Asterias’ operations before the Asterias Merger.

Lineage’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 Lineage to modify, curtail, delay, or suspend some or all aspects of its planned operations. Lineage’s determination as to when it will seek new financing and the amount of financing that it will need will be based on Lineage’s evaluation of the progress it makes in its research and development programs, any changes to the scope and focus of those programs, any changes in grant funding for certain of those programs, and projection of future costs, revenues, and rates of expenditure. Lineage’s ability to raise additional funds may be adversely impacted by deteriorating global economic conditions and the disruptions to and volatility in the credit and financial markets in the United States and worldwide resulting from the ongoing COVID-19 pandemic. Lineage may be required to delay, postpone, or cancel clinical trials or limit the number of clinical trial sites, unless it is able to obtain adequate financing. In addition, Lineage has incurred significant costs in connection with the acquisition of Asterias and with integrating its operations. Lineage may incur additional costs to maintain employee morale and to retain key employees. Lineage cannot assure that adequate financing will be available on favorable terms, if at all. Sales of additional equity securities by Lineage or its subsidiaries and affiliates could result in the dilution of the interests of current shareholders.

Business Combinations

Lineage accounts for business combinations, such as the Asterias Merger completed in March 2019, in accordance with ASC Topic 805, which requires the purchase price to be measured at fair value. When the purchase consideration consists entirely of Lineage common shares, Lineage calculates the purchase price by determining the fair value, as of the acquisition date, of shares issued in connection with the closing of the acquisition. Lineage recognizes estimated fair values of the tangible assets and intangible assets acquired, including in-process research and development (“IPR&D”), and liabilities assumed as of the acquisition date, and records as goodwill any amount of the fair value of the tangible and intangible assets acquired and liabilities assumed in excess of the purchase price.

Marketable Equity Securities

Lineage accounts for the shares it holds in OncoCyte, AgeX and HBL as marketable equity securities in accordance with ASC 320-10-25, Investments – Debt and Equity Securities, as amended by Accounting Standards Update (“ASU”) 2016-01, Financial Instruments–Overall: Recognition and Measurement of Financial Assets and Financial Liabilities, further discussed below.

The OncoCyte and AgeX shares have readily determinable fair values quoted on the NYSE American under trading symbols “OCX” and “AGE”. 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).

Prior to September 11, 2019, Lineage accounted for its OncoCyte shares held at fair value, using the equity method of accounting. On September 11, 2019, Lineage’s ownership percentage decreased from 24% to 16% when it sold 4.0 million shares of OncoCyte common stock. Accordingly, as the ownership percentage was reduced to less than 20%, Lineage is no longer considered to exercise significant influence over OncoCyte and is now accounting for its OncoCyte holdings as marketable equity securities. Prior to the Asterias Merger completed on March 8, 2019, Lineage accounted for its Asterias shares held at fair value, using the equity method of accounting.

Revenue Recognition

Lineage recognizes revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) ASU 2014-09, Revenues from Contracts with Customers (Topic 606), and in a manner that depicts the transfer of control of a product or a service to a customer and reflects the amount of the consideration it is entitled to receive in exchange for such product or service. In doing so, Lineage follows a five-step approach: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations; and (v) recognize revenue when (or as) the customer obtains control of the product or service. Lineage considers the terms of a contract and all relevant facts and circumstances when applying the revenue recognition standard. Lineage applies the revenue recognition standard, including the use of any practical expedients, consistently to contracts with similar characteristics and in similar circumstances.

Lineage’s largest source of revenue is currently related to government grants. In applying the provisions of ASU 2014-09, Lineage has determined that government grants are out of the scope of ASU 2014-09 because the government entities do not meet the definition of a “customer,” as defined by ASU 2014-09, as there is not considered to be a transfer of control of good or services to the government entities funding the grant. Lineage has, and will continue to, account for grants received to perform research and development services in accordance with ASC 730-20, Research and Development Arrangements, which requires an assessment, at the inception of the grant, of whether the grant is a liability or a contract to perform research and development services for others. If Lineage or a subsidiary receiving the grant is obligated to repay the grant funds to the grantor regardless of the outcome of the research and development activities, then Lineage is required to estimate and recognize that liability. Alternatively, if Lineage or a subsidiary receiving the grant is not required to repay, or if it is required to repay the grant funds only if the research and development activities are successful, then the grant agreement is accounted for as a contract to perform research and development services for others, in which case, grant revenue is recognized when the related research and development expenses are incurred (see Note 15).

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 September 30, 2020, deferred grant revenue was $46,000.

Basic and diluted net income (loss) per share attributable to common shareholders

Basic earnings per share is calculated by dividing net income or loss attributable to Lineage common shareholders by the weighted average number of common shares outstanding, net of unvested restricted stock or restricted stock units, subject to repurchase by Lineage, if any, during the period. Diluted earnings per share is calculated by dividing the net income or loss attributable to Lineage common shareholders by the weighted average number of common shares outstanding, adjusted for the effects of potentially dilutive common shares issuable under outstanding stock options and warrants, using the treasury-stock method, convertible preferred stock, if any, using the if-converted method, and treasury stock held by subsidiaries, if any.

For the three and nine months ended September 30, 2020 and 2019, respectively, Lineage reported a net loss attributable to common shareholders, and therefore, all potentially dilutive common shares were considered antidilutive for those periods.

The following weighted average 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):

Three Months Ended

September 30,

(unaudited)

Nine Months Ended

September 30,

(unaudited)

2020 2019 2020 2019

Stock options 17,058 15,941 16,391 15,332

Lineage Warrants ⁽¹⁾(Note 3) 1,090 1,090 1,090 975

Restricted stock units 123 236 141 277

⁽¹⁾	Although the Lineage Warrants are classified as liabilities, these warrants are considered for dilutive earnings per share calculations in accordance with ASC 260, Earnings Per Share, and determined to be anti-dilutive for the period presented.

Restricted Cash

In accordance with ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, Lineage explains the change during the period in the total of cash, cash equivalents and restricted cash, and includes restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the condensed consolidated statements of cash flows.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheet dates that comprise the total of the same such amounts shown in the condensed consolidated statements of cash flows for all periods presented herein (in thousands):

	September 30, 2020		December 31, 2019
	(unaudited)
Cash and cash equivalents	$	32,565	$	9,497
Restricted cash included in deposits and other long-term assets (see Note 15)		570		599
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$	33,135	$	10,096

Lease accounting and impact of adoption of the new lease standard

On January 1, 2019, Lineage adopted ASU 2016-02, Leases (Topic 842, “ASC 842”) and its subsequent amendments affecting Lineage: (i) ASU 2018-10, Codification Improvements to Topic 842, Leases; and (ii) ASU 2018-11, Leases (Topic 842): Targeted improvements, using the modified retrospective method.

Lineage management determines if an arrangement is a lease at inception. Leases are classified as either financing or operating, with classification affecting the pattern of expense recognition in the consolidated statements of operations. When determining whether a lease is a finance lease or an operating lease, ASC 842 does not specifically define criteria to determine “major part of remaining economic life of the underlying asset” and “substantially all of the fair value of the underlying asset.” For lease classification determination, Lineage continues to use: (i) greater than or equal to 75% to determine whether the lease term is a major part of the remaining economic life of the underlying asset; and (ii) greater than or equal to 90% to determine whether the present value of the sum of lease payments is substantially all of the fair value of the underlying asset. Under the available practical expedients, Lineage accounts for the lease and non-lease components as a single lease component. Lineage recognizes right-of-use (“ROU”) assets and lease liabilities for leases with terms greater than twelve months in the condensed consolidated balance sheet.

ROU assets represent Lineage’s right to use an underlying asset during the lease term and lease liabilities represent Lineage’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of Lineage’s leases do not provide an implicit rate, Lineage uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. Lineage uses the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Lineage’s lease terms may include options to extend or terminate the lease when it is reasonably certain that Lineage will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.

Operating leases are included as right-of-use assets in property and equipment (see Note 6), and ROU lease liabilities, current and long-term, in the condensed consolidated balance sheets. Financing leases are included in property and equipment, and in financing lease liabilities, current and long-term, in Lineage’s condensed consolidated balance sheets.

In connection with the adoption on ASC 842 on January 1, 2019, Lineage derecognized net book value of leasehold improvements and corresponding lease liabilities of $1.9 million and $2.0 million, respectively, which was the carrying value of certain operating leases as of December 31, 2018, included in property and equipment and lease liabilities, respectively, recorded pursuant to build to suit lease accounting under the previous ASC 840 lease standard. The derecognition of these amounts from the superseded ASC 840 lease standard was offset by a cumulative effect adjustment of $0.1 million as a reduction of Lineage’s accumulated deficit on January 1, 2019. These build to suit leases were primarily related to Lineage’s prior leases in Alameda, California and Cell Cure’s leases in Jerusalem, Israel (See Note 15). ASC 842 requires build to suit leases recognized on Lineage’s consolidated balance sheets as of December 31, 2018 to be derecognized upon the adoption of the new lease standard and be recognized in accordance with the new standard on January 1, 2019.

The adoption of ASC 842 had a material impact in Lineage’s consolidated balance sheets, with the most significant impact resulting from the recognition of ROU assets and lease liabilities for operating leases with remaining terms greater than twelve months on the adoption date. Lineage’s accounting for financing leases (previously referred to as “capital leases”) remained substantially unchanged (see Note 15).

Recently Adopted Accounting Pronouncements

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, which modifies certain disclosure requirements for reporting fair value measurements. ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Lineage adopted this standard on January 1, 2020 and it did not have a significant impact on our consolidated financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted - The recently issued accounting pronouncements applicable to Lineage that are not yet effective should be read in conjunction with the recently issued accounting pronouncements, as applicable and disclosed in Lineage’s Annual Report on Form 10-K for the year ended December 31, 2019.

In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes. The ASU enhances and simplifies various aspects of the income tax accounting guidance in ASC 740 and removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. The ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. This ASU is effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years with early adoption permitted. Lineage is currently evaluating the impact the adoption of this guidance may have on its consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 is intended to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for Lineage beginning January 1, 2023. Lineage has not yet completed its assessment of the impact of the new standard on its consolidated financial statements.

Asterias Merger

9 Months Ended

Sep. 30, 2020

Business Combinations [Abstract]

Asterias Merger

3. Asterias Merger

On March 8, 2019, the Asterias Merger closed with Asterias surviving as a wholly owned subsidiary of Lineage. The former stockholders of Asterias (other than Lineage) received 0.71 common shares of Lineage (the “Merger Consideration”) for every share of Asterias common stock they owned (the “Merger Exchange Ratio”). Lineage issued 24,695,898 common shares, including 58,085 shares issued in respect of restricted stock units issued by Asterias that immediately vested in connection with the closing of the Asterias Merger. The fair value of such shares, based on the closing price of Lineage common shares on March 8, 2019, was $32.4 million.

In connection with the closing of the Asterias Merger, Lineage assumed outstanding warrants to purchase shares of Asterias common stock, as further discussed below and in Note 11, and assumed sponsorship of the Asterias 2013 Equity Incentive Plan (see Note 12). All stock options to purchase shares of Asterias common stock outstanding immediately prior to the closing of the Asterias Merger were canceled at the closing for no consideration.

As of March 8, 2019, the assets and liabilities of Asterias have been included in the condensed consolidated balance sheet of Lineage. The results of operations of Asterias from March 8, 2019 through December 31, 2019 have been included in the condensed consolidated statement of operations of Lineage for the year ended December 31, 2019.

Calculation of the purchase price

The calculation of the purchase price for the Asterias Merger and the Merger Consideration transferred on March 8, 2019 was as follows (in thousands, except for share and per share amounts):

	Lineage (38% ownership interest)			Shareholders other than Lineage (approximate 62% ownership interest)			Total
Outstanding Asterias common stock as of March 8, 2019		21,747,569			34,783,333	⁽¹⁾		56,530,902	⁽¹⁾
Exchange ratio		0.710			0.710			0.710

Lineage common shares issuable		15,440,774	⁽²⁾		24,695,898	⁽³⁾		40,136,672
Per share price of Lineage common shares as of March 8, 2019	$	1.31		$	1.31		$	1.31
Purchase price (in thousands)	$	20,227	⁽²⁾	$	32,353		$	52,580

⁽¹⁾	Includes 81,810 shares of Asterias restricted stock unit awards that immediately vested on March 8, 2019 and converted into the right to receive common shares of Lineage based on the Merger Exchange Ratio, resulting in 58,085 common shares of Lineage issued on March 8, 2019 as part of the Merger Consideration. These restricted stock units were principally attributable to pre-combination services and included as part of the purchase price in accordance with ASC 805. See Note 12 for Asterias restricted stock units that vested on the closing of the Asterias Merger attributable to post-combination services that were recorded outside of the purchase price as an immediate charge to stock-based compensation expense.

⁽²⁾	Estimated fair value for Lineage’s previously held 38% ownership interest in Asterias common stock is part of the total purchase price of Asterias for purposes of the purchase price allocation under ASC 805 and for Lineage’s adjustment of its 38% interest to fair value at the effective date of the Asterias Merger and immediately preceding the consolidation of Asterias’ results with Lineage. No actual common shares of Lineage were issued to Lineage in connection with the Asterias Merger.

⁽³⁾	Net of a de minimis number of fractional shares which were paid in cash.

Purchase price allocation

Lineage allocated the acquisition consideration to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The fair value of the acquired tangible and identifiable intangible assets were determined based on inputs that are unobservable and significant to the overall fair value measurement. It is also based on estimates and assumptions made by management at the time of the acquisition. As such, this was classified as Level 3 fair value hierarchy measurements and disclosures.

The allocation of the purchase price in the table below is based on our estimates of the fair values of tangible and intangible assets acquired, including IPR&D, and liabilities assumed as of the acquisition date, with the excess recorded as goodwill (in thousands). As of December 31, 2019, Lineage had finalized its purchase price allocation.

Assets acquired:
Cash and cash equivalents	$	3,117
Prepaid expenses and other assets, current and noncurrent		660
Machinery and equipment		308
Long-lived intangible assets - royalty contracts		650
Acquired in-process research and development (“IPR&D”)		46,540

Total assets acquired		51,275

Liabilities assumed:
Accrued liabilities and accounts payable		982
Liability classified warrants		867
Deferred license revenue		200
Long-term deferred income tax liability		10,753

Total liabilities assumed		12,802

Net assets acquired, excluding goodwill (a)		38,473

Fair value of Lineage common shares held by Asterias (b)		3,435

Total purchase price (c)		52,580

Estimated goodwill (c-a-b)	$	10,672

The valuation of identifiable intangible assets and their estimated useful lives are as follows (in thousands, except for useful life):

Asset Fair
Value
Useful Life

(Years)

(in thousands, except for useful life)

In process research and development (“IPR&D”) $ 46,540 n/a

Royalty contracts 650 5

$ 47,190

The following is a discussion of the valuation methods used to determine the fair value of Asterias’ significant assets and liabilities in connection with the Asterias Merger:

IPR&D and Deferred Income Tax Liability - The fair value of identifiable acquired IPR&D intangible assets consisting of $31.7 million pertaining to the OPC1 program that is currently in a Phase 1/2a clinical trial for SCI, which has been partially funded by the California Institute for Regenerative Medicine and $14.8 million pertaining to the VAC2 program, which is an allogeneic, or “off-the-shelf,” cancer immunotherapy derived from pluripotent stem cells for which a clinical trial in non-small cell lung cancer is being funded and sponsored by Cancer Research UK. The identification of these intangible assets are based on consideration of historical experience and a market participant’s view further discussed below; collectively, OPC1 and VAC2 are referred to as the “AST-Clinical Programs”. These intangible assets are valued primarily through the use of a probability weighted discounted cash flow method under the income approach further discussed below. Lineage considered Asterias’ VAC1 program, which is an autologous, or patient-specific, cancer immunotherapy derived from the patient’s own cells, to have de minimis value due to significant risks, substantial costs and limited opportunities.

Lineage determined that the estimated aggregate fair value of the AST-Clinical programs was $46.5 million as of the acquisition date using a probability weighted discounted cash flow method for each respective program. This approach estimates the probability of the AST-Clinical Programs achieving successful completion of remaining clinical trials and related approvals into the valuation technique.

To calculate fair value of the AST-Clinical programs under the discounted cash flow method, Lineage used probability-weighted, projected cash flows discounted at a rate considered appropriate given the significant inherent risks associated with cell therapy development by clinical-stage companies. Cash flows were calculated based on estimated projections of revenues and expenses related to each respective program. Cash flows were assumed to extend through a seven-year market exclusivity period for the OPC1 program from the date of market launch. Revenues from commercialization of the AST-Clinical Programs were based on estimated market potential for the indication of each program. The resultant cash flows were then discounted to present value using a weighted-average cost of capital for companies with profiles substantially similar to that of Lineage, which Lineage believes represents the rate that market participants would use to value the assets. Lineage compensated for the phase of development of the program by applying a probability factor to its estimation of the expected future cash flows. The projected cash flows were based on significant assumptions, including the indications in which Lineage will pursue development of the AST-Clinical programs, the time and resources needed to complete the development and regulatory approval, estimates of revenue and operating profit related to the program considering its stage of development, the life of the potential commercialized product, market penetration and competition, and risks associated with achieving commercialization, including delay or failure to obtain regulatory approvals to conduct clinical studies, failure of clinical studies, delay or failure to obtain required market clearances, and intellectual property litigation.

These IPR&D assets are indefinite-lived intangible assets until the completion or abandonment of the associated research and development (“R&D”) efforts. Once the R&D efforts are completed or abandoned, the IPR&D will either be amortized over the asset life as a finite-lived intangible asset or be impaired, respectively, in accordance with ASC 350, Intangibles - Goodwill and Other. In accordance with ASC 350, goodwill and acquired IPR&D are determined to have indefinite lives and, therefore, are not amortized. Instead, they are tested for impairment at least annually and between annual tests if Lineage becomes aware of an event or a change in circumstances that would indicate the asset may be impaired.

Because the IPR&D (prior to completion or abandonment of the R&D) is considered an indefinite-lived asset for accounting purposes, the fair value of the IPR&D on the acquisition date creates a deferred income tax liability (“DTL”) in accordance with ASC 740, Income Taxes (see Note 13). This DTL is computed using the fair value of the IPR&D assets on the acquisition date multiplied by Lineage’s federal and state income tax rates. While this DTL would reverse on impairment or sale or commencement of amortization of the related intangible assets, those events are not anticipated under ASC 740 for purposes of predicting reversal of a temporary difference to support the realization of deferred tax assets, except for certain deferred tax assets and credit carryforwards that are also indefinite in nature as of the closing of the Asterias Merger, which may be considered for reversal under ASC 740 as further discussed in Note 13.

Royalty contracts - Asterias has certain royalty revenues for “research only use” culture media for pre-clinical research applications under certain, specific patent families under contracts which preclude the customers to sell for commercial use or for clinical trials. These royalty cash flows are generated under certain specific patent families that Asterias previously acquired from Geron Corporation (“Geron”). Asterias pays Geron a royalty for all royalty revenues received from these contracts. Because these patents are a subset of the clinical programs discussed above, are expected to continue to generate revenues for Asterias and are not to be used in the OPC1 or the VAC2 programs, these patents are considered to be separate long-lived intangible assets under ASC 805. These intangible assets are also valued primarily through the use of the discounted cash flow method under the income approach, and will be amortized over their useful life, estimated to be five years. The discounted cash flow method estimated the amount of net royalty income that can be expected under the contracts in future years. The amounts were based on observed historical trends in the growth of these revenue streams, and were estimated to terminate in approximately five years, when the key patents under these contracts will begin to expire. The resulting cash flows were discounted to the valuation date based on a rate of return that recognizes a lower level of risk associated with these assets as compared to the AST-Clinical programs discussed above.

Deferred license revenue - In September 2018, Asterias and Novo Nordisk A/S (“Novo Nordisk”) entered into an option for Novo Nordisk or its designated U.S. affiliate to license, on a non-exclusive basis, certain intellectual property related to culturing pluripotent stem cells, such as hES cells, in suspension. Under the terms of the option, Asterias received a one-time upfront payment of $1.0 million, in exchange for a 24-month period option to negotiate a non-exclusive license during which time Asterias has agreed to not grant any exclusive licenses inconsistent with the Novo Nordisk option. This option was considered a performance obligation as it provided Novo Nordisk with a material right that it would not receive without entering into the contract.

For business combination purposes under ASC 805, the fair value of this performance obligation to Lineage, from a market participant perspective, was the estimated costs Lineage may incur, plus a normal profit margin for the level of effort required to perform under the contract after the acquisition date, assuming Novo Nordisk exercised its option, including negotiation costs, legal fees, arbitration, if any, and other related costs. Management estimated those costs, plus a normal profit margin, to be approximately $200,000 in the purchase price allocation. This amount was originally recorded as deferred revenue and subsequently recognized as revenue in September 2020 when Novo Nordisk did not exercise the option.

Liability classified warrants - On May 13, 2016, in connection with a common stock offering, Asterias issued warrants to purchase 2,959,559 shares of Asterias common stock (the “Asterias Warrants”) with an exercise price of $4.37 per share that expire on May 13, 2021. As of the closing of the Asterias Merger, there were 2,813,159 Asterias Warrants outstanding. The Asterias Warrants contain certain provisions in the event of a Fundamental Transaction, as defined in the warrant agreement governing the Asterias Warrants (“Warrant Agreement”), that Asterias or any successor entity will be required to purchase, at a holder’s option, exercisable at any time concurrently with or within thirty days after the consummation of the Fundamental Transaction, the Asterias Warrants for cash in an amount equal to the calculated value of the unexercised portion of such holder’s warrants, determined in accordance with the Black-Scholes option pricing model with significant inputs as specified in the Warrant Agreement. The Asterias Merger was a Fundamental Transaction for purposes of the Asterias Warrants.

The fair value of the Asterias Warrants was determined by using Black-Scholes option pricing models which take into consideration the probability of the Fundamental Transaction, which for purposes of the above valuation was assumed to be at 100% and net cash settlement occurring, using the contractual remaining term of the warrants. In applying these models, these inputs included key assumptions including the per share closing price of Lineage common shares on March 8, 2019, volatility computed in accordance with the provisions of the Warrant Agreement and, to a large extent, assumptions based on discussions with a majority of the holders of the Asterias Warrants since the closing of the Asterias Merger to settle the Asterias Warrants in cash or in common shares of Lineage. Based on such discussions, Lineage believes the fair value of the Asterias Warrants as of the closing of the Asterias Merger is not subject to change significantly, however, to the extent any Asterias Warrants that were not settled in cash or in Lineage common shares discussed below, were automatically converted to Lineage warrants 30 days after the closing of the Asterias Merger. In April 2019, Asterias Warrants representing approximately $372,000 in fair value were settled: $332,000 in fair value was settled in exchange for 251,835 common shares of Lineage, and $40,000 in fair value was settled in exchange for cash. The Asterias Warrants settled in exchange for common shares of Lineage were held by Broadwood Partners, L.P., an Asterias and Lineage shareholder. The Asterias Warrants settled in exchange for cash were held by other parties. The remaining Asterias Warrants (representing approximately $495,000 in fair value as of March 31, 2019) were converted into warrants to purchase common shares of Lineage using the Merger Exchange Ratio (the “Lineage Warrants”).

As of September 30, 2020, the total number of common shares of Lineage subject to warrants that were assumed by Lineage in connection with the Asterias Merger was 1,089,900, with similar terms and conditions retained under the Lineage Warrants as per the original Warrant Agreements. The Lineage Warrants have an exercise price of $6.15 per warrant share and expire on May 13, 2021.

Fair value of Lineage common shares held by Asterias - As of March 8, 2019, Asterias held 2,621,811 common shares of Lineage as marketable securities on its standalone financial statements. The fair value of those shares acquired by Lineage from Asterias is determined based on the $1.31 per share closing price of Lineage common shares on March 8, 2019. Although treasury shares are not considered an asset and were retired upon Lineage’s acquisition of Asterias, the fair value of those shares is a part of the purchase price allocation shown in the tables above. These Lineage shares were retired at the completion of the Asterias Merger.

Goodwill - Goodwill is calculated as the difference between the acquisition date fair value of the consideration transferred and the values assigned to the assets acquired and liabilities assumed. Goodwill is not amortized but is tested for impairment at least annually, or more frequently if circumstances indicate potential impairment.

Depending on the structure of a particular acquisition, goodwill and identifiable intangible assets may not be deductible for tax purposes. Goodwill recorded in the Asterias Merger is not expected to be deductible for tax purposes (see Note 13).

Acquisition related costs recorded in general and administrative expenses for the three months ended September 30, 2020 and 2019 were immaterial. Acquisition related costs recorded in general and administrative expenses were $0.7 million and $4.4 million for the nine months ended September 30, 2020 and 2019, respectively.

Prior to the consummation of the Asterias Merger in March 2019, Lineage elected to account for its 21.7 million shares of Asterias common stock at fair value using the equity method of accounting. The fair value of the Asterias shares was approximately $20.2 million as of March 8, 2019, the closing date of the Asterias Merger, based on $0.93 per share, which was calculated by multiplying: (a) $1.31, the closing price of Lineage common shares on such date; by (b) the Merger Exchange Ratio. The fair value of the Asterias shares was approximately $13.5 million as of December 31, 2018, based on the closing price of Asterias common stock of $0.62 per share on such date. Accordingly, Lineage recorded an unrealized gain of $6.7 million for the year ended December 31, 2019, representing the change in fair value of Asterias common stock from December 31, 2018 to March 8, 2019. All share prices were determined based on the closing price of Lineage or Asterias common stock on the NYSE American on the applicable dates.

Asterias Merger Related Litigation - See Note 15 Commitments and Contingencies for discussion regarding litigation related to the Asterias Merger.

Accounting for Common Stock of OncoCyte, at Fair Value

9 Months Ended

Sep. 30, 2020

Accounting For Common Stock Of Oncocyte At Fair Value

Accounting for Common Stock of OncoCyte, at Fair Value

4. Accounting for Common Stock of OncoCyte, at Fair Value

Prior to September 11, 2019, Lineage elected to account for its shares of OncoCyte common stock at fair value using the equity method of accounting. Lineage sold 2.25 million shares of OncoCyte common stock for net proceeds of $4.2 million in July 2019. Accordingly, Lineage’s ownership in OncoCyte was reduced from 28% to 24%. Lineage sold an additional 4.0 million shares of OncoCyte common stock for net proceeds of $6.5 million on September 11, 2019. Lineage’s ownership in OncoCyte was further reduced to 16% at this time. Effective September 11, 2019, Lineage began accounting for its shares of OncoCyte common stock as marketable equity securities. The calculation of fair value is the same under the equity method and as a marketable equity security.

As of December 31, 2019, Lineage owned approximately 8.4 million shares of OncoCyte common stock. These shares had a fair value of $19.0 million, based on the closing price of OncoCyte of $2.25 per share on December 31, 2019. During the nine months ended September 30, 2020, Lineage sold approximately 4.8 million shares of OncoCyte common stock for net proceeds of $10.9 million.

As of September 30, 2020, Lineage owned approximately 3.6 million shares of OncoCyte common stock, or 5.4%, which had a fair value of approximately $5.0 million, based on the closing price of OncoCyte of $1.39 per share on September 30, 2020.

For the three months ended September 30, 2020, Lineage recorded an unrealized loss of $1.9 million related to the remaining shares owned by Lineage at September 30, 2020 and the decrease in OncoCyte’s stock price from $1.91 at June 30, 2020 to $1.39 at September 30, 2020. For the three months ended September 30, 2019, Lineage recorded a realized gain of $0.6 million due to sales of OncoCyte shares in the period. Lineage also recorded an unrealized loss of $8.7 million due to the decrease in OncoCyte’s stock price from $2.49 per share at June 30, 2019 to $2.10 per share at September 30, 2019. $8.3 million of the unrealized loss was recorded as an unrealized loss on an equity method investment as it was prior to September 11, 2019; the remaining $0.4 million was recorded as an unrealized loss on marketable equity securities.

For the nine months ended September 30, 2020, Lineage recorded a realized gain of $3.1 million due to sales of OncoCyte shares in the period. In the same period, Lineage also recorded an unrealized loss of $6.1 million related to its OncoCyte shares. The unrealized loss is comprised of $3.7 million related to the difference between the book cost basis of OncoCyte shares sold in the period versus the applicable prior month’s ending OncoCyte stock price and an additional $2.4 million related to the shares remaining at September 30, 2020 and the decrease in OncoCyte’s stock price from $2.25 at December 31, 2019 to $1.39 at September 30, 2020. For the nine months ended September 30, 2019, Lineage recorded a realized gain of $0.6 million due to sales of OncoCyte shares in the period. Lineage also recorded an unrealized gain of $7.6 million due to the increase in OncoCyte’s stock price from $1.38 per share at December 31, 2018 to $2.10 per share at September 30, 2019. $8.0 million of the unrealized gain was recorded as an unrealized gain on an equity method investment as it was prior to September 11, 2019; the remaining $0.4 million was recorded as an unrealized loss on marketable equity securities.

All share prices are determined based on the closing price of OncoCyte common stock on the NYSE American on the applicable dates, or the last day of trading of the applicable quarter, if the last day of a quarter fell on a weekend.

Sale of Significant Ownership Interest in AgeX to Juvenescence Limited

9 Months Ended

Sep. 30, 2020

Sale Of Significant Ownership Interest In Agex To Juvenescence Limited

Sale of Significant Ownership Interest in AgeX to Juvenescence Limited

5. Sale of Significant Ownership Interest in AgeX to Juvenescence Limited

On August 30, 2018, Lineage entered into a Stock Purchase Agreement with Juvenescence Limited and AgeX, pursuant to which Lineage sold 14.4 million shares of 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 Lineage 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 Lineage relating to the business of AgeX, including an indemnity cap of $4.3 million, which is subject to certain exceptions. In connection with the sale, Lineage also entered into a Shared Facilities Agreement with AgeX (see Note 10).

The Promissory Note bore interest at 7% per annum, with principal and accrued interest payable at maturity on August 30, 2020. The Promissory Note was paid in full on August 28, 2020.

For the three and nine months ended September 30, 2020, Lineage recognized $252,000 and $1,008,000, respectively, in interest income on the Promissory Note.

The Shared Facilities Agreement was terminated on July 31, 2019 with respect to the use of Lineage’s office and laboratory facilities and September 30, 2019 with respect to all other remaining shared services.

Property and Equipment, Net

9 Months Ended

Sep. 30, 2020

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

6. Property and Equipment, Net

At September 30, 2020 and December 31, 2019, property and equipment was comprised of the following (in thousands):

Schedule of Property and Equipment, Net

	September 30, 2020			December 31, 2019
	(unaudited)
Equipment, furniture and fixtures	$	4,084		$	4,148
Leasehold improvements		2,863			2,862
Right-of-use assets ⁽¹⁾		3,992			5,756
Accumulated depreciation and amortization		(6,090	)		(4,591	)
Property and equipment, net	$	4,849		$	8,175

⁽¹⁾	Lineage adopted ASC 842 on January 1, 2019. For additional information on this standard and right-of-use assets and liabilities (see Notes 2 and 15).

Property and equipment at September 30, 2020 and December 31, 2019 includes $80,000 and $96,000 in financing leases, respectively. In September 2020, Lineage terminated its leases in Alameda and entered into a new lease for a reduced amount of square footage. This resulted in a reduction to right-of-use assets of approximately $1.8 million. See additional information in Note 15.

Depreciation and amortization expense amounted to $200,000 and $253,000 for the three months ended September 30, 2020 and 2019, and $623,000 and $766,000 for the nine months ended September 30, 2020 and 2019, respectively. During the three and nine months ended September 30, 2020, Lineage sold equipment with net book values of $39,000 and $52,000, respectively, and recognized losses of $32,000 and $34,000, respectively. Additionally, Lineage sold non-capitalized assets for a net gain of $67,000. Both the gain and losses are included in research and development expenses on the statement of operations.

Goodwill and Intangible Assets, Net

9 Months Ended

Sep. 30, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, Net

7. Goodwill and Intangible Assets, Net

At September 30, 2020 and December 31, 2019, goodwill and intangible assets, net consisted of the following (in thousands):

	September 30, 2020			December 31, 2019
	(unaudited)
Goodwill⁽¹⁾	$	10,672		$	10,672

Intangible assets:
Acquired IPR&D - OPC1 (from the Asterias Merger)⁽²⁾	$	31,700		$	31,700
Acquired IPR&D - VAC2 (from the Asterias Merger)⁽²⁾		14,840			14,840
Intangible assets subject to amortization:
Acquired patents		18,953			18,953
Acquired royalty contracts⁽²⁾		650			650
Total intangible assets		66,143			66,143
Accumulated amortization		(18,976	)		(17,895	)
Intangible assets, net	$	47,167		$	48,248

⁽¹⁾	Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 3).

⁽²⁾	See Note 3 for information on the Asterias Merger which was consummated on March 8, 2019.

Amortization recognized in research and development expenses was $0.2 million and $0.5 million for the three months ended September 30, 2020 and 2019, and $1.0 million and $1.4 million for the nine months ended September 30, 2020 and 2019, respectively.

Accounts Payable and Accrued Liabilities

9 Months Ended

Sep. 30, 2020

Payables and Accruals [Abstract]

Accounts Payable and Accrued Liabilities

8. Accounts Payable and Accrued Liabilities

At September 30, 2020 and December 31, 2019, accounts payable and accrued liabilities consisted of the following (in thousands):

	September 30, 2020		December 31, 2019
	(unaudited)
Accounts payable	$	3,155	$	2,427
Accrued compensation		1,504		1,549
Accrued liabilities		2,027		1,246
PPP loan payable		523		-
Other current liabilities		5		4
Total	$	7,214	$	5,226

Accounts payable includes $0.6 million and accrued expenses includes $1.0 million for a total of $1.6 million (£1.25 million) related to the signature fee owed to Cancer Research UK, as described in Note 15.

PPP Loan Payable

In April 2020, Lineage received a loan for $523,000 from Axos Bank under the PPP contained within the new Coronavirus Aid, Relief and Economic Security (“CARES”) Act. The PPP loan has a term of two years, is unsecured, and is guaranteed by the U.S. Small Business Administration (“SBA”). The loan carries a fixed interest rate of one percent per annum, with the first six months of interest deferred. Under the CARES Act and Paycheck Protection Program Flexibility Act, Lineage will be eligible to apply for forgiveness of all loan proceeds used to pay payroll costs, rent, utilities and other qualifying expenses during the 24-week period following receipt of the loan, provided that Lineage maintains its employment and compensation within certain parameters during such period. Not more than 40% of the forgiven amount may be for non-payroll costs. If the conditions outlined in the PPP loan program are adhered to by Lineage, all or part of such loan could be forgiven. Lineage believes that all or a substantial portion of the PPP loan is eligible for forgiveness within one year and classifies the loan as a short-term liability. However, Lineage cannot provide any assurance whether the PPP loan will ultimately be forgiven by the SBA. Any forgiven amounts will not be included in Lineage’s taxable income. Lineage applied for full forgiveness of the PPP loan on September 30, 2020.

2019 Separation Payments

In connection with the Asterias Merger, several Asterias employees were terminated as of the Asterias Merger date. Three of these employees had employment agreements with Asterias which entitled them to change in control and separation payments in the aggregate of $2.0 million, which such conditions were met on the Asterias Merger date. Accordingly, $2.0 million was accrued and recorded in general and administrative expenses on the merger date and paid in April 2019.

Additionally, Lineage entered into a plan of termination with substantially all other previous employees of Asterias with potential separation payments in the aggregate of $0.5 million. Termination dates for these individuals ranged from May 31, 2019 to June 28, 2019. These employees were required to provide services related to the transition and be an employee of the combined company as of their date of termination in order to receive separation benefits. Since the employees were required to render future services after the merger date, Lineage recorded the aggregate liability ratably over their respective service periods from the Asterias Merger date through the above termination dates, in accordance with ASC 420, Exit or Disposal Cost Obligations. All payments were completed by July 31, 2019.

In connection with the relocation of Lineage’s corporate headquarters to Carlsbad, California, discussed in Note 15, Lineage entered into a plan of termination with certain Lineage employees with potential separation payments in the aggregate of $0.7 million. Termination dates for these individuals range from August 9, 2019 to September 30, 2019. These employees had to provide services related to the transition of services and activities in connection with the relocation and be an employee of Lineage as of their date of termination in order to receive separation benefits. Lineage recorded the aggregate liability ratably over their respective service periods from June 2019 through the above termination dates, in accordance with ASC 420. As of December 31, 2019, all separation payments had been made.

Fair Value Measurements

9 Months Ended

Sep. 30, 2020

Fair Value Disclosures [Abstract]

Fair Value Measurements

9. Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value (ASC 820-10-50), Fair Value Measurements and Disclosures:

	●	Level 1 – Inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

	●	Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

	●	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.

We measure cash, cash equivalents, marketable securities and our liability classified warrants at fair value on a recurring basis. The fair values of such assets were as follows for September 30, 2020 and December 31, 2019 (in thousands):

			Fair Value Measurements Using
	Balance at September 30, 2020		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash and cash equivalents	$	32,565	$	32,565	$	-	$	-
Marketable securities		5,481		5,481		-		-

Liabilities:
Lineage Warrants		2		-		-		2
Cell Cure Warrants		190		-		-		190

			Fair Value Measurements Using
	Balance at December 31, 2019		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash and cash equivalents	$	9,497	$	9,497	$	-	$	-
Marketable securities		21,219		21,219		-		-

Liabilities:
Lineage Warrants		20		-		-		20
Cell Cure Warrants		257		-		-		257

We have not transferred any instruments between the three levels of the fair value hierarchy.

In determining fair value, Lineage 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.

Marketable securities include our positions in OncoCyte, AgeX and HBL. All of these securities have readily determinable fair values quoted on the NYSE American or TASE stock exchanges. 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.

The fair value of the Lineage Warrants is determined by using Black-Scholes option pricing models which take into consideration the probability of a fundamental transaction, as defined in the warrant agreement, the exercise price of the warrants and the contractual remaining term of the warrants. The Lineage Warrants have an expiration date of May 13, 2021. The Lineage Warrants are included in current liabilities on the condensed consolidated balance sheets. Changes in the fair value of the Lineage Warrants at each reporting period are included in the condensed consolidated statements of operations under unrealized gain on warrant liability. For the three and nine months ended September 30, 2020, Lineage recognized unrealized gains of $13,000 and $18,000 on the Lineage Warrants, respectively, which was primarily related to the reduction in the remaining life of the warrants.

The fair value of the Cell Cure Warrants (defined below) is determined by using Black-Scholes option pricing models which take into consideration the fair value of the Cell Cure ordinary shares, adjusted for lack of marketability, as appropriate, the contractual remaining term of the warrants and the expected stock price volatility over the term. The Cell Cure Warrants are included in current (portion with terms expiring within the next twelve months) and long-term liabilities on the condensed consolidated balance sheets. Changes in the fair value of the Cell Cure Warrants at each reporting period are included in the condensed consolidated statements of operations under unrealized gain on warrant liability. For the three and nine months ended September 30, 2020, Lineage recognized unrealized gains of $41,000 and $66,000 on the Cell Cure Warrants, respectively, primarily related to the reduction in the remaining life of the warrants.

The fair value of Lineage’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.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Related Party Transactions

9 Months Ended

Sep. 30, 2020

Related Party Transactions

10. Related Party Transactions

Shared Facilities and Service Agreements with Affiliates

Under the terms of Shared Facilities Agreements, Lineage allowed OncoCyte and AgeX to use Lineage’s premises and equipment located at Lineage’s headquarters in Alameda, California for the purpose of conducting business. Lineage also provided accounting, billing, bookkeeping, payroll, treasury, payment of accounts payable, and other similar administrative services to OncoCyte and AgeX. The Shared Facilities Agreements also allowed Lineage to provide the services of attorneys, accountants, and other professionals who may provide professional services to Lineage. Lineage also provided OncoCyte and AgeX with the services of laboratory and research personnel, including Lineage employees and contractors, for the performance of research and development work for OncoCyte and AgeX at the premises. Shared services with AgeX were terminated on July 31, 2019 with respect to the use of Lineage’s office and laboratory facilities and September 30, 2019 with respect to all other remaining shared services. Shared services with OncoCyte were terminated on September 30, 2019, and December 31, 2019 with respect to all other remaining shared services.

Lineage charged OncoCyte and AgeX a “Use Fee” for services provided and for use of Lineage facilities, equipment, and supplies. For each billing period, Lineage prorated and allocated to OncoCyte and AgeX costs incurred, including costs for services of Lineage employees and use of equipment, insurance, leased space, professional services, software licenses, supplies and utilities. The allocation of costs depended on key cost drivers, including actual documented use, square footage of facilities used, time spent, costs incurred by Lineage for OncoCyte and AgeX, or upon proportionate usage by Lineage, OncoCyte and AgeX, as reasonably estimated by Lineage. Lineage, at its discretion, had the right to charge OncoCyte and AgeX a 5% markup on such allocated costs. The allocated cost of Lineage employees and contractors who provided services was based upon the number of hours or estimated percentage of efforts of such personnel devoted to the performance of services.

The Use Fee was determined and invoiced to OncoCyte and AgeX on a regular basis, generally monthly or quarterly. Each invoice was payable in full within 30 days after receipt. Any invoice, or portion thereof, not paid in full when due bore interest at the rate of 15% per annum until paid, unless the failure to make a payment was due to any inaction or delay in making a payment by Lineage. Lineage did not charge OncoCyte or AgeX any interest.

In addition to the Use Fee, OncoCyte and AgeX reimbursed Lineage for any out of pocket costs incurred by Lineage for the purchase of office supplies, laboratory supplies, and other goods and materials and services for the account or use of OncoCyte or AgeX. Lineage was 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 were obtained, Lineage could arrange for the suppliers to invoice OncoCyte or AgeX directly.

The Use Fees charged to OncoCyte and AgeX were not reflected in revenues, but instead Lineage’s general and administrative expenses and research and development expenses were shown net of those charges in the condensed consolidated statements of operations.

For the three months ended September 30, 2019, Lineage charged Use Fees of $537,000 to OncoCyte and AgeX; $236,000 was offset against general and administrative expenses and $301,000 was offset against research and development expenses.

For the nine months ended September 30, 2019, Lineage charged Use Fees of $1,932,000 to OncoCyte and AgeX; $647,000 was offset against general and administrative expenses and $1,285,000 was offset against research and development expenses.

Other related party transactions

Lineage 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 Lineage on a month-by-month basis by one of its directors at an amount that approximates his cost (see Note 15). These payments are expected to cease in March 2021 when the office space lease expires.

In April 2019, Lineage issued 251,835 common shares of Lineage to Broadwood Partners, L.P., an Asterias and Lineage shareholder, in exchange for the settlement of Asterias Warrants in connection with the Asterias Merger (see Note 3).

In connection with the putative shareholder class action lawsuits filed in February 2019 and October 2019 challenging the Asterias Merger (see Note 15), Lineage has agreed to pay for the legal defense of Neal Bradsher, director, and Broadwood Partners, L.P., a shareholder of Lineage, and Broadwood Capital, Inc., which manages Broadwood Partners, L.P., all of which were named in the lawsuits. Through September 30, 2020, Lineage has incurred a total of $357,000 in legal expenses on behalf of the director, shareholder and the manager of the shareholder.

As part of financing transactions in which there were multiple other purchasers, Broadwood Partners, L.P. purchased 1,000,000 shares, 2,000,000 shares and 623,090 shares of OncoCyte common stock from Lineage in July 2019, September 2019 and January 2020, respectively.

Shareholders’ Equity

9 Months Ended

Sep. 30, 2020

Equity [Abstract]

Shareholders’ Equity

11. Shareholders’ Equity

Preferred Shares

Lineage is authorized to issue 2,000,000 preferred shares. The preferred shares may be issued in one or more series as our board of directors may determine by resolution. Our 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. Our 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. There are no preferred shares issued and outstanding.

Common Shares

At September 30, 2020, Lineage was authorized to issue 250,000,000 common shares, no par value. As of September 30, 2020, and December 31, 2019, Lineage had 149,991,454 and 149,804,284 issued and outstanding common shares, respectively.

At-The-Market Offering

On May 1, 2020, Lineage entered into the Sales Agreement, pursuant to which Lineage may offer and sell, from time to time, through Cantor Fitzgerald, common shares of Lineage having an aggregate offering price of up to $25,000,000. Lineage is not obligated to sell any shares under the Sales Agreement. Subject to the terms and conditions of the Sales Agreement, Cantor Fitzgerald will use commercially reasonable efforts, consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations, and the rules of the NYSE American, to sell the shares from time to time based upon Lineage’s instructions, including any price, time or size limits specified by Lineage. Under the Sales Agreement, Cantor Fitzgerald may sell the shares by any method deemed to be an “at-the-market” offering as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended, or by any other method permitted by law, including in privately negotiated transactions. Cantor Fitzgerald’s obligations to sell the shares under the Sales Agreement are subject to satisfaction of certain conditions, including the continued effectiveness of Lineage’s Registration Statement on Form S-3 (File No. 333-237975), which was filed with the Commission on May 1, 2020 and was declared effective on May 8, 2020. The Sales Agreement replaced the previous sales agreement with Cantor that had been entered into in April 2017. As of September 30, 2020, no sales had been made under the Sales Agreement.

Lineage agreed to 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 Lineage 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 Lineage’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.

Reconciliation of Changes in Shareholders’ Equity

The following tables document the changes in shareholders’ equity for the three and nine months ended September 30, 2020 and 2019 (unaudited and in thousands):

Schedule of Shareholders' Equity

	Preferred Shares Number		Preferred Shares		Common Shares Number		Common Shares			Accumulated			Noncontrolling Interest/			Accumulated Other Comprehensive			Total Shareholders’
	Preferred Shares				Common Shares								Noncontrolling			Accumulated Other			Total
	Number				Number					Accumulated			Interest/			Comprehensive			Shareholders’
	of Shares		Amount		of Shares		Amount			Deficit			(Deficit)			Income			Equity
BALANCE AT DECEMBER 31, 2019		-	$	-		149,804	$	387,062		$	(273,422	)	$	(1,712	)	$	(681	)	$	111,247
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		14		(2	)		-			-			-			(2	)
Stock-based compensation		-		-		-		626			-			-			-			626
Foreign currency translation gain (loss)		-		-		-		-			-			-			1,315			1,315
Financing related fees
Shares issued in connection with the Asterias Merger
Shares issued in connection with the Asterias Merge, shares
Shares retired in connection with the Asterias Merger
Shares retired in connection with the Asterias Merger, shares
Shares issued for services
Shares issued for services, shares
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services, shares
Adjustment upon adoption of leasing standard
Shares issued for settlement of Lineage Warrants
Shares issued for settlement of Lineage Warrants, shares
Shares issued through ATM
Shares issued through ATM, shares
Dissolution of BioTime Asia
NET LOSS		-		-		-		-			(8,399	)		(29	)		-			(8,428	)
BALANCE AT MARCH 31, 2020		-	$	-		149,818	$	387,686		$	(281,821	)	$	(1,741	)	$	634		$	104,758

BALANCE AT APRIL 1, 2020		-	$	-		149,818	$	387,686		$	(281,821)		$	(1,741)		$	634		$	104,758
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		13		(11	)		-			-			-			(11	)
Stock-based compensation		-		-		-		606			-			-			-			606
Financing related fees		-		-		-		(10	)		-			-			-			(10	)
Foreign currency translation gain (loss)		-		-		-		-			-			-			(1,120	)		(1,120	)
NET LOSS		-		-		-		-			(6,522	)		(8	)		-			(6,530	)
BALANCE AT JUNE 30, 2020		-	$	-		149,831	$	388,271		$	(288,343	)	$	(1,749	)	$	(486	)	$	97,693

BALANCE AT JULY 1, 2020		-	$	-		149,831	$	388,271		$	(288,343	)	$	(1,749	)	$	(486	)	$	97,693
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		10		(6	)		-			-			-			(6	)
Shares issued for services		-		-		150		119			-			-			-			119
Stock-based compensation		-		-		-		501			-			-			-			501
Dissolution of BioTime Asia		-		-		-		(679	)					679			-			-
Financing related fees		-		-		-		(16	)		-			-			-			(16	)
Foreign currency translation gain (loss)		-		-		-		-			-			-			(335	)		(335	)
NET LOSS		-		-		-		-			(7,760	)		(12	)		-			(7,772	)
BALANCE AT SEPTEMBER 30, 2020		-	$	-		149,991	$	388,190		$	(296,103	)	$	(1,082	)	$	(821	)	$	90,184

	Preferred Shares Number		Preferred Shares		Common Shares Number			Common Shares			Accumulated			Noncontrolling Interest/			Accumulated Other Comprehensive			Total Shareholders’
																	Accumulated
	Preferred Shares				Common Shares									Noncontrolling			Other			Total
	Number				Number						Accumulated			Interest/			Comprehensive			Shareholders’
	of Shares		Amount		of Shares			Amount			Deficit			(Deficit)			Income			Equity
BALANCE AT DECEMBER 31, 2018		-	$	-		127,136		$	354,270		$	(261,856	)	$	(1,594	)	$	1,426		$	92,246
Shares issued in connection with the Asterias Merger		-		-		24,696			32,353			-			-			-			32,353
Shares retired in connection with the Asterias Merger		-		-		(2,622	)		(3,435	)		-			-			-			(3,435	)
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		118			(75	)		-			-			-			(75	)
Stock-based compensation		-		-		-			1,361			-			-			-			1,361
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services		-		-		60			79			-			-			-			79
Adjustment upon adoption of leasing standard		-		-		-			-			143			-			-			143
Foreign currency translation gain (loss)		-		-		-			-			-			-			(732	)		(732	)
Shares issued through ATM
Shares issued through ATM, shares
NET INCOME/(LOSS)		-		-		-			-			39,310			(14	)		-			39,296
BALANCE AT MARCH 31, 2019		-	$	-		149,388		$	384,553		$	(222,403	)	$	(1,608	)	$	694		$	161,236

BALANCE AT APRIL 1, 2019		-	$	-		149,388		$	384,553		$	(222,403)		$	(1,608)		$	694		$	161,236
Shares issued for settlement of Lineage Warrants		-		-		252			302			-			-			-			302
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		3			(2	)		-			-			-			(2	)
Stock-based compensation		-		-		-			762			-			-			-			762
Foreign currency translation gain (loss)		-		-		-			-			-			-			(487	)		(487	)
NET LOSS		-		-		-			-			(30,032	)		(20	)		-			(30,052	)
BALANCE AT JUNE 30, 2019		-	$	-		149,643		$	385,615		$	(252,435	)	$	(1,628	)	$	207		$	131,759

BALANCE AT JULY 1, 2019		-	$	-		149,643		$	385,615		$	(252,435	)	$	(1,628	)	$	207		$	131,759
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		54			(23	)		-			-			-			(23	)
Stock-based compensation		-		-		-			759			-			-			-			759
Shares issued through ATM		-		-		93			103			-			-			-			103
Foreign currency translation gain (loss)		-		-		-			-			-			-			(564	)		(564	)
NET LOSS		-		-		-			-			(16,505	)		(10	)		-			(16,515	)
BALANCE AT SEPTEMBER 30, 2019		-	$	-		149,790		$	386,454		$	(268,940	)	$	(1,638	)	$	(357	)	$	115,519

Warrants

Lineage (previously Asterias) Warrants - Liability Classified

In March 2019, in connection with the closing of the Asterias Merger, Lineage assumed outstanding Asterias Warrants. As of September 30, 2020, the total number of common shares of Lineage subject to warrants that were assumed by Lineage in connection with the Asterias Merger was 1,089,900, which were converted to Lineage Warrants 30 days after the closing of the Asterias Merger, with similar terms and conditions retained under the Lineage Warrants as per the original Warrant Agreements. The Lineage Warrants have an exercise price of $6.15 per warrant share and expire on May 13, 2021.

Cell Cure Warrants - Liability Classified

Cell Cure has two sets of issued warrants (the “Cell Cure Warrants”). Warrants to purchase 24,566 Cell Cure ordinary shares at an exercise price of $40.5359 were issued to HBL in July 2017. These warrants expire in July 2022. Warrants to purchase 13,738 Cell Cure ordinary shares at exercise prices ranging from $32.02 to $40.00 per share have been issued to consultants. These warrants expire in October 2020 and January 2024.

Stock-Based Awards

9 Months Ended

Sep. 30, 2020

Share-based Payment Arrangement [Abstract]

Stock-Based Awards

12. Stock-Based Awards

Equity Incentive Plan Awards

Effective November 8, 2019, Lineage adopted an amendment changing the name of the BioTime, Inc. 2012 Equity Incentive Plan to the Lineage Cell Therapeutics, Inc. 2012 Equity Incentive Plan (the “2012 Plan”). The 2012 Plan provides for the grant of stock options, restricted stock, restricted stock units (“RSUs”) and stock appreciation rights. As of December 31, 2019, a maximum of 24,000,000 common shares were available for grant under the 2012 Plan. Recipients of stock options are eligible to purchase common shares at an exercise price equal to the fair market value of such shares on the date of grant. The maximum term of options granted under the 2012 Plan is 10 years. Stock options generally vest over a four-year period based on continuous service; however, the 2012 Plan allows for other vesting periods. Upon the expiration of the restrictions applicable to an RSU, Lineage 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.

A summary of Lineage’s 2012 Plan activity and other stock option awards granted outside of the 2012 Plan related information is as follows (in thousands, except per share amounts):

	Shares Available for Grant			Number of Options Outstanding			Number of RSUs Outstanding			Weighted Average Exercise Price
December 31, 2019		9,157			14,710			166		$	2.17
Restricted stock units vested		-			-			(58	)		-
Options granted		(5,256	)		5,256			-			0.71
Options exercised		-			-			-			-
Options expired/forfeited/cancelled		3,756			(3,756	)		-			2.64
September 30, 2020		7,657			16,210			108		$	1.59
Options exercisable at September 30, 2020					8,352					$	2.19

At the effective time of the Asterias Merger, Lineage assumed sponsorship of the Asterias 2013 Equity Incentive Plan (the “Asterias Equity Plan”), with references to Asterias and Asterias common stock therein to be deemed references to Lineage and Lineage common shares. There were 7,309,184 shares available under the Asterias Equity Plan immediately before the closing of the Asterias Merger, which became 5,189,520 shares immediately following the Asterias Merger. The shares available under the Asterias Equity Plan will be for awards granted to those former Asterias employees who continued as Lineage employees upon consummation of the Asterias Merger.

A summary of activity under the Asterias Equity Plan is as follows (in thousands, except per share amounts):

	Shares Available for Grant		Number of Options Outstanding		Weighted Average Exercise Price
December 31, 2019		4,840		350	$	1.57
Options granted		-		-		-
Options exercised		-		-		-
Options forfeited		-				-
September 30, 2020		4,840		350	$	1.57
Options exercisable at September 30, 2020				131	$	1.57

Stock-based compensation expense

The fair value of each option award is estimated on the date of grant using a Black-Scholes option pricing model applying the weighted-average assumptions noted in the following table:

	Nine Months Ended September 30, (unaudited)
	2020			2019
Expected life (in years)		6.21			6.01
Risk-free interest rates		0.8	%		2.2	%
Volatility		67.7	%		60.9	%
Dividend yield		-	%		-	%

Operating expenses include stock-based compensation expense as follows (in thousands):

	Three Months Ended September 30, (unaudited)				Nine Months Ended September 30, (unaudited)
	2020		2019		2020		2019
Research and development	$	126	$	135	$	343	$	418
General and administrative		375		624		1,390		2,543
Total stock-based compensation expense	$	501	$	759	$	1,733	$	2,961

The expense related to 84,940 shares of Asterias restricted stock unit awards that immediately vested on the closing of the Asterias Merger and converted into the right to receive common shares of Lineage based on the Merger Exchange Ratio, resulting in 60,304 common shares of Lineage issued on March 8, 2019, was included in stock-based compensation expense for the nine months ended September 30, 2019. The expense was not included as part of the purchase price of the Asterias Merger because these awards were principally attributable to post-combination services.

Income Taxes

9 Months Ended

Sep. 30, 2020

Income Tax Disclosure [Abstract]

Income Taxes

13. Income Taxes

The provision for income taxes for interim periods is generally determined using an estimated annual effective tax rate as prescribed by ASC 740-270, Income Taxes, Interim Reporting. The effective tax rate may be subject to fluctuations during the year as new information is obtained, which may affect the assumptions used to estimate the annual effective tax rate, including factors such as valuation allowances and changes in valuation allowances against deferred tax assets, the recognition or de-recognition of tax benefits related to uncertain tax positions, if any, and changes in or the interpretation of tax laws in jurisdictions where Lineage conducts business. ASC 740-270 also states that if an entity is unable to reliably estimate some or a part of its ordinary income or loss, the income tax provision or benefit applicable to the item that cannot be estimated shall be reported in the interim period in which the item is reported.

For items that Lineage cannot reliably estimate on an annual basis (principally unrealized gains or losses generated by changes in the market prices of the OncoCyte, and AgeX shares of common stock Lineage holds, and prior to March 8, 2019, Asterias shares Lineage held), Lineage uses the actual year to date effective tax rate rather than an estimated annual effective tax rate to determine the tax effect of each item, including the use of all available net operating losses and other credits or deferred tax assets.

The market value of the shares of OncoCyte common stock Lineage holds creates a deferred tax liability to Lineage based on the closing prices of the shares, less Lineage’s tax basis in the shares. The deferred tax liability generated by the OncoCyte shares that Lineage holds as of September 30, 2020, is a source of future taxable income to Lineage, 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 the deferred tax liability. This deferred tax liability is determined based on the closing prices of the OncoCyte shares as of September 30, 2020. Due to the inherent unpredictability of future prices of those shares, Lineage cannot reliably estimate or project those deferred tax liabilities on an annual basis. Therefore, the deferred tax liability pertaining to OncoCyte shares, determined based on the actual closing prices on the last stock market trading day of the applicable accounting period, and the related impacts to the valuation allowance and deferred tax asset changes, are recorded in the accounting period in which they occur.

Prior to the Asterias Merger discussed in Note 3, the Asterias shares Lineage held generated similar deferred tax liabilities to Lineage as the OncoCyte shares discussed above. As of the Asterias Merger date and due to Asterias becoming a wholly owned subsidiary of Lineage, the Asterias deferred tax liabilities were eliminated with a corresponding adjustment to Lineage’s valuation allowance, resulting in no tax provision or benefit from this adjustment.

In connection with the Asterias Merger, a deferred tax liability of $10.8 million was recorded as part of the acquisition accounting (see Note 3). The deferred tax liability (“DTL”) is related to fair value adjustments for the assets and liabilities acquired in the Asterias Merger, principally consisting of IPR&D. This estimate of deferred taxes was determined based on the excess of the estimated fair values of the acquired assets and liabilities over the tax basis of the assets and liabilities acquired. The statutory tax rate was applied, as appropriate, to the adjustment based on the jurisdiction in which the adjustment is expected to occur. Because the IPR&D (prior to completion or abandonment of the R&D) is considered an indefinite-lived asset for accounting purposes, the fair value of the IPR&D on the acquisition date creates a deferred income tax liability in accordance with ASC 740. This DTL is computed using the fair value of the IPR&D assets on the acquisition date multiplied by Lineage’s respective federal and state income tax rates. While this DTL would reverse on impairment or sale or commencement of amortization of the related intangible assets, those events are not anticipated under ASC 740 for purposes of predicting reversal of a temporary difference to support the realization of deferred tax assets, except for certain deferred tax assets and credit carryforwards that are also indefinite in nature as of the Asterias Merger date, which may be considered for reversal under ASC 740 as further discussed below.

A valuation allowance is provided when it is more likely than not that some portion of the deferred tax assets will not be realized. Lineage established a full valuation allowance as of December 31, 2018 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. During the year ended December 31, 2019, a portion of the valuation allowance was released as it relates to Lineage’s indefinite lived assets that can be used against the indefinite lived liabilities. The amount of the valuation allowance released was $7.4 million; as new indefinite lived deferred tax assets are generated, we will continue to book provision benefits until the deferred tax liability position is exhausted, barring any new developments.

For the three and nine months ended September 30, 2019, Lineage recorded a $1.0 million and $6.6 million valuation allowance release and corresponding benefit for income taxes.

For the three and nine months ended September 30, 2020, Lineage recorded a $0.2 million deferred tax benefit for income taxes.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Supplemental Cash Flow Information

9 Months Ended

Sep. 30, 2020

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

14. Supplemental Cash Flow Information

Supplemental disclosure of cash flow information for the nine months ended September 30, 2020 and 2019 is as follows (in thousands):

	Nine Months Ended September 30, (unaudited)
	2020		2019
Cash paid during period for interest	$	19	$	24

Supplemental disclosures of non-cash investing and financing activities:
Issuance of common shares for the Asterias Merger (Note 3)	$	-	$	32,353
Assumption of liabilities in the Asterias Merger (Note 3)		-		1,136
Assumptions of warrants in the Asterias Merger (Note 3)		-		867
Issuance of common shares for settlement of Lineage Warrants		-		332

Commitments and Contingencies

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

15. Commitments and Contingencies

Carlsbad Lease

In May 2019, Lineage entered into a lease for approximately 8,841 square feet of rentable space in an office park in Carlsbad, California (the “Carlsbad Lease”). The term of the Carlsbad Lease commenced on August 1, 2019 and expires on October 31, 2022.

Base rent under the Carlsbad Lease beginning on August 1, 2019 is $17,850 per month and will increase by 3% annually on every August 1 thereafter during the lease term. Base rent for the first twenty-four months of the lease is based upon a deemed rentable area of 7,000 square feet. Base rent was abated for months two through five of the lease.

In addition to base rent, Lineage 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 Carlsbad Lease, Lineage provided the landlord with a security deposit of $17,850.

Alameda Leases and Alameda Sublease

In December 2015, Lineage entered into leases of office and laboratory space located in two buildings in Alameda, California (the “Alameda Leases”) comprised of 22,303 square feet (the “1010 Atlantic Premises”) and 8,492 square feet (the “1020 Atlantic Premises”). Base rent under the Alameda Leases beginning on February 1, 2020 was $72,676 per month with annual increases of approximately 3%. In addition to base rent, Lineage paid 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 its obligations, Lineage 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 and is included in deposits and other long-term assets as of September 30, 2020 (See Note 2).

In April 2020, Lineage entered into a sublease with Industrial Microbes, Inc. (“Industrial Microbes”) for the use of 10,000 square feet in the 1010 Atlantic Premises (the “Industrial Microbes Sublease”). Base rent under the Industrial Microbes Sublease was $28,000 per month with annual increases of approximately 3%. Base rent for the first month was abated. In addition to base rent and utilities, Industrial Microbes paid a pro-rata portion of increases in operating expenses, after an abatement period of one year.

On September 11, 2020, Lineage entered into a Lease Termination Agreement with the landlord terminating the Alameda Leases effective as of August 31, 2020 for the 1020 Atlantic Premises and September 30, 2020 for the 1010 Atlantic Premises. In consideration for the termination of the leases, Lineage paid a termination fee of $130,000 and other amounts due under the terms of the Alameda Leases through the applicable effective termination dates, except that no rent was due with respect to the 1020 Atlantic Premises after July 31, 2020. Lineage’s security deposit is expected to be returned to Lineage by January 2021. Lineage paid a separate termination fee of $30,000 to Industrial Microbes in connection with the termination of the Industrial Microbes Sublease and returned the $56,000 security deposit paid by Industrial Microbes. For the period of sublease from mid-April 2020 through September 2020, Lineage received $119,000 in rental income from Industrial Microbes.

Lineage will continue to occupy approximately 2,432 square feet of the 1010 Atlantic Premises under a new sublease agreement (the “Alameda Sublease”). The term of the Alameda Sublease is from October 1, 2020 through January 31, 2023. Base rent under the Alameda Sublease is $14,592 per month with annual increases of 3% each October 1 thereafter during the lease term. Base rent for the first month was abated. Lineage paid a security deposit of $16,000 under the Alameda Sublease; this amount is considered restricted cash and is included in deposits and other long-term assets as of September 30, 2020 (see Note 2).

Based on the smaller footprint, and after taking into consideration the fees disclosed above, Lineage has reduced its contractual obligations by approximately $780,000 over the remaining life of the original leases through January 31, 2023.

New York Leased Office Space

Lineage 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 Lineage 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. This lease is not in the scope of ASC 842 because it is a month to month lease (see Note 2).

Cell Cure Leases

Cell Cure leases 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 options to extend the lease for five years each (the “Original Cell Cure Lease”). Negotiations are currently ongoing for a lease extension. Base monthly rent is NIS 37,882 (approximately US $11,000 per month using the December 31, 2018 exchange rate). In addition to base rent, 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.

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 options to extend the lease for five 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 US $1.1 million using the December 31, 2018 exchange rate) from the landlord. The leasehold improvements were completed in December 2018 and the entire allowance was used. Beginning on January 1, 2019, combined base rent and construction allowance payments for the January 2018 Lease are NIS 93,827 per month (approximately $26,000 per month).

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.

The below table provides supplemental cash flow information related to leases as follows (in thousands):

	Nine Months Ended September 30,
	2020		2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	1,157	$	1,026
Operating cash flows from financing leases		19		24
Financing cash flows from financing leases		24		20

Right-of-use assets obtained in exchange for lease obligations:
Operating leases		29		89
Financing leases		-		-

Supplemental balance sheet information related to leases is as follows (in thousands, except lease term and discount rate):

	September 30, 2020			December 31, 2019
Operating leases
Right-of-use assets, net	$	1,982		$	4,666

Right-of-use lease liabilities, current		473			1,190
Right-of-use lease liabilities, noncurrent		1,800			3,868
Total operating lease liabilities	$	2,273		$	5,058

Financing leases
Property and equipment, gross	$	80		$	96
Accumulated depreciation		(62	)		(48	)
Property and equipment, net	$	18		$	48

Current liabilities	$	15		$	33
Long-term liabilities		29			77
Total finance lease liabilities	$	44		$	110

Weighted average remaining lease term
Operating leases		4.4 years			4.1 years
Finance leases		2.7 years			3.4 years
Weighted average discount rate
Operating leases		9.1	%		9.1	%
Finance leases		10.0	%		10.0	%

Future minimum lease commitments are as follows as of September 30, 2020 (in thousands):

	Operating Leases			Finance Leases
Year Ending December 31,
2020	$	181		$	5
2021		635			19
2022		585			19
2023		319			8
2024		308			-
Thereafter		796			-

Total lease payments	$	2,824		$	51
Less imputed interest		(551	)		(7	)
Total	$	2,273		$	44

The Alameda Sublease is not included in the table above as it does not commence until October 1, 2020. Future minimum payments under the Alameda Sublease are as follows: $29,000, $176,000, $182,000 and $16,000 for the years ended December 31, 2020, 2021, 2022 and 2023, respectively.

Research and Option Agreement

On January 5, 2019, Lineage and Orbit Biomedical Limited (“Orbit”) entered into a Research and Option Agreement, which was assigned by Orbit to Gyroscope Therapeutics, Limited (“Gyroscope”) and amended on May 7, 2019, January 30, 2020, May 1, 2020 and September 4, 2020 (the “Gyroscope Agreement”). As amended, the Gyroscope Agreement provides Lineage access to Gyroscope’s vitrectomy-free subretinal injection device (the “Orbit Device”) as a means of delivering OpRegen in Lineage’s ongoing Phase 1/2a clinical trial through the earlier of: (i) December 1, 2020; or (ii) or treatment of three additional patients with the Orbit Device between September 4, 2020 and December 1, 2020 (the “Access Period”). Pursuant to the terms of the Gyroscope Agreement, Lineage paid access fees totaling $2.5 million: (i) $1.25 million in January 2019 upon execution of the Gyroscope Agreement; and (ii) $1.25 million in August 2019 upon completion of certain collaborative research activities using the Gyroscope technology for the OpRegen Phase 1/2a clinical trial. These access fees of $2.5 million were amortized on a straight-line basis throughout 2019 and included in research and development expenses. Lineage also agreed to reimburse Gyroscope for costs of consumables, training services, travel costs and other out of pocket expenses incurred by Gyroscope for performing services under the Gyroscope Agreement. In January 2020, Lineage agreed to pay an additional $0.5 million to extend the Access Period to July 5, 2020, $0.2 million of which was paid on January 30, 2020 and $0.3 million of which will be paid in November 2020. The Access Period was subsequently extended at no cost as described above.

Lineage has exclusive rights to the Gyroscope technology and its injection device for the delivery of retinal pigment epithelium cells for the treatment of dry AMD during the term of the Gyroscope Agreement.

Litigation

Lineage is 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 Lineage 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, Lineage will record a liability for the loss. If the loss is not probable or the amount of the loss cannot be reasonably estimated, Lineage will disclose the claim if the likelihood of a potential loss is reasonably possible and the amount involved could be material. Lineage is not aware of any claims likely to have a material adverse effect on its financial condition or results of operations.

On February 19, 2019, a putative shareholder class action lawsuit was filed (captioned Lampe v. Asterias Biotherapeutics, Inc. et al., Case No. RG19007391) in the Superior Court of the State of California, County of Alameda challenging the Asterias Merger. On March 1, 2019, Asterias made certain amendments and supplements to its public disclosures regarding the Asterias Merger (the “Supplemental Disclosures”). On May 3, 2019, an amended class action complaint (the “Amended Complaint”) was filed. The Amended Complaint named Lineage, Patrick Merger Sub, Inc., the Asterias board of directors, one member of Lineage’s board of directors, and certain stockholders of both Lineage and Asterias. The action was brought by two purported stockholders of Asterias, on behalf of a putative class of Asterias stockholders, and asserted breach of fiduciary duty and aiding and abetting claims under Delaware law. The Amended Complaint alleged, among other things, that the process leading up to the Asterias Merger was conflicted and inadequate, and that the proxy statement filed by Asterias with the Commission omitted certain material information, which allegedly rendered the information disclosed materially misleading. The Amended Complaint sought, among other things, that a class be certified, the recovery of monetary damages, and attorneys’ fees and costs.

On June 3, 2019, defendants filed demurrers to the Amended Complaint. On August 13, 2019, the parties submitted a stipulation to the court seeking dismissal of the action with prejudice as to the named Plaintiffs and without prejudice as to the unnamed putative class members, and disclosing to the court the parties’ agreement to resolve, for $200,000, Plaintiffs’ claim for an award of attorneys’ fees and expenses in connection with the purported benefit conferred on Asterias stockholders by the Supplemental Disclosures. The court granted the stipulation and dismissed the action August 14, 2019. Lineage continues to believe that the claims and allegations in the action lack merit, but believed that it was in Lineage’s shareholders’ best interest for the action to be dismissed and to resolve the fee claim in a timely manner without additional costly litigation expenses.

On October 15, 2019, another putative class action lawsuit was filed challenging the Asterias Merger. This action (captioned Ross v. Lineage Cell Therapeutics, Inc., et al., C.A. No. 2019-0822) was filed in Delaware Chancery Court and names Lineage, the Asterias board of directors, one member of Lineage’s board of directors, and certain stockholders of both Lineage and Asterias as defendants. The action was brought by a purported stockholder of Asterias, on behalf of a putative class of Asterias stockholders, and asserts breach of fiduciary duty and aiding and abetting claims under Delaware law. The complaint alleges, among other things, that the process leading up to the Asterias Merger was conflicted, that the Asterias Merger consideration was inadequate, and that the proxy statement filed by Asterias with the Commission omitted certain material information, which allegedly rendered the information disclosed materially misleading. The complaint seeks, among other things, that a class be certified, the recovery of monetary damages, and attorneys’ fees and costs. On December 20, 2019, the defendants moved to dismiss the complaint. On February 10, 2020, the plaintiff filed an opposition. Defendants filed their replies on March 13, 2020. On June 23, 2020, a hearing on the motions to dismiss occurred. On September 21, 2020, the Chancery Court denied the motion to dismiss as to Lineage and certain members of the Asterias board of directors, and it granted the motion to dismiss as to all other defendants. On October 30, 2020, the remaining defendants filed an answer to the complaint.

Lineage believes the allegations in the action lack merit and intends to vigorously defend the claims asserted. It is impossible at this time to assess whether the outcome of this proceeding will have a material adverse effect on Lineage’s consolidated results of operations, cash flows or financial position. Therefore, in accordance with ASC 450, Contingencies, Lineage has not recorded any accrual for a contingent liability associated with this legal proceeding based on its belief that a liability, while possible, is not probable nor estimable, and any range of potential contingent liability amounts cannot be reasonably estimated at this time. Lineage records legal expenses as incurred.

Employment contracts

Lineage has entered into employment agreements with certain executive officers. Under the provisions of the agreements, Lineage 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, Lineage may provide indemnifications of varying scope under Lineage’s agreements with other companies or consultants, typically Lineage’s clinical research organizations, investigators, clinical sites, suppliers and others. Pursuant to these agreements, Lineage 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 Lineage’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 Lineage 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 Lineage could be required to make under these indemnification agreements will generally not be subject to any specified maximum amount. Historically, Lineage has not been subject to any claims or demands for indemnification. Lineage also maintains various liability insurance policies that provide Lineage with insurance against claims or demands for indemnification in specified circumstances. As a result, Lineage believes the fair value of these indemnification agreements is minimal. Accordingly, Lineage has not recorded any liabilities for these agreements as September 30, 2020 and December 31, 2019.

Second Amendment to Clinical Trial and Option Agreement and License Agreement with Cancer Research UK

On May 6, 2020, Lineage and its wholly owned subsidiary Asterias entered into a Second Amendment to Clinical Trial and Option Agreement (the “CTOA Amendment”) with Cancer Research UK (“CRUK”) and Cancer Research Technology Limited (“CRT”), which amends the Clinical Trial and Option Agreement entered into between Asterias, CRUK and CRT dated September 8, 2014, as amended September 8, 2014. Pursuant to the CTOA Amendment, Lineage assumed all obligations of Asterias and exercised early its option to acquire data generated in the Phase 1 clinical trial of VAC2 in non-small cell lung cancer being conducted by CRUK. CRUK will continue conducting the VAC2 study.

Lineage and CRT effectuated the option by simultaneously entering into a license agreement (the “License Agreement”) pursuant to which Lineage agreed to pay the previously agreed signature fee of £1,250,000 (approximately $1.6 million). In consideration of Lineage’s agreement to exercise the option prior to completion of the study, the parties agreed to defer the signature fee as follows: £500,000 in September 2020, £500,000 in January 2021 and £250,000 in April 2021. For the primary licensed product for the first indication, the License Agreement provides for milestone fees of up to £8,000,000 based upon initiation of a Phase 3 clinical trial and the filing for regulatory approval and up to £22,500,000 in sales-based milestones payments. Additional milestone fees and sales-based milestone payments would be payable for other products or indications, and mid-single-digit royalty payments are payable on sales of commercial products.

Either party may terminate the License Agreement for the uncured material breach of the other party. CRT may terminate the License Agreement in the case of Lineage’s insolvency or if Lineage ceases all development and commercialization of all products under the License Agreement.

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 a royalty of 21.5% of sublicensing receipts. 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 2b clinical trial, upon the enrollment of the first patient in the first Phase 3 clinical trials, upon delivery of the report for the first Phase 3 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 September 30, 2020, 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

Lineage 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 Lineage 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, Lineage 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 expected to be approximately $30,000 to $60,000 per year.

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, Cell Cure will be required to pay royalties on future product sales, if any, up to the amounts received from the IIA, plus interest indexed to LIBOR. Cell Cure’s research and product development activities under the grant are subject to substantial risks and uncertainties and performed on a best efforts basis. As a result, Cell Cure is not required to make any payments under the grant agreement unless it successfully commercializes OpRegen. Accordingly, pursuant to ASC 730-20, the 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.

Subsequent Events

9 Months Ended

Sep. 30, 2020

Subsequent Events [Abstract]

Subsequent Events

16. Subsequent Events

Sales of Hadasit Marketable Equity Securities

In October 2020, Lineage sold 315,000 shares of its Hadasit common stock for gross proceeds of approximately $831,000.

Basis of Presentation, Liquidity and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Principles of consolidation

Principles of consolidation

Subsidiary	Field of Business	Lineage Ownership			Country
Asterias BioTherapeutics, Inc.	Cell therapy clinical development programs in spinal cord injury and oncology		100	%	USA
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	Developing bone grafting products for orthopedic diseases and injuries		99.8	%	USA

⁽¹⁾	Includes shares owned by Lineage and ESI.

Liquidity

Liquidity

Business Combinations

Business Combinations

Marketable Equity Securities

Marketable Equity Securities

Revenue Recognition

Revenue Recognition

Basic and diluted net income (loss) per share attributable to common shareholders

Basic and diluted net income (loss) per share attributable to common shareholders

⁽¹⁾	Although the Lineage Warrants are classified as liabilities, these warrants are considered for dilutive earnings per share calculations in accordance with ASC 260, Earnings Per Share, and determined to be anti-dilutive for the period presented.

Restricted Cash

Restricted Cash

	September 30, 2020		December 31, 2019
	(unaudited)
Cash and cash equivalents	$	32,565	$	9,497
Restricted cash included in deposits and other long-term assets (see Note 15)		570		599
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$	33,135	$	10,096

Lease accounting and impact of adoption of the new lease standard

Lease accounting and impact of adoption of the new lease standard

Recently Adopted Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements Not Yet Adopted

Basis of Presentation, Liquidity and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries

Subsidiary	Field of Business	Lineage Ownership			Country
Asterias BioTherapeutics, Inc.	Cell therapy clinical development programs in spinal cord injury and oncology		100	%	USA
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	Developing bone grafting products for orthopedic diseases and injuries		99.8	%	USA

⁽¹⁾	Includes shares owned by Lineage and ESI.

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

⁽¹⁾	Although the Lineage Warrants are classified as liabilities, these warrants are considered for dilutive earnings per share calculations in accordance with ASC 260, Earnings Per Share, and determined to be anti-dilutive for the period presented.

Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash

	September 30, 2020		December 31, 2019
	(unaudited)
Cash and cash equivalents	$	32,565	$	9,497
Restricted cash included in deposits and other long-term assets (see Note 15)		570		599
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$	33,135	$	10,096

Asterias Merger (Tables)

9 Months Ended

Sep. 30, 2020

Business Combinations [Abstract]

Schedule of Merger Consideration Transferred

The calculation of the purchase price for the Asterias Merger and the Merger Consideration transferred on March 8, 2019 was as follows (in thousands, except for share and per share amounts):

	Lineage (38% ownership interest)			Shareholders other than Lineage (approximate 62% ownership interest)			Total
Outstanding Asterias common stock as of March 8, 2019		21,747,569			34,783,333	⁽¹⁾		56,530,902	⁽¹⁾
Exchange ratio		0.710			0.710			0.710

Lineage common shares issuable		15,440,774	⁽²⁾		24,695,898	⁽³⁾		40,136,672
Per share price of Lineage common shares as of March 8, 2019	$	1.31		$	1.31		$	1.31
Purchase price (in thousands)	$	20,227	⁽²⁾	$	32,353		$	52,580

⁽¹⁾	Includes 81,810 shares of Asterias restricted stock unit awards that immediately vested on March 8, 2019 and converted into the right to receive common shares of Lineage based on the Merger Exchange Ratio, resulting in 58,085 common shares of Lineage issued on March 8, 2019 as part of the Merger Consideration. These restricted stock units were principally attributable to pre-combination services and included as part of the purchase price in accordance with ASC 805. See Note 12 for Asterias restricted stock units that vested on the closing of the Asterias Merger attributable to post-combination services that were recorded outside of the purchase price as an immediate charge to stock-based compensation expense.

⁽²⁾	Estimated fair value for Lineage’s previously held 38% ownership interest in Asterias common stock is part of the total purchase price of Asterias for purposes of the purchase price allocation under ASC 805 and for Lineage’s adjustment of its 38% interest to fair value at the effective date of the Asterias Merger and immediately preceding the consolidation of Asterias’ results with Lineage. No actual common shares of Lineage were issued to Lineage in connection with the Asterias Merger.

⁽³⁾	Net of a de minimis number of fractional shares which were paid in cash.

Schedule of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed

Assets acquired:
Cash and cash equivalents	$	3,117
Prepaid expenses and other assets, current and noncurrent		660
Machinery and equipment		308
Long-lived intangible assets - royalty contracts		650
Acquired in-process research and development (“IPR&D”)		46,540

Total assets acquired		51,275

Liabilities assumed:
Accrued liabilities and accounts payable		982
Liability classified warrants		867
Deferred license revenue		200
Long-term deferred income tax liability		10,753

Total liabilities assumed		12,802

Net assets acquired, excluding goodwill (a)		38,473

Fair value of Lineage common shares held by Asterias (b)		3,435

Total purchase price (c)		52,580

Estimated goodwill (c-a-b)	$	10,672

Schedule of Valuation of Identifiable Intangible Assets and Their Estimated Useful Lives

The valuation of identifiable intangible assets and their estimated useful lives are as follows (in thousands, except for useful life):

Asset Fair
Value
Useful Life

(Years)

(in thousands, except for useful life)

In process research and development (“IPR&D”) $ 46,540 n/a

Royalty contracts 650 5

$ 47,190

Property and Equipment, Net (Tables)

9 Months Ended

Sep. 30, 2020

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net

At September 30, 2020 and December 31, 2019, property and equipment was comprised of the following (in thousands):

Schedule of Property and Equipment, Net

	September 30, 2020			December 31, 2019
	(unaudited)
Equipment, furniture and fixtures	$	4,084		$	4,148
Leasehold improvements		2,863			2,862
Right-of-use assets ⁽¹⁾		3,992			5,756
Accumulated depreciation and amortization		(6,090	)		(4,591	)
Property and equipment, net	$	4,849		$	8,175

⁽¹⁾	Lineage adopted ASC 842 on January 1, 2019. For additional information on this standard and right-of-use assets and liabilities (see Notes 2 and 15).

Goodwill and Intangible Assets, Net (Tables)

9 Months Ended

Sep. 30, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill and Intangible Assets, Net

At September 30, 2020 and December 31, 2019, goodwill and intangible assets, net consisted of the following (in thousands):

	September 30, 2020			December 31, 2019
	(unaudited)
Goodwill⁽¹⁾	$	10,672		$	10,672

Intangible assets:
Acquired IPR&D - OPC1 (from the Asterias Merger)⁽²⁾	$	31,700		$	31,700
Acquired IPR&D - VAC2 (from the Asterias Merger)⁽²⁾		14,840			14,840
Intangible assets subject to amortization:
Acquired patents		18,953			18,953
Acquired royalty contracts⁽²⁾		650			650
Total intangible assets		66,143			66,143
Accumulated amortization		(18,976	)		(17,895	)
Intangible assets, net	$	47,167		$	48,248

⁽¹⁾	Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 3).

⁽²⁾	See Note 3 for information on the Asterias Merger which was consummated on March 8, 2019.

Accounts Payable and Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2020

Payables and Accruals [Abstract]

Schedule of Accounts Payable and Accrued Liabilities

At September 30, 2020 and December 31, 2019, accounts payable and accrued liabilities consisted of the following (in thousands):

	September 30, 2020		December 31, 2019
	(unaudited)
Accounts payable	$	3,155	$	2,427
Accrued compensation		1,504		1,549
Accrued liabilities		2,027		1,246
PPP loan payable		523		-
Other current liabilities		5		4
Total	$	7,214	$	5,226

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2020

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis

			Fair Value Measurements Using
	Balance at September 30, 2020		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash and cash equivalents	$	32,565	$	32,565	$	-	$	-
Marketable securities		5,481		5,481		-		-

Liabilities:
Lineage Warrants		2		-		-		2
Cell Cure Warrants		190		-		-		190

			Fair Value Measurements Using
	Balance at December 31, 2019		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash and cash equivalents	$	9,497	$	9,497	$	-	$	-
Marketable securities		21,219		21,219		-		-

Liabilities:
Lineage Warrants		20		-		-		20
Cell Cure Warrants		257		-		-		257

Shareholders’ Equity (Tables)

9 Months Ended

Sep. 30, 2020

Equity [Abstract]

Schedule of Shareholders' Equity

The following tables document the changes in shareholders’ equity for the three and nine months ended September 30, 2020 and 2019 (unaudited and in thousands):

Schedule of Shareholders' Equity

	Preferred Shares Number		Preferred Shares		Common Shares Number		Common Shares			Accumulated			Noncontrolling Interest/			Accumulated Other Comprehensive			Total Shareholders’
	Preferred Shares				Common Shares								Noncontrolling			Accumulated Other			Total
	Number				Number					Accumulated			Interest/			Comprehensive			Shareholders’
	of Shares		Amount		of Shares		Amount			Deficit			(Deficit)			Income			Equity
BALANCE AT DECEMBER 31, 2019		-	$	-		149,804	$	387,062		$	(273,422	)	$	(1,712	)	$	(681	)	$	111,247
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		14		(2	)		-			-			-			(2	)
Stock-based compensation		-		-		-		626			-			-			-			626
Foreign currency translation gain (loss)		-		-		-		-			-			-			1,315			1,315
Financing related fees
Shares issued in connection with the Asterias Merger
Shares issued in connection with the Asterias Merge, shares
Shares retired in connection with the Asterias Merger
Shares retired in connection with the Asterias Merger, shares
Shares issued for services
Shares issued for services, shares
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services, shares
Adjustment upon adoption of leasing standard
Shares issued for settlement of Lineage Warrants
Shares issued for settlement of Lineage Warrants, shares
Shares issued through ATM
Shares issued through ATM, shares
Dissolution of BioTime Asia
NET LOSS		-		-		-		-			(8,399	)		(29	)		-			(8,428	)
BALANCE AT MARCH 31, 2020		-	$	-		149,818	$	387,686		$	(281,821	)	$	(1,741	)	$	634		$	104,758

BALANCE AT APRIL 1, 2020		-	$	-		149,818	$	387,686		$	(281,821)		$	(1,741)		$	634		$	104,758
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		13		(11	)		-			-			-			(11	)
Stock-based compensation		-		-		-		606			-			-			-			606
Financing related fees		-		-		-		(10	)		-			-			-			(10	)
Foreign currency translation gain (loss)		-		-		-		-			-			-			(1,120	)		(1,120	)
NET LOSS		-		-		-		-			(6,522	)		(8	)		-			(6,530	)
BALANCE AT JUNE 30, 2020		-	$	-		149,831	$	388,271		$	(288,343	)	$	(1,749	)	$	(486	)	$	97,693

BALANCE AT JULY 1, 2020		-	$	-		149,831	$	388,271		$	(288,343	)	$	(1,749	)	$	(486	)	$	97,693
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		10		(6	)		-			-			-			(6	)
Shares issued for services		-		-		150		119			-			-			-			119
Stock-based compensation		-		-		-		501			-			-			-			501
Dissolution of BioTime Asia		-		-		-		(679	)					679			-			-
Financing related fees		-		-		-		(16	)		-			-			-			(16	)
Foreign currency translation gain (loss)		-		-		-		-			-			-			(335	)		(335	)
NET LOSS		-		-		-		-			(7,760	)		(12	)		-			(7,772	)
BALANCE AT SEPTEMBER 30, 2020		-	$	-		149,991	$	388,190		$	(296,103	)	$	(1,082	)	$	(821	)	$	90,184

	Preferred Shares Number		Preferred Shares		Common Shares Number			Common Shares			Accumulated			Noncontrolling Interest/			Accumulated Other Comprehensive			Total Shareholders’
																	Accumulated
	Preferred Shares				Common Shares									Noncontrolling			Other			Total
	Number				Number						Accumulated			Interest/			Comprehensive			Shareholders’
	of Shares		Amount		of Shares			Amount			Deficit			(Deficit)			Income			Equity
BALANCE AT DECEMBER 31, 2018		-	$	-		127,136		$	354,270		$	(261,856	)	$	(1,594	)	$	1,426		$	92,246
Shares issued in connection with the Asterias Merger		-		-		24,696			32,353			-			-			-			32,353
Shares retired in connection with the Asterias Merger		-		-		(2,622	)		(3,435	)		-			-			-			(3,435	)
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		118			(75	)		-			-			-			(75	)
Stock-based compensation		-		-		-			1,361			-			-			-			1,361
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services		-		-		60			79			-			-			-			79
Adjustment upon adoption of leasing standard		-		-		-			-			143			-			-			143
Foreign currency translation gain (loss)		-		-		-			-			-			-			(732	)		(732	)
Shares issued through ATM
Shares issued through ATM, shares
NET INCOME/(LOSS)		-		-		-			-			39,310			(14	)		-			39,296
BALANCE AT MARCH 31, 2019		-	$	-		149,388		$	384,553		$	(222,403	)	$	(1,608	)	$	694		$	161,236

BALANCE AT APRIL 1, 2019		-	$	-		149,388		$	384,553		$	(222,403)		$	(1,608)		$	694		$	161,236
Shares issued for settlement of Lineage Warrants		-		-		252			302			-			-			-			302
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		3			(2	)		-			-			-			(2	)
Stock-based compensation		-		-		-			762			-			-			-			762
Foreign currency translation gain (loss)		-		-		-			-			-			-			(487	)		(487	)
NET LOSS		-		-		-			-			(30,032	)		(20	)		-			(30,052	)
BALANCE AT JUNE 30, 2019		-	$	-		149,643		$	385,615		$	(252,435	)	$	(1,628	)	$	207		$	131,759

BALANCE AT JULY 1, 2019		-	$	-		149,643		$	385,615		$	(252,435	)	$	(1,628	)	$	207		$	131,759
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes		-		-		54			(23	)		-			-			-			(23	)
Stock-based compensation		-		-		-			759			-			-			-			759
Shares issued through ATM		-		-		93			103			-			-			-			103
Foreign currency translation gain (loss)		-		-		-			-			-			-			(564	)		(564	)
NET LOSS		-		-		-			-			(16,505	)		(10	)		-			(16,515	)
BALANCE AT SEPTEMBER 30, 2019		-	$	-		149,790		$	386,454		$	(268,940	)	$	(1,638	)	$	(357	)	$	115,519

Stock-Based Awards (Tables)

9 Months Ended

Sep. 30, 2020

Share-based Payment Arrangement [Abstract]

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity and Other Stock Options

A summary of Lineage’s 2012 Plan activity and other stock option awards granted outside of the 2012 Plan related information is as follows (in thousands, except per share amounts):

	Shares Available for Grant			Number of Options Outstanding			Number of RSUs Outstanding			Weighted Average Exercise Price
December 31, 2019		9,157			14,710			166		$	2.17
Restricted stock units vested		-			-			(58	)		-
Options granted		(5,256	)		5,256			-			0.71
Options exercised		-			-			-			-
Options expired/forfeited/cancelled		3,756			(3,756	)		-			2.64
September 30, 2020		7,657			16,210			108		$	1.59
Options exercisable at September 30, 2020					8,352					$	2.19

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity

A summary of activity under the Asterias Equity Plan is as follows (in thousands, except per share amounts):

	Shares Available for Grant		Number of Options Outstanding		Weighted Average Exercise Price
December 31, 2019		4,840		350	$	1.57
Options granted		-		-		-
Options exercised		-		-		-
Options forfeited		-				-
September 30, 2020		4,840		350	$	1.57
Options exercisable at September 30, 2020				131	$	1.57

Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options

The fair value of each option award is estimated on the date of grant using a Black-Scholes option pricing model applying the weighted-average assumptions noted in the following table:

	Nine Months Ended September 30, (unaudited)
	2020			2019
Expected life (in years)		6.21			6.01
Risk-free interest rates		0.8	%		2.2	%
Volatility		67.7	%		60.9	%
Dividend yield		-	%		-	%

Schedule of Stock Based Compensation Expense

Operating expenses include stock-based compensation expense as follows (in thousands):

	Three Months Ended September 30, (unaudited)				Nine Months Ended September 30, (unaudited)
	2020		2019		2020		2019
Research and development	$	126	$	135	$	343	$	418
General and administrative		375		624		1,390		2,543
Total stock-based compensation expense	$	501	$	759	$	1,733	$	2,961

Supplemental Cash Flow Information (Tables)

9 Months Ended

Sep. 30, 2020

Supplemental Cash Flow Elements [Abstract]

Schedule of Supplemental Cash Flow Information

Supplemental disclosure of cash flow information for the nine months ended September 30, 2020 and 2019 is as follows (in thousands):

	Nine Months Ended September 30, (unaudited)
	2020		2019
Cash paid during period for interest	$	19	$	24

Supplemental disclosures of non-cash investing and financing activities:
Issuance of common shares for the Asterias Merger (Note 3)	$	-	$	32,353
Assumption of liabilities in the Asterias Merger (Note 3)		-		1,136
Assumptions of warrants in the Asterias Merger (Note 3)		-		867
Issuance of common shares for settlement of Lineage Warrants		-		332

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Schedule of Supplemental Cash Flow Information Related to Leases

The below table provides supplemental cash flow information related to leases as follows (in thousands):

	Nine Months Ended September 30,
	2020		2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	1,157	$	1,026
Operating cash flows from financing leases		19		24
Financing cash flows from financing leases		24		20

Right-of-use assets obtained in exchange for lease obligations:
Operating leases		29		89
Financing leases		-		-

Schedule of Supplemental Balance Sheet Information Related to Leases

Supplemental balance sheet information related to leases is as follows (in thousands, except lease term and discount rate):

	September 30, 2020			December 31, 2019
Operating leases
Right-of-use assets, net	$	1,982		$	4,666

Right-of-use lease liabilities, current		473			1,190
Right-of-use lease liabilities, noncurrent		1,800			3,868
Total operating lease liabilities	$	2,273		$	5,058

Financing leases
Property and equipment, gross	$	80		$	96
Accumulated depreciation		(62	)		(48	)
Property and equipment, net	$	18		$	48

Current liabilities	$	15		$	33
Long-term liabilities		29			77
Total finance lease liabilities	$	44		$	110

Weighted average remaining lease term
Operating leases		4.4 years			4.1 years
Finance leases		2.7 years			3.4 years
Weighted average discount rate
Operating leases		9.1	%		9.1	%
Finance leases		10.0	%		10.0	%

Schedule of Future Minimum Lease Commitments

Future minimum lease commitments are as follows as of September 30, 2020 (in thousands):

	Operating Leases			Finance Leases
Year Ending December 31,
2020	$	181		$	5
2021		635			19
2022		585			19
2023		319			8
2024		308			-
Thereafter		796			-

Total lease payments	$	2,824		$	51
Less imputed interest		(551	)		(7	)
Total	$	2,273		$	44

Organization and Business Overview (Details Narrative) $ in Millions		9 Months Ended
	Mar. 08, 2019 USD ($) shares	Sep. 30, 2020 Subsidiary shares	Mar. 07, 2019
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Number of cell therapy programs \| Subsidiary		3
Parent Company [Member] \| Common Stock [Member] \| OncoCyte Corporation [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership percentage		5.40%
Number of shares owned		3,600,000
Merger Consideration [Member] \| Parent Company [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Stock-for-stock transaction	24,695,898
Aggregate merger consideration amount \| $	$ 32.4
Merger Consideration [Member] \| Asterias [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Stock-for-stock transaction	0.71
Merger Consideration [Member] \| Asterias [Member] \| Restricted Stock [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Stock-for-stock transaction	58,085
Merger Agreement [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership percentage			38.00%

Schedule of Lineage's Ownership of Outstanding Shares of its Subsidiaries (Details)

9 Months Ended

Sep. 30, 2020

Asterias Biotherapeutics, Inc. [Member]

Business Acquisition [Line Items]

Field of business description

Cell therapy clinical development programs in spinal cord injury and oncology

Lineage ownership

100.00%

Cell Cure Neurosciences Ltd [Member]

Business Acquisition [Line Items]

Field of business description

Products to treat age-related macular degeneration

Lineage ownership

99.00%

^[1]

ES Cell International Pte., Ltd. [Member]

Business Acquisition [Line Items]

Field of business description

Stem cell products for research, including clinical grade cell lines produced under cGMP

Lineage ownership

100.00%

OrthoCyte Corporation [Member]

Business Acquisition [Line Items]

Field of business description

Developing bone grafting products for orthopedic diseases and injuries

Lineage ownership

99.80%

[1]	Includes shares owned by Lineage and ESI.

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares

3 Months Ended

9 Months Ended

Sep. 30, 2020

Sep. 30, 2019

Sep. 30, 2020

Sep. 30, 2019

Stock Options [Member]

Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]

Antidilutive securities excluded from computation of earnings per share, amount

17,058,000

15,941,000

16,391,000

15,332,000

Lineage Warrants [Member]

Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]

Antidilutive securities excluded from computation of earnings per share, amount

^[1]

1,090,000

975,000

Restricted Stock Units [Member]

Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]

Antidilutive securities excluded from computation of earnings per share, amount

123,000

236,000

141,000

277,000

[1]	Although the Lineage Warrants are classified as liabilities, these warrants are considered for dilutive earnings per share calculations in accordance with ASC 260, Earnings Per Share, and determined to be anti-dilutive for the period presented.

Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019	Sep. 30, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Cash and cash equivalents	$ 32,565	$ 9,497
Restricted cash included in deposits and other long-term assets (see Note 15)	570	599
Total cash, cash equivalents, and restricted cash as shown in the condensed consolidated statements of cash flows	$ 33,135	$ 10,096	$ 14,962	$ 24,399

Basis of Presentation, Liquidity and Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands				1 Months Ended	9 Months Ended
	Sep. 11, 2020	May 02, 2020	Sep. 11, 2019	Jul. 31, 2019	Sep. 30, 2020	Sep. 10, 2019	Jan. 02, 2019
Entity Listings [Line Items]
[custom:RetainedEarningAccumulatedDeficit-0]					$ 296,100
Working capital					32,000
[custom:StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest1-0]					90,200
Cash, Cash Equivalents, and Short-term Investments					38,000
Ownership percentage, description	On September 11, 2019, Lineage’s ownership percentage decreased from 24% to 16% when it sold 4.0 million shares of OncoCyte common stock. Accordingly, as the ownership percentage was reduced to less than 20%, Lineage is no longer considered to exercise significant influence over OncoCyte and is now accounting for its OncoCyte holdings as marketable equity securities.
Contract with Customer, Liability					$ 46,000
Lease payment rate, description					For lease classification determination, Lineage continues to use: (i) greater than or equal to 75% to determine whether the lease term is a major part of the remaining economic life of the underlying asset; and (ii) greater than or equal to 90% to determine whether the present value of the sum of lease payments is substantially all of the fair value of the underlying asset.
Accounting Standards Update 2016-02 [Member]
Entity Listings [Line Items]
Leasehold improvements, book value							$ 1,900
Corresponding lease liabilities							2,000
ASC 840 [Member]
Entity Listings [Line Items]
Lease cumulative effect adjustment							$ 100
OncoCyte Corporation [Member]
Entity Listings [Line Items]
Ownership percentage			16.00%		5.40%	24.00%
Number of stock sold			4,000,000.0	2,250,000	4,800,000
Controlled Equity Offering [Member] \| Sales Agreement [Member] \| Cantor Fitzgerald And Co Member [Member]
Entity Listings [Line Items]
Obligated common shares		$ 25,000

Schedule of Merger Consideration Transferred (Details) - Asterias Biotherapeutics, Inc. [Member]
$ / shares in Units, $ in Thousands

Mar. 08, 2019

USD ($)

$ / shares

Schedule of Equity Method Investments [Line Items]

Outstanding Asterias common stock

56,530,902

^[1]

Exchange ratio

0.710

Lineage common shares issuable

40,136,672

Per share price of Lineage common shares | $ / shares

$ 1.31

Purchase price | $

$ 52,580

Restricted Stock [Member]

Schedule of Equity Method Investments [Line Items]

Number of restricted stock vested

81,810

Majority Shareholder [Member]

Schedule of Equity Method Investments [Line Items]

Outstanding Asterias common stock

34,783,333

^[1]

Exchange ratio

0.710

Lineage common shares issuable

24,695,898

^[2]

Per share price of Lineage common shares | $ / shares

$ 1.31

Purchase price | $

$ 32,353

Parent Company [Member]

Schedule of Equity Method Investments [Line Items]

Outstanding Asterias common stock

21,747,569

Exchange ratio

0.710

Lineage common shares issuable

15,440,774

^[3]

Per share price of Lineage common shares | $ / shares

$ 1.31

Purchase price | $

$ 20,227

^[3]

Number of shares issued

58,085

Ownership interest

38.00%

[1]	Includes 81,810 shares of Asterias restricted stock unit awards that immediately vested on March 8, 2019 and converted into the right to receive common shares of Lineage based on the Merger Exchange Ratio, resulting in 58,085 common shares of Lineage issued on March 8, 2019 as part of the Merger Consideration. These restricted stock units were principally attributable to pre-combination services and included as part of the purchase price in accordance with ASC 805. See Note 12 for Asterias restricted stock units that vested on the closing of the Asterias Merger attributable to post-combination services that were recorded outside of the purchase price as an immediate charge to stock-based compensation expense.
[2]	Net of a de minimis number of fractional shares which were paid in cash.
[3]	Estimated fair value for Lineage’s previously held 38% ownership interest in Asterias common stock is part of the total purchase price of Asterias for purposes of the purchase price allocation under ASC 805 and for Lineage’s adjustment of its 38% interest to fair value at the effective date of the Asterias Merger and immediately preceding the consolidation of Asterias’ results with Lineage. No actual common shares of Lineage were issued to Lineage in connection with the Asterias Merger.

Schedule of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2019

Sep. 30, 2020

Business Acquisition [Line Items]

Estimated goodwill (c-a-b)

^[1]

$ 10,672

Asterias Biotherapeutics, Inc. [Member]

Business Acquisition [Line Items]

Cash and cash equivalents

3,117

Prepaid expenses and other assets, current and noncurrent

660

Machinery and equipment

308

Long-lived intangible assets - royalty contracts

650

Acquired in-process research and development ("IPR&D")

46,540

Total assets acquired

51,275

Accrued liabilities and accounts payable

982

Liability classified warrants

867

Deferred license revenue

200

Long-term deferred income tax liability

10,753

Total liabilities assumed

12,802

Net assets acquired, excluding goodwill (a)

38,473

Fair value of Lineage common shares held by Asterias (b)

3,435

Total purchase price (c)

52,580

Estimated goodwill (c-a-b)

$ 10,672

[1]	Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 3).

Schedule of Valuation of Identifiable Intangible Assets and Their Estimated Useful Lives (Details) - Asterias Biotherapeutics, Inc. [Member] $ in Thousands	9 Months Ended
	Sep. 30, 2020 USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]
Asset Fair Value	$ 47,190
In Process Research and Development [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Asset Fair Value	46,540
Royalty Contracts [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Asset Fair Value	$ 650
Useful Life (Years)	5 years

Asterias Merger (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 08, 2019	Apr. 30, 2019	Sep. 30, 2018	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	May 13, 2016
Business Acquisition [Line Items]
Closing price of common stock					$ 91,266		$ 112,959
Fair value of warrants percentage					100.00%
Fair Value Adjustment of Warrants			$ 372
Common stock held in investment		2,621,811
Share price, per share		$ 1.31						$ 0.62
Fair value of equity method investment, shares						21,700
Fair value calculation, description		The fair value of the Asterias shares was approximately $20.2 million as of March 8, 2019, the closing date of the Asterias Merger, based on $0.93 per share, which was calculated by multiplying: (a) $1.31, the closing price of Lineage common shares on such date; by (b) the Merger Exchange Ratio.
Fair value of equity method investment, value								$ 13,500
Unrealized loss						$ 8,001
Asterias Biotherapeutics [Member]
Business Acquisition [Line Items]
Unrealized loss							$ 6,700
General and Administrative Expense [Member]
Business Acquisition [Line Items]
Acquisition related costs					$ 700	$ 4,400
Common Stock [Member]
Business Acquisition [Line Items]
Number of warrants issued to purchase of common stock									2,959,559
Exercise price									$ 4.37
Warrant expiration date									May 13, 2021
Asterias Warrants [Member]
Business Acquisition [Line Items]
Number of warrants issued to purchase of common stock									2,813,159
Lineage Warrants [Member]
Business Acquisition [Line Items]
Number of warrants issued to purchase of common stock					1,089,900
Exercise price					$ 6.15
Warrant expiration date					May 13, 2021
Fair Value Adjustment of Warrants	$ 495,000
AST Clinical Program [Member]
Business Acquisition [Line Items]
Identifiable intangible asset acquired		$ 46,500
Royalty Contracts [Member]
Business Acquisition [Line Items]
Intangible asset, useful life					five years
In Process Research and Development [Member]
Business Acquisition [Line Items]
Identifiable intangible asset acquired		31,700
California Institute for Regenerative Medicine [Member]
Business Acquisition [Line Items]
Identifiable intangible asset acquired		$ 14,800
Parent Company [Member]
Business Acquisition [Line Items]
Fair Value Adjustment of Warrants			$ 332
Exchange of shares			251,835
Exchange for cash			$ 40
Asterias [Member]
Business Acquisition [Line Items]
Upfront payment received				$ 1,000
Estimated purchase price				$ 200
Merger Consideration [Member] \| Parent Company [Member]
Business Acquisition [Line Items]
Stock-for-stock transaction		24,695,898
Closing price of common stock		$ 32,400
Merger Consideration [Member] \| Asterias [Member]
Business Acquisition [Line Items]
Stock-for-stock transaction		0.71
Merger Consideration [Member] \| Asterias [Member] \| Restricted Stock [Member]
Business Acquisition [Line Items]
Stock-for-stock transaction		58,085

Accounting for Common Stock of OncoCyte, at Fair Value (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended	3 Months Ended		9 Months Ended
	Sep. 11, 2019	Sep. 11, 2019	Jul. 31, 2019	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2020	Dec. 31, 2019	Sep. 10, 2019	Jun. 30, 2019	Mar. 08, 2019	Dec. 31, 2018
Schedule of Equity Method Investments [Line Items]
Closing price per share												$ 1.31	$ 0.62
Unrealized Gain (Loss) on Investments							$ 8,001
Equity Method Investment, Realized Gain (Loss) on Disposal					$ (8,287)		8,001
Unrealized loss on marketable equity securities				$ (2,003)	$ (4,458)	$ (7,487)	$ (3,134)
OncoCyte Corporation [Member]
Schedule of Equity Method Investments [Line Items]
Number of stock sold		4,000,000.0	2,250,000			4,800,000
Number of stock sold, value		$ 6,500	$ 4,200			$ 10,900
Ownership percentage	16.00%	16.00%		5.40%		5.40%				24.00%
Number of shares owned				3,600,000		3,600,000			8,400,000
Fair value on investment				$ 5,000		$ 5,000			$ 19,000
Closing price per share				$ 1.39	$ 2.10	$ 1.39	$ 2.10	$ 1.91	$ 2.25		$ 2.49		$ 1.38
Unrealized Gain (Loss) on Investments	$ 8,300			$ 1,900	$ 8,700	$ 6,100	$ 7,600
Equity Method Investment, Realized Gain (Loss) on Disposal					$ 600	3,100	$ 600
Unrealized loss on marketable equity securities	400
Unrealized loss on equity method investment related to book cost basis						3,700
Number of shares remaining for sales						$ 2,400
Unrealized gain loss on equity method investment	$ 8,000
OncoCyte Corporation and AgeX Therapeutics Inc [Member]
Schedule of Equity Method Investments [Line Items]
Ownership percentage				28.00%		28.00%
Reduction in ownership percentage				24.00%		24.00%

Sale of Significant Ownership Interest in AgeX to Juvenescence Limited (Details Narrative) - Stock Purchase Agreement [Member] - USD ($) $ / shares in Units, $ in Thousands			3 Months Ended	9 Months Ended
	Nov. 02, 2018	Aug. 30, 2018	Sep. 30, 2020	Sep. 30, 2020
Promissory Note [Member]
Entity Listings [Line Items]
Debt instrument interest rate		7.00%
Debt instrument maturity date		Aug. 30, 2020
Juvenescence Limited [Member]
Entity Listings [Line Items]
Number of share sold		14,400,000
Sale of stock price per share		$ 3.00
Purchase price of shares		$ 43,200
Purchase price amount paid	$ 10,800
Indemnity cap		4,300
Juvenescence Limited [Member] \| Promissory Note [Member]
Entity Listings [Line Items]
Purchase price amount paid		21,600
Interest income debt			$ 252	$ 1,008
Juvenescence Limited [Member] \| Closing of Transaction [Member]
Entity Listings [Line Items]
Purchase price amount paid		$ 10,800

Schedule of Property and Equipment, Net (Details) - USD ($)
$ in Thousands

Sep. 30, 2020

Dec. 31, 2019

Property, Plant and Equipment [Line Items]

Accumulated depreciation and amortization

$ (6,090)

$ (4,591)

Property and equipment, net

4,849

8,175

Equipment, Furniture and Fixtures [Member]

Property, Plant and Equipment [Line Items]

Property and equipment, gross

4,084

4,148

Leasehold Improvements [Member]

Property, Plant and Equipment [Line Items]

Property and equipment, gross

2,863

2,862

Right-of-Use Assets [Member]

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

$ 3,992

$ 5,756

[1]	Lineage adopted ASC 842 on January 1, 2019. For additional information on this standard and right-of-use assets and liabilities (see Notes 2 and 15).

Property and Equipment, Net (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Lessor, Lease, Description [Line Items]
Financing leases related to property and equipment	$ 80		$ 80		$ 96
Depreciation, Depletion and Amortization	200	$ 253	623	$ 766
Proceeds from Sale of Property, Plant, and Equipment	39		52
Gain (Loss) on Disposition of Property Plant Equipment	32		34
Gain on sale of non-capitalized assets			67
Lineage Terminated Lease [Member]
Lessor, Lease, Description [Line Items]
Right-of-use assets	$ 1,800		$ 1,800

Schedule of Goodwill and Intangible Assets, Net (Details) - USD ($)
$ in Thousands

Sep. 30, 2020

Dec. 31, 2019

Goodwill

^[1]

$ 10,672

Total intangible assets

66,143

Accumulated amortization

(18,976)

(17,895)

Intangible assets, net

47,167

48,248

IPR&D - OPC1 [Member]

Total intangible assets

^[2]

31,700

IPR&D - VAC2 [Member]

Total intangible assets

^[2]

14,840

Patents [Member]

Total intangible assets

18,953

Royalty Contracts [Member]

Total intangible assets

^[2]

$ 650

[1]	Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in the Asterias Merger (see Note 3).
[2]	See Note 3 for information on the Asterias Merger which was consummated on March 8, 2019.

Goodwill and Intangible Assets, Net (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Goodwill [Line Items]
Amortization of intangible assets			$ 1,080	$ 1,500
Research and Development Expense [Member]
Goodwill [Line Items]
Amortization of intangible assets	$ 200	$ 500	$ 1,000	$ 1,400

Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Payables and Accruals [Abstract]
Accounts payable	$ 3,155	$ 2,427
Accrued compensation	1,504	1,549
Accrued liabilities	2,027	1,246
PPP loan payable	523
Other current liabilities	5	4
Total	$ 7,214	$ 5,226

Accounts Payable and Accrued Liabilities (Details Narrative) £ in Thousands, $ in Thousands	1 Months Ended	9 Months Ended
	Apr. 30, 2020 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2020 GBP (£)	Dec. 31, 2019 USD ($)
Entity Listings [Line Items]
Separation payments		$ 700
Accrued compensation		$ 1,504		$ 1,549
Description of termination plan		Termination dates for these individuals range from August 9, 2019 to September 30, 2019.
Asterias Biotherapeutics, Inc. [Member]
Entity Listings [Line Items]
Separation payments		$ 500
Description of termination plan		Termination dates for these individuals ranged from May 31, 2019 to June 28, 2019.
Asterias Biotherapeutics, Inc. [Member] \| General and Administrative Expense [Member]
Entity Listings [Line Items]
Accrued compensation		$ 2,000
Asterias Biotherapeutics, Inc. [Member] \| Three Employees Member [Member]
Entity Listings [Line Items]
Separation payments		2,000
Cancer Research [Member]
Entity Listings [Line Items]
Accounts payable		600
Accrued expenses		1,000
Signature fee		$ 1,600
Cancer Research [Member] \| GBP [Member]
Entity Listings [Line Items]
Signature fee \| £			£ 1,250
Axos Bank [Member] \| Paycheck Protection Program [Member]
Entity Listings [Line Items]
Proceeds from Loans	$ 523
Percentage of non payroll costs	40.00%

Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	$ 103,090	$ 125,478
Liabilities	12,906	14,231
Cash and Cash Equivalents [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	32,565	9,497
Cash and Cash Equivalents [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	32,565	9,497
Cash and Cash Equivalents [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets
Cash and Cash Equivalents [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets
Marketable Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	5,481	21,219
Marketable Securities [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	5,481	21,219
Marketable Securities [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets
Marketable Securities [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets
Lineage Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	2	20
Lineage Warrants [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities
Lineage Warrants [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities
Lineage Warrants [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	2	20
Cell Cure Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	190	257
Cell Cure Warrants [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities
Cell Cure Warrants [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities
Cell Cure Warrants [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities	$ 190	$ 257

Fair Value Measurements (Details Narrative) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrealized gain recognized on warrant	$ 13	$ 18
Cell Cure Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrealized gain recognized on warrant	$ 41	$ 66

Related Party Transactions (Details Narrative)	1 Months Ended				3 Months Ended	9 Months Ended
Related Party Transactions (Details Narrative)	Jan. 31, 2020 shares	Sep. 30, 2019 shares	Jul. 31, 2019 shares	Apr. 30, 2019 shares	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($) a	Sep. 30, 2019 USD ($)
Broadwood Partners, L.P [Member]
Schedule of Equity Method Investments [Line Items]
Shares issued for settlement of warrants in connection with merger \| shares				251,835
Number of shares issued \| shares	623,090	2,000,000	1,000,000
Broadwood Partners, L.P [Member] \| Neal Bradsher [Member]
Schedule of Equity Method Investments [Line Items]
Legal expenses						$ 357,000
Office space in New York City [Member]
Schedule of Equity Method Investments [Line Items]
Rent per month						$ 5,050
Area of office space square feet \| a						900
Lease expires date						March 2021
OncoCyte Corporation and AgeX Therapeutics Inc [Member]
Schedule of Equity Method Investments [Line Items]
Markup rate on allocated costs						5.00%
Term of payment						30 days
Interest rate charged on unpaid and overdue invoices						15.00%
Usage fee					$ 537,000		$ 1,932,000
Offset against general and administrative expenses					236,000		647,000
Offset against research and development expenses					$ 301,000		$ 1,285,000

Schedule of Shareholders' Equity (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Accumulated Other Comprehensive Income (Loss) [Line Items]
BALANCE AT JULY 1, 2019	$ 97,693	$ 104,758	$ 111,247	$ 131,759	$ 161,236	$ 92,246	$ 111,247	$ 92,246
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes	(6)	(11)	(2)	(23)	(2)	(75)
Stock-based compensation	501	606	626	759	762	1,361
Foreign currency translation gain (loss)	(335)	(1,120)	1,315	(564)	(487)	(732)	(140)	(1,783)
Financing related fees	(16)	(10)
Shares issued in connection with the Asterias Merger						32,353
Shares retired in connection with the Asterias Merger						(3,435)
Shares issued for services	119
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services						79
Adjustment upon adoption of leasing standard						143
Shares issued for settlement of Lineage Warrants					302
Shares issued through ATM				103
Dissolution of BioTime Asia
NET LOSS	(7,772)	(6,530)	(8,428)	(16,515)	(30,052)	39,296	(22,730)	(7,271)
BALANCE AT SEPTEMBER 30, 2019	90,184	97,693	104,758	115,519	131,759	161,236	90,184	115,519
Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
BALANCE AT JULY 1, 2019
Balance, shares
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees taxes, shares
Stock-based compensation
Foreign currency translation gain (loss)
Financing related fees
Shares issued in connection with the Asterias Merger
Shares retired in connection with the Asterias Merger
Shares issued for services
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services, shares
Adjustment upon adoption of leasing standard
Shares issued for settlement of Lineage Warrants
Shares issued for settlement of Lineage Warrants, shares
Shares issued through ATM
Shares issued through ATM, shares
Dissolution of BioTime Asia
NET LOSS
BALANCE AT SEPTEMBER 30, 2019
Balance, shares
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
BALANCE AT JULY 1, 2019	$ 388,271	$ 387,686	$ 387,062	$ 385,615	$ 384,553	$ 354,270	$ 387,062	$ 354,270
Balance, shares	149,831	149,818	149,804	149,643	149,388	127,136	149,804	127,136
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes	$ (6)	$ (11)	$ (2)	$ (23)	$ (2)	$ (75)
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees taxes, shares	10	13	14	54	3	118
Stock-based compensation	$ 501	$ 606	$ 626	$ 759	$ 762	$ 1,361
Foreign currency translation gain (loss)
Financing related fees	(16)	(10)
Shares issued in connection with the Asterias Merger						$ 32,353
Shares issued in connection with the Asterias Merge, shares						24,696
Shares retired in connection with the Asterias Merger						$ (3,435)
Shares retired in connection with the Asterias Merger, shares						(2,622)
Shares issued for services	$ 119
Shares issued for services, shares	150
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services						$ 79
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services, shares						60
Adjustment upon adoption of leasing standard
Shares issued for settlement of Lineage Warrants					$ 302
Shares issued for settlement of Lineage Warrants, shares					252
Shares issued through ATM				$ 103
Shares issued through ATM, shares				93
Dissolution of BioTime Asia	$ (679)
NET LOSS
BALANCE AT SEPTEMBER 30, 2019	$ 388,190	$ 388,271	$ 387,686	$ 386,454	$ 385,615	$ 384,553	$ 388,190	$ 386,454
Balance, shares	149,991	149,831	149,818	149,790	149,643	149,388	149,991	149,790
Accumulated Deficit [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
BALANCE AT JULY 1, 2019	$ (288,343)	$ (281,821)	$ (273,422)	$ (252,435)	$ (222,403)	$ (261,856)	$ (273,422)	$ (261,856)
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes
Stock-based compensation
Foreign currency translation gain (loss)
Financing related fees
Shares issued in connection with the Asterias Merger
Shares retired in connection with the Asterias Merger
Shares issued for services
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services
Adjustment upon adoption of leasing standard						143
Shares issued for settlement of Lineage Warrants
Shares issued through ATM
NET LOSS	(7,760)	(6,522)	(8,399)	(16,505)	(30,032)	39,310
BALANCE AT SEPTEMBER 30, 2019	(296,103)	(288,343)	(281,821)	(268,940)	(252,435)	(222,403)	(296,103)	(268,940)
Noncontrolling Inteests Deficit [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
BALANCE AT JULY 1, 2019	(1,749)	(1,741)	(1,712)	(1,628)	(1,608)	(1,594)	(1,712)	(1,594)
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes
Stock-based compensation
Foreign currency translation gain (loss)
Financing related fees
Shares issued in connection with the Asterias Merger
Shares retired in connection with the Asterias Merger
Shares issued for services
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services
Adjustment upon adoption of leasing standard
Shares issued for settlement of Lineage Warrants
Shares issued through ATM
Dissolution of BioTime Asia	679
NET LOSS	(12)	(8)	(29)	(10)	(20)	(14)
BALANCE AT SEPTEMBER 30, 2019	(1,082)	(1,749)	(1,741)	(1,638)	(1,628)	(1,608)	(1,082)	(1,638)
AOCI Attributable to Parent [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
BALANCE AT JULY 1, 2019	(486)	634	(681)	207	694	1,426	(681)	1,426
Shares issued upon vesting of restricted stock units, net of shares retired to pay employees’ taxes
Stock-based compensation
Foreign currency translation gain (loss)	(335)	(1,120)	1,315	(564)	(487)	(732)
Financing related fees
Shares issued in connection with the Asterias Merger
Shares retired in connection with the Asterias Merger
Shares issued for services
Stock-based compensation for shares issued upon vesting of Asterias restricted stock units attributable to post combination services
Adjustment upon adoption of leasing standard
Shares issued for settlement of Lineage Warrants
Shares issued through ATM
Dissolution of BioTime Asia
NET LOSS
BALANCE AT SEPTEMBER 30, 2019	$ (821)	$ (486)	$ 634	$ (357)	$ 207	$ 694	$ (821)	$ (357)

Shareholders’ Equity (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
Shareholders’ Equity (Details Narrative) - USD ($)	Jul. 31, 2017	Sep. 30, 2020	May 02, 2020	Dec. 31, 2019
Entity Listings [Line Items]
Preferred shares, shares authorized		2,000,000		2,000,000
Preferred shares, shares issued		0		0
Preferred shares, shares outstanding		0		0
Common stock, shares authorized		250,000,000		250,000,000
Common stock, no par value		$ 0		$ 0
Common stock, issued		149,991,454		149,804,284
Common Stock, Shares, Outstanding		149,991,454		149,804,284
Cell Cure Warrants [Member] \| Consultants [Member]
Entity Listings [Line Items]
Warrants issued to purchase ordinary shares		13,738
Warrants expiring period, description		expire in October 2020 and January 2024
Hadasit Bio-Holdings Ltd. [Member]
Entity Listings [Line Items]
Warrants issued to purchase ordinary shares	24,566
Warrants exercise price per share	$ 40.5359
Warrant expiration date	July 2022
Asterias Biotherapeutics, Inc. [Member]
Entity Listings [Line Items]
Warrants issued to purchase ordinary shares		1,089,900
Warrants exercisable term		30 days
Warrants exercise price per share		$ 6.15
Warrant expiration date		May 13, 2021
Maximum [Member] \| Cell Cure Warrants [Member] \| Consultants [Member]
Entity Listings [Line Items]
Warrants exercise price per share		$ 40.00
Minimum [Member] \| Cell Cure Warrants [Member] \| Consultants [Member]
Entity Listings [Line Items]
Warrants exercise price per share		$ 32.02
Cantor Fitzgerald And Co Member [Member] \| 2017 Sales Agreement [Member]
Entity Listings [Line Items]
Share value available for sale		$ 0
Percentage of commission payable		3.00%
Cantor Fitzgerald And Co Member [Member] \| 2017 Sales Agreement [Member] \| Maximum [Member]
Entity Listings [Line Items]
Aggregate offering price			$ 25,000,000

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity and Other Stock Options (Details) - Stock Option Plan of 2012 [Member] - $ / shares	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares Available for Grant, Beginning balance	9,157,000
Number of Options Outstanding, Beginning balance	14,710,000
Number of RSUs Outstanding, Beginning balance	108,000	166,000
Weighted Average Exercise Price of Options Outstanding, beginning balance	$ 1.59	$ 2.17
Shares Available for Grant, Restricted stock units vested
Number of Options Outstanding, Restricted stock units vested
Number of RSUs Outstanding, Restricted stock units vested	(58,000)
Weighted Average Exercise Price of Options, Restricted stock units vested
Shares Available for Grant, Options granted	(5,256,000)
Number of Options Outstanding, Options granted	5,256,000
Number of RSUs Outstanding, Options granted
Weighted Average Exercise Price of Options Outstanding, Options granted	$ 0.71
Shares Available for Grant, Options Exercised
Number of Options Outstanding, Options exercised
Number of RSUs Outstanding, Options exercised
Weighted Average Exercise Price of Options, Options exercised
Shares Available for Grant, Options expired/forfeited/cancelled	3,756,000
Number of Options Outstanding, Options expired/forfeited/cancelled	(3,756,000)
Number of RSUs Outstanding, Options expired/forfeited/cancelled
Weighted Average Exercise Price of Options Outstanding, Options expired/forfeited/cancelled	$ 2.64
Shares Available for Grant, Beginning balance	7,657,000
Number of Options Outstanding, Ending balance	16,210,000
Number of RSUs Outstanding, Ending balance	108,000
Weighted Average Exercise Price of Options Outstanding, end balance	$ 1.59
Number of Options Outstanding, Options exercisable	8,352,000
Weighted Average Exercise Price of Options Outstanding, Options exercisable	$ 2.19

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity (Details) - Asterias 2013 Equity Incentive Plan [Member] - Asterias Biotherapeutics, Inc. [Member] - $ / shares	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares Available for Grant, Beginning balance	4,840,000
Number of Options Outstanding, Beginning balance	350,000	350,000
Weighted Average Exercise Price of Options Outstanding, beginning balance	$ 1.57	$ 1.57
Shares Available for Grant, Options granted
Number of Options Outstanding, Options granted
Weighted Average Exercise Price of Options Outstanding, Options granted
Shares Available for Grant, Options Exercised
Number of Options Outstanding, Options exercised
Weighted Average Exercise Price of Options Outstanding, Options exercised
Shares Available for Grant, Options expired/forfeited/cancelled
Weighted Average Exercise Price of Options Outstanding, Options expired/forfeited/cancelled
Shares Available for Grant, Ending balance	4,840,000
Number of Options Outstanding, Ending balance	350,000
Weighted Average Exercise Price of Options Outstanding, end balance	$ 1.57
Number of Options Outstanding, Options exercisable	131,000
Weighted Average Exercise Price of Options Outstanding, Options exercisable	$ 1.57

Schedule of Weighted Average Assumptions to Calculate Fair Value of Stock Options (Details) - 2012 Plan [Member]	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (in years)	6 years 2 months 15 days	6 years 3 days
Risk-free interest rates	0.80%	2.20%
Volatility	67.70%	60.90%
Dividend yield

Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 501	$ 759	$ 1,733	$ 2,961
Research and Development Expense [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	126	135	343	418
General and Administrative Expense [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 375	$ 624	$ 1,390	$ 2,543

Stock-Based Awards (Details Narrative) - shares	9 Months Ended	12 Months Ended
Stock-Based Awards (Details Narrative) - shares	Sep. 30, 2020	Dec. 31, 2019	Dec. 31, 2018
2012 Equity Incentive Plan [Member] \| Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant		24,000,000
Options granted term		10 years
Asterias 2013 Equity Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant		7,309,184	5,189,520
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures	84,940
Stock Issued During Period, Shares, New Issues	60,304

Income Taxes (Details Narrative) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
Income Taxes (Details Narrative) - USD ($) $ in Millions	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Entity Listings [Line Items]
Deferred Tax Assets, Valuation Allowance				$ 7.4
Income Tax Expense (Benefit)	$ 1.0		$ 6.6
Deferred income Tax expens benefit		$ 0.2
Asterias Biotherapeutics, Inc. [Member]
Entity Listings [Line Items]
Deferred Tax Liabilities, Gross		$ 10.8

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Schedule of Supplemental Cash Flow Information (Details) - Asterias Biotherapeutics, Inc. [Member] - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Acquired Indefinite-lived Intangible Assets [Line Items]
Cash paid during period for interest	$ 19	$ 24
Issuance of common shares for the Asterias Merger		32,353
Assumption of liabilities in the Asterias Merger		1,136
Assumptions of warrants in the Asterias Merger		867
Issuance of common shares for settlement of Lineage Warrants		$ 332

Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases	$ 1,157	$ 1,026
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from financing leases	19	24
Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from financing leases	24	20
Right of use assets obtained in exchange for lease obligations: Operating leases	29	89
Right of use assets obtained in exchange for lease obligations: Financing leases

Schedule of Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Loss Contingencies [Line Items]
Right-of-use lease liabilities, noncurrent	$ 1,800	$ 3,868
Property and equipment, gross	80	96
Accumulated depreciation	(62)	(48)
Property and equipment, net	18	48
Current liabilities	15	33
Long-term liabilities	29	77
Total finance lease liabilities	$ 44	$ 110
Operating Lease, Weighted Average Remaining Lease Term	4 years 4 months 24 days	4 years 1 month 6 days
Finance Lease, Weighted Average Remaining Lease Term	2 years 8 months 12 days	3 years 4 months 24 days
Weighted average discount rate Operating leases	9.10%	9.10%
Weighted average discount rate Finance leases	10.00%	10.00%
Operating Lease Liability [Member]
Loss Contingencies [Line Items]
Right-of-use assets, net	$ 1,982	$ 4,666
Right-of-use lease liabilities, current	473	1,190
Right-of-use lease liabilities, noncurrent	1,800	3,868
Total operating lease liabilities	$ 2,273	$ 5,058

Schedule of Future Minimum Lease Commitments (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Loss Contingencies [Line Items]
Total	$ 44	$ 110
Operating Lease Liability [Member]
Loss Contingencies [Line Items]
2020	181
2021	635
2022	585
2023	319
2024	308
Thereafter	796
Total lease payments	2,824
Less imputed interest	(551)
Total	2,273	$ 5,058
Finance Lease Liability [Member]
Loss Contingencies [Line Items]
2020	5
2021	19
2022	19
2023	8
2024
Thereafter
Total lease payments	51
Less imputed interest	(7)
Total	$ 44

Commitments and Contingencies (Details Narrative)												1 Months Ended							9 Months Ended	12 Months Ended
Commitments and Contingencies (Details Narrative)	Sep. 11, 2020 USD ($) ft²	May 06, 2020 USD ($)	May 06, 2020 GBP (£)	Jan. 31, 2020 USD ($)	Aug. 13, 2019 USD ($)	Jan. 28, 2019 USD ($)	Jan. 28, 2019 ILS (₪)	Jan. 05, 2019 USD ($)	Apr. 02, 2018 USD ($)	Apr. 02, 2018 ILS (₪)	Jan. 28, 2018 ft² m²	Apr. 30, 2021 GBP (£)	Jan. 31, 2021 GBP (£)	Sep. 30, 2020 GBP (£)	Aug. 31, 2019 USD ($)	May 31, 2019 ft²	Jan. 31, 2019 USD ($)	Dec. 31, 2015 ft²	Sep. 30, 2020 USD ($) ft² m²	Dec. 31, 2019 USD ($)	Sep. 30, 2020 ILS (₪) ft² m²	Apr. 30, 2020 USD ($) ft²	Feb. 01, 2020 USD ($)	Aug. 01, 2019 USD ($) ft²	Jan. 24, 2019 USD ($)	Dec. 31, 2018 USD ($)
Loss Contingencies [Line Items]
Access fees payable																				$ 2,500,000
Loss Contingency, Damages Awarded, Value					$ 200,000
Royalty percentage																			21.50%
Milestone aggregate amount																			$ 3,500,000
Minimum [Member]
Loss Contingencies [Line Items]
Minimum annual maintenance fees																			$ 30,000
License Agreement [Member]
Loss Contingencies [Line Items]
Agreed signature fee amount		$ 1,600,000
GBP [Member] \| License Agreement [Member]
Loss Contingencies [Line Items]
Agreed signature fee amount \| £			£ 1,250,000											£ 500,000
Clinical regulatory milestone \| £			8,000,000
Sales related milestones \| £			£ 22,500,000
GBP [Member] \| License Agreement [Member] \| Subsequent Event [Member]
Loss Contingencies [Line Items]
Agreed signature fee amount \| £												£ 250,000	£ 500,000
Cell Cure [Member]
Loss Contingencies [Line Items]
Rentable area \| ft²											10,054
Lease area \| m²											934
Lease, renewal term											five years
Base rent and construction allowance per month						$ 26,000
Cell Cure [Member] \| NIS [Member]
Loss Contingencies [Line Items]
Base rent and construction allowance per month \| ₪							₪ 93,827
Office space in New York City [Member]
Loss Contingencies [Line Items]
Rentable area \| ft²																			900		900
Base rent																			$ 5,050
Industrial Microbes, Inc [Member] \| Alameda Sublease [Member]
Loss Contingencies [Line Items]
Base rent																						$ 28,000
Base rent increase rate																						3.00%
Lease area \| ft²																						10,000
Orbit Biomedical Limited [Member] \| Research and Option Agreement [Member]
Loss Contingencies [Line Items]
Access fees payable								$ 2,500,000
Access fees															$ 1,250,000		$ 1,250,000
Gyroscope Therapeutics Limited [Member] \| Second Amendment [Member]
Loss Contingencies [Line Items]
Agreed signature fee amount				$ 500,000
Gyroscope Therapeutics Limited [Member] \| Upon Signing [Member] \| Second Amendment [Member]
Loss Contingencies [Line Items]
Extension fees				200,000
Gyroscope Therapeutics Limited [Member] \| November Thirty Two Thousand Twenty Twenty [Member] \| Second Amendment [Member]
Loss Contingencies [Line Items]
Extension fees				$ 300,000
Future Years [Member]
Loss Contingencies [Line Items]
Minimum annual maintenance fees																			60,000
Carlsbad Lease [Member]
Loss Contingencies [Line Items]
Rentable area \| ft²																8,841
Lease commencement date																Aug. 01, 2019
Lease expiration date																Oct. 31, 2022
Alameda Lease [Member]
Loss Contingencies [Line Items]
Base rent	$ 14,592																						$ 72,676	$ 17,850
Base rent increase rate	3.00%																						3.00%	3.00%
Security deposit	$ 16,000																						$ 424,000	$ 17,850
Number of buildings for lease, description																		two buildings
Security deposit reduction in value																									$ 78,000
Termination fees	130,000
Reduction of contractual obligations	$ 780,000
Alameda Lease [Member] \| First Twenty-Four Months [Member]
Loss Contingencies [Line Items]
Rentable area \| ft²																								7,000
Alameda Lease [Member] \| December 31, 2020 [Member]
Loss Contingencies [Line Items]
Future minimum payments																			29,000
Alameda Lease [Member] \| December 31, 2021 [Member]
Loss Contingencies [Line Items]
Future minimum payments																			176,000
Alameda Lease [Member] \| December 31, 2022 [Member]
Loss Contingencies [Line Items]
Future minimum payments																			182,000
Alameda Lease [Member] \| December 31, 2023 [Member]
Loss Contingencies [Line Items]
Future minimum payments																			16,000
Thousand Ten Atlantic Premises [Member]
Loss Contingencies [Line Items]
Rentable area \| ft²	2,432																	22,303
Lease commencement date	Oct. 01, 2020
Lease expiration date	Jan. 31, 2023
Thousand Twenty Atlantic Premises [Member]
Loss Contingencies [Line Items]
Rentable area \| ft²																		8,492
Industrial Microbes Sublease [Member]
Loss Contingencies [Line Items]
Security deposit	$ 56,000
Termination fees	$ 30,000
Proceeds from Construction in Progress
Loss Contingencies [Line Items]
Construction allowances of leasehold improvements									$ 1,100,000
Proceeds from Construction in Progress \| NIS [Member]
Loss Contingencies [Line Items]
Base rent \| ₪																					₪ 37,882
Construction allowances of leasehold improvements \| ₪										₪ 4,000,000
Proceeds from Construction in Progress \| December 31, 2018 Exchange Rate [Member]
Loss Contingencies [Line Items]
Base rent																			$ 11,000
Proceeds from Construction in Progress \| Cell Cure [Member]
Loss Contingencies [Line Items]
Rentable area \| ft²																			7,842		7,842
Lease expiration date											Dec. 31, 2025								Dec. 31, 2020
Lease area \| m²																			728.5		728.5
January 2018 Lease [Member]
Loss Contingencies [Line Items]
Deposit																										$ 388,000

Subsequent Events (Details Narrative) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Oct. 31, 2020	Sep. 30, 2020	Sep. 30, 2019
Subsequent Event [Line Items]
Proceeds from sale of common stock			$ 103
Subsequent Event [Member] \| Hadasit Bio Holdings [Member]
Subsequent Event [Line Items]
Sale of shares	315,000
Proceeds from sale of common stock	$ 831