BRAINSTORM CELL THERAPEUTICS
INC. AND SUBSIDIARIES
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 1 - GENERAL
|
A
.
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The Company was incorporated in the State of Delaware on November 15, 2006, and previously was
incorporated in the State of Washington. In October 2004, the Company formed its wholly-owned subsidiary, Brainstorm Cell Therapeutics
Ltd. (“BCT”) in Israel, which currently conducts all of the research and development activities of the Company. On
February 19, 2013, the Israeli Subsidiary formed its wholly-owned subsidiary, Brainstorm Cell Therapeutics UK Ltd. in the United
Kingdom. Brainstorm UK is currently inactive.
|
The
Common Stock is publicly traded on the NASDAQ Capital Market under the symbol “BCLI”.
|
B.
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The Company, through BCT, holds rights to commercialize certain
stem cell technology developed by Ramot of Tel Aviv University Ltd. ("Ramot"), (see Note 3). Using this technology, the
Company has been developing novel adult stem cell therapies for debilitating neurodegenerative disorders such as Amytrophic Lateral
Scelorosis (ALS, also known as Lou Gherig Disease), Progressive Multiple Sclerosis (PMS) and Parkinson’s disease. The Company
developed a proprietary process, called NurOwn, for the propagation of Mesenchymal Stem Cells and their differentiation into neurotrophic
factor secreting cells. These cells are then transplanted at or near the site of damage, offering the hope of more effectively
treating neurodegenerative diseases. The process is currently autologous, or self-transplanted.
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|
C.
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NurOwn is in clinical development for the treatment of ALS. The
Company has completed two single dose clinical trials of NurOwn in Israel, a Phase 1/2 trial with 12 patients and a Phase 2a trial
with additional 12 patients. In July 2016 the Company announced the results of its Phase 2 trial which was conducted in three major
medical centers in the US. This single dose trial included 48 patients randomized in a 3:1 ratio to receive NuOwn or placebo.
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|
D.
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The Company made significant progress in 2018 advancing NurOwn®,
its late stage differentiated mesenchymal stem cell therapy, into a Phase 3 trial for the treatment of ALS. Enrollment in this
randomized, double-blind, placebo-controlled, multi-dose clinical trial of NurOwn® for ALS is now ongoing. This Phase 3 trial
builds upon the promising efficacy seen in prior trials including the randomized Phase 2 trial conducted in the U.S.
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|
E.
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The Phase 3 ALS trial
pre-specified interim safety analysis by an independent Data Safety Monitoring Board (DSMB) was successfully completed in August
2018.
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F.
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The Company was granted FDA clearance for its NurOwn®
IND Application for Progressive Multiple Sclerosis indication (ClinicalTrials.gov Identifier NCT03799718).
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G.
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The Company received Good Manufacturing Practice (GMP) approval from the Israel Ministry of
Health (MoH) for our Israeli contract manufacturing facility at the Hadassah Medical Center in Jerusalem. The GMP
certificate confirms the Company's manufacturing site compliance with Israeli GMPs which are recognized as equivalent to
EU standards.
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BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
GOING CONCERN:
To date the Company has not
generated revenues from its operational activities and has incurred substantial operating losses. Management expects the Company
to continue to generate substantial operating losses and to continue to fund its operations primarily through utilization of its
current financial resources and through additional raises of capital.
Such conditions raise substantial
doubts about the Company's ability to continue as a going concern. Management’s plan includes raising funds from outside
potential investors. However, there is no assurance such funding will be available to the Company or that it will be obtained on
terms favorable to the Company or will provide the Company with sufficient funds to meet its objectives. These financial statements
do not include any adjustments relating to the recoverability and classification of assets, carrying amounts or the amount and
classification of liabilities that may be required should the Company be unable to continue as a going concern.
NOTE 2 - BASIS
OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
|
A.
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Unaudited Interim Financial Statements
|
The
accompanying unaudited interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting
principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of U.S.
Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required
by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included (consisting only of normal recurring adjustments except as otherwise discussed).
For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s
Annual Report on Form 10-K for the year ended December 31, 2018.
Operating
results for the three months ended March 31, 2019, are not necessarily indicative of the results that may be expected for the year
ended December 31, 2019.
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B.
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Significant Accounting Policies
|
The
significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements
are identical to those applied in the preparation of the latest annual financial statements.
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C.
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Recent Accounting Standards
|
On
January 1, 2019 the Company adopted ASU 2016-02, "Leases" (Topic 842) (“ASU 2016-02”) using the
modified retrospective approach for all lease arrangements at the beginning period of adoption. Results for the reporting period
beginning January 1, 2019 are presented under ASU 2016-02, which requires, among other items, lessees to recognize a right-of-use
asset (“ROU assets”) and lease liability for most leases. Upon adoption of the new lease standard, the Company recorded
right of use assets of $3,197 and lease liabilities of $3,197 in connection with its operating leases. See Note 6 for additional
information regarding our commitments under various lease obligations.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 2 - BASIS
OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Cont.):
Lease Accounting Policy
Arrangements that are determined
to be leases at inception are recognized in long-term ROU assets and long-term lease liabilities in the condensed consolidated
balance sheet at lease commencement. Operating lease ROU assets and operating lease liabilities are recognized based on the present
value of the future fixed lease payments over the lease term at commencement date. As most of the Company’s leases do not
provide an implicit rate, the Company applies its incremental borrowing rate based on the economic environment at commencement
date in determining the present value of future payments. Lease terms may include options to extend or terminate the lease when
it is reasonably certain that the Company will exercise that option. Lease expense for operating leases or payments are recognized
on a straight-line basis over the lease term.
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C.
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Recent Accounting Standards (Cont.):
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In June 2016, the FASB issued
a new standard requiring measurement and recognition of expected credit losses on certain types of financial instruments. It also
modifies the impairment model for available-for-sale debt securities and provides for a simplified accounting model for purchased
financial assets with credit deterioration since their origination. This standard is effective for us in the first quarter of 2020;
early adoption is permitted beginning in the first quarter of 2019. It is required to be applied on a modified-retrospective approach
with certain elements being adopted prospectively. The Company does not expect that the adoption of this standard will have a significant
impact on the financial position or results of operations.
In June 2018, the FASB issued
ASU No. 2018-07 “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.”
These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes share-based payments
to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based
payments to nonemployees and employees will be substantially aligned. The ASU supersedes Subtopic 505-50, Equity - Equity-Based
Payments to Non-Employees. The guidance is effective for public companies for fiscal years beginning after December 15, 2018, including
interim periods within that fiscal year. The ASU 2018-07 does not have a material impact on the Company's consolidated financial statements.
The
preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the
amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 3 - RESEARCH
AND LICENSE AGREEMENT
The
Company entered into a Research and License Agreement, as amended and restated, with Ramot (the “License Agreement”).
Pursuant to the remuneration terms of the License Agreement, the Company has agreed to pay Ramot royalties on Net Sales of the
Licensed Product as follows:
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a)
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So long as the making, producing, manufacturing, using, marketing,
selling, importing or exporting (collectively, the “Commercialization”) of such Licensed Product is covered by a Valid
Claim or is covered by Orphan Drug Status, the Company shall pay Ramot a royalty of 5% of the Net Sales received by the Company
and resulting from such Commercialization; and
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b)
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In the event the Commercialization of the Licensed Product is
neither covered by a Valid Claim nor by Orphan Drug status, the Company shall pay Ramot a royalty of 3% of the Net Sales received
by the Company resulting from such Commercialization. This royalty shall be paid from the First Commercial Sale of the Licensed
Product and for a period of fifteen (15) years thereafter.
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Capitalized
terms set forth above which are not defined shall have the meanings attributed to them under the License Agreement.
NOTE 4 - SHORT
TERM INVESTMENTS
Short term
investments on March 31, 2019 and December 31, 2018 include bank deposits bearing annual interest rates varying from 0.05% to 3.15%,
with maturities of up to 8 months as of March 31, 2019 and December 31, 2018.
NOTE 5 - PREPAID
EXPENSES
In November 2017 the Company
has contracted with City of Hope's Center for Biomedicine and Genetics ("COH") to produce clinical supplies of NurOwn®
adult stem cells for the Company’s ongoing Phase 3 clinical study. In 2017 the Company has paid COH $2,665 advance payment.
The advance was recorded as prepaid expense and is amortized over the term of the agreement. As of December 31, 2018, $1,103 and
$276 were recorded as current and long-term prepaid expense, respectively. As of March 31, 2019, $1,103 were recorded as current
prepaid expense.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 6 – LEASES
On January 1, 2019 the
Company adopted ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”) using the modified retrospective
approach for all lease arrangements at the beginning of the period of adoption. Leases existing for the reporting period
beginning January 1, 2019 are presented under ASU 2016-02. The Company leases facilities, clinical research rooms, and
vehicles under operating leases. At March 31, 2019, the Company’s ROU assets and lease liabilities for operating leases
totaled $2,951 and $3,045, respectively. The impact of adopting the new lease standard was not material to the
Company’s condensed consolidated statement of operations for the periods presented.
Supplemental
cash flow information related to operating leases was as follows (unaudited):
|
|
Three Months
Ended March 31,
2019
|
|
Cash payments for operating leases
|
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$
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317
|
|
New operating lease assets obtained in exchange for operating lease liabilities
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$
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3,197
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As
of March 31, 2019, our operating leases had a weighted average remaining lease term of 2.7 years and a weighted average discount
rate of 8.25%. Future lease payments under operating leases as of March 31, 2019 were as follows (unaudited):
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Operating Leases
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Remainder of 2019
|
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$
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953
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2020
|
|
|
1,254
|
|
2021
|
|
|
1,186
|
|
Total future lease payments
|
|
|
3,393
|
|
Less imputed interest
|
|
|
(348
|
)
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Total lease liability balance
|
|
$
|
3,045
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NOTE 7 - DEFERRED
GRANT INCOME
In
July 2017 the Company received an award in the amount of $15,912 from CIRM to aid in funding the Company’s Phase 3 study
of NurOwn®, for the treatment of ALS. An aggregate amount of $12,550 and $9,050 related to the project was received through
March 31, 2019 and December 31, 2018, respectively. The award does not bear a royalty payment commitment nor is the award otherwise
refundable. $1,347 and $6,267 was recorded as participation by CIRM in research and development expenses during the three months
ended in March 31, 2019 and during the year ended December 31, 2018, respectively.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 8 - STOCK
CAPITAL
The
rights of Common Stock are as follows:
Holders of
Common Stock have the right to receive notice to participate and vote in general meetings of the Company, the right to a share
in the excess of assets upon liquidation of the Company and the right to receive dividends, if declared.
The
Common Stock is publicly traded on the NASDAQ Capital Market under the symbol BCLI.
Private
placements and public offerings:
On June 6, 2018, the Company
entered into a Warrant Exercise Agreement (the “Warrant Exercise Agreement”) with certain holders (the “Holders”)
of warrants (the “2015 Warrants”) to purchase Company Common Stock, which 2015 Warrants were originally issued in the
Company’s January 8, 2015 private placement. Pursuant to the Warrant Exercise Agreement, the Holders exercised their 2015
Warrants for a total of 2,458,201 shares of Common Stock (the “Exercised Shares”) at an amended exercise price of $5
per share. The warrant exercises generated gross cash proceeds to the Company of $12,291 ($12,040 net of issuance expenses). In
addition, the Company issued new warrants to the Holders to purchase an aggregate 2,458,201 unregistered shares of Common Stock,
at an exercise price of $9, with an expiration date of December 31, 2020 (the “New Warrants”).
The Warrant Exercise Agreement
also requires that to the extent that a Holder’s exercise of 2015 Warrants would result in such Holder exceeding the Beneficial
Ownership Limitation (as defined in the 2015 Warrants), such excess warrant shares shall be held for the benefit of such Warrant
Holder until such time as its right thereto would not result in the Holder exceeding the Beneficial Ownership Limitation. Per this
requirement, as of March 31, 2019, 212,499 of 2,458,201 shares to be issued pursuant to exercise of the 2015 Warrants have not
yet been issued and the relating proceeds at an amount of $1,040 were recorded as receipts on account of shares.
The New Warrants have not been
registered under the Securities Act of 1933, as amended (the Securities Act), or state securities laws. The shares issuable upon
exercise of the New Warrants have been registered for resale on the Company’s registration statement on Form S-3 (File No.
333-225995). The Exercised Shares have been registered for resale on the Company’s registration statement on Form S-3 (File
No. 333-201704). The issuance of the Exercised Shares and New Warrants was exempt from the registration requirements of the Securities
Act pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities
Act and Rule 506 of Regulation D promulgated under the Securities Act.
Since its inception the Company
has raised approximately $59,000, net in cash in consideration for issuances of Common Stock and warrants in private placements
and public offerings as well as proceeds from warrants exercises.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 8 - STOCK CAPITAL (Cont.):
Stock
Plans:
As of March
31, 2019, the Company had outstanding awards for stock options under four stockholder approved plans: (i) the 2004 Global Stock
Option Plan and the Israeli Appendix thereto (the “2004 Global Plan”) (ii) the 2005 U.S. Stock Option and Incentive
Plan (the “2005 U.S. Plan,” and together with the 2004 Global Plan, the “Prior Plans”); (iii) the 2014
Global Share Option Plan and the Israeli Appendix thereto (which applies solely to participants who are residents of Israel) (the
“2014 Global Plan”); and (iv) the 2014 Stock Incentive Plan (the “2014 U.S. Plan” and together with the
2014 Global Plan, the “2014 Plans”).
The 2004
Global Plan and 2005 U.S. Plan expired on November 25, 2014 and March 28, 2015, respectively. Grants that were made under the Prior
Plans remain outstanding pursuant to their terms. The 2014 Plans were approved by the stockholders on August 14, 2014 (at which
time the Company ceased to issue awards under each of the 2005 U.S. Plan and 2004 Global Plan) and amended on June 21, 2016. Unless
otherwise stated, option grants prior to August 14, 2014 were made pursuant to the Company’s Prior Plans, and grants issued
on or after August 14, 2014 were made pursuant to the Company’s 2014 Plans, and expire on the tenth anniversary of the grant
date. The 2014 Plans have a shared pool of 4,000,000 shares of Common Stock available for issuance.
As of March 31, 2019, 2,035,461
shares were available for future issuances under the 2014 Plans. The exercise price of the options granted under the 2014 Plans
may not be less than the nominal value of the shares into which such options are exercised. Any options under the 2014 Plans that
are canceled or forfeited before expiration become available for future grants. The Governance, Nominating and Compensation Committee
(the “GNC Committee”) of the Board of Directors of the Company administers the Company’s stock incentive compensation
and equity-based plans.
Share-based
compensation to employees and to directors:
Employees:
Chaim Lebovits,
the Company’s Chief Executive Officer and President (i) was granted a stock option under the 2014 Global Plan on September
28, 2015 for the purchase of up to 369,619 shares of the Company’s Common Stock at a per share exercise price of $2.45, which
grant is fully vested and exercisable and shall be exercisable for a period of two years after termination of employment; (ii)
received on July 26, 2017, July 26, 2018, and is entitled to receive on each anniversary thereafter (provided he remains Chief
Executive Officer), a grant of 31,185 shares of restricted stock, each of which vests as to twenty-five percent (25%) of the award
on the first, second, third and fourth anniversary of the date of grant and is subject to accelerated vesting upon a Change of
Control (as defined in the Lebovits employment agreement) of the Company; and (iii) was granted on July 26, 2017 a fully vested
and exercisable option to purchase up to 41,580 shares of Common Stock, which shall remain exercisable until the 2nd anniversary
of the date of grant, regardless of whether Mr. Lebovits remains employed by the Company, with an exercise price per share of $4.81.
Dr. Ralph Kern, Chief Operating
Officer and Chief Medical Officer of the Company, received on March 6, 2017, March 6, 2018 and March 6, 2019, and is entitled to
receive on each anniversary thereafter (provided he remains employed by the Company), a grant of 35,885 shares of restricted stock,
each of which vests as to twenty-five percent (25%) of the award on the first, second, third and fourth anniversary of the date
of grant and is subject to accelerated vesting upon a Change of Control (as defined in the agreement) of the Company.
On March
6, 2017, Dr. Kern also received an option under the 2014 U.S. Plan to purchase up to 47,847 shares of Common Stock with an exercise
price per share of $4.18. The option was fully vested and exercisable and shall remain exercisable until the 2nd anniversary of
the date of grant, regardless of whether Dr. Kern remains employed by the Company.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE
8 - STOCK CAPITAL (Cont.):
Share-based
compensation to employees and to directors: (Cont.):
Employees
(Cont.):
Uri Yablonka,
the Company’s Executive Vice President, Chief Business Officer and director is granted a stock option for the purchase of
up to 13,333 shares of Common Stock on the first business day after each annual meeting of stockholders (or special meeting in
lieu thereof) of the Company (including on November 10, 2017 and November 30, 2018), each with an exercise price per share of $0.75,
and each of which vests and becomes exercisable in 12 monthly installments. The Company also granted Mr. Yablonka 5,543 shares
of restricted Common Stock on July 13, 2017.
On November
20, 2017, the Company granted to Eyal Rubin, the Company’s Chief Financial Officer, 25,000 shares of restricted Common Stock,
which fully vested on April 1, 2018. On November 20, 2017 the Company also granted to Mr. Rubin an option to purchase up to 93,686
shares of Common Stock, at an exercise price per share equal to $4.30 per share, which shall vest and become exercisable as to
25% of the shares underlying the Option on each of the first, second, third and fourth anniversary of the date of grant, subject
to accelerated vesting upon a Change of Control of the Company or a Material Secondary Public Offering of the Company (each as
defined in Mr. Rubin’s employment agreement).
On August
28, 2018, the Company granted Arturo Araya, Chief Commercial Officer of the Company an option to purchase 200,000 shares of Common
Stock, at an exercise price of $3.98 per share. 25% of the grant shall vest and become exercisable on each of the first, second,
third and fourth anniversaries of the grant date and subject to accelerated vesting upon a Change of Control (as defined in the
agreement). On August 28, 2018, Mr. Araya resigned from the GNC Committee, and the restricted stock previously granted to him in
connection with his service on the Board and the GNC Committee ceased vesting.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 8 - STOCK CAPITAL
(Cont.):
Share-based
compensation to employees and to directors: (Cont.):
Directors:
From 2005
through 2015, the Company granted its directors options to purchase an aggregate of 402,778 shares of Common Stock at an average
exercise price of $1.34 per share.
The Company’s
Second Amended and Restated Director Compensation Plan was approved in July 9, 2014 and amended on April 29, 2015, February 26,
2017 and July 13, 2017 (as amended, the “Director Compensation Plan”). The Director Compensation Plan governs Company
compensation of eligible non-employee director of the Company, except that certain non-employee directors have individualized compensation
and are not entitled receive annual director awards under the Director Compensation Plan, but are entitled to committee compensation
under the Director Compensation Plan in the event that they qualify for and serve as a member of any committee of the Board. The
Director Compensation Plan also determines the annual awards to be granted to qualified directors for their services in future
periods, which annual awards have had the same terms since 2014, as further detailed in the Director Compensation Plan.
During the
3 months ended March 31, 2019, the following grants were made under the 2014 Plans to eligible directors:
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-
|
On February 22, 2019 Dr. Anthony J. Polverino received 3,501 shares of restricted stock for his
service as a director.
|
Restricted
Stock:
The
Company awards stock and restricted stock to certain employees, officers, directors, and/or service providers. The restricted stock
vests in accordance with such conditions and restrictions determined by the GNC Committee. These conditions and restrictions may
include the achievement of certain performance goals and/or continued employment with the Company through a specified restricted
period. The purchase price (if any) of shares of restricted stock is determined by the GNC Committee. If the performance goals
and other restrictions are not attained, the grantee will automatically forfeit their unvested awards of restricted stock to the
Company. Compensation expense for restricted stock is based on fair market value at the grant date.
|
|
Number of Shares
of Restricted
Stock
|
|
|
Weighted Average
Grant Date Fair
Value
|
|
|
Weighted
Average
Remaining
Contractual
Term
(Years)
|
|
Nonvested as of December 31, 2018
|
|
|
152,908
|
|
|
|
3.96
|
|
|
|
1.56
|
|
Granted
|
|
|
45,294
|
|
|
|
3.91
|
|
|
|
|
|
Vested
|
|
|
29,283
|
|
|
|
3.73
|
|
|
|
|
|
Forfeitures
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
Nonvested as of March 31, 2019
|
|
|
168,919
|
|
|
|
3.99
|
|
|
|
1.72
|
|
Compensation expense recorded by the Company
in respect of its stock and restricted stock awards to certain employees, officers, directors, and/or service providers for the
three months ended March 31, 2019 amounted to $104.
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 8 - STOCK CAPITAL
(Cont.):
Share-based
compensation to employees and to directors: (Cont.):
A
summary of the Company's option activity related to options to employees and directors, and related information is as follows:
|
|
For the Three months ended
March 31, 2019
|
|
|
|
Amount of
options *
|
|
|
Weighted
average
exercise
price
|
|
|
Aggregate
intrinsic
value
|
|
|
|
|
|
|
$
|
|
|
$
|
|
Outstanding at beginning of period
|
|
|
1,496,287
|
|
|
|
3.0581
|
|
|
|
|
|
Granted
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
Cancelled
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
Outstanding at end of period
|
|
|
1,496,287
|
|
|
|
3.0581
|
|
|
|
1,918,058
|
|
Vested and expected-to-vest at end of period
|
|
|
850,245
|
|
|
|
2.3580
|
|
|
|
1,685,207
|
|
* Represents Employee Stock
Options only (not including RSUs).
BRAINSTORM CELL
THERAPEUTICS INC. AND SUBSIDIARIES
U.S.
dollars in thousands
(Except share data
and exercise prices)
Notes to the Interim
Condensed Consolidated Financial Statements
NOTE 8 - STOCK CAPITAL (Cont.):
Share-based
compensation to employees and to directors: (Cont.):
Directors
(Cont.):
The aggregate
intrinsic value in the table above represents the total intrinsic value (the difference between the fair market value of the Company’s
shares on March 31, 2019, multiplied by the number of in-the-money options on those dates) that would have been received by the
option holders had all option holders exercised their options on those dates.
Compensation
expense recorded by the Company in respect of its stock-based employees and directors compensation awards in accordance with ASC
718-10 for the three months ended March 31, 2019 and 2018 amounted to $312 and $227, respectively.
Shares
and warrants to investors and service providers:
On March 26, 2019, the Company
issued to its legal advisor 5,908 shares of Common Stock for certain 2018 legal services. The related compensation expense was
recorded as general and administrative expense in 2018.
Total
Stock-Based Compensation Expense
The total stock-based compensation
expense, related to shares, options and warrants granted to employees, directors and service providers was comprised, at each period,
as follows:
|
|
Three months ended
March 31,
|
|
|
|
2019
|
|
|
2018
|
|
|
|
|
|
Research and development
|
|
|
28
|
|
|
|
22
|
|
General and administrative
|
|
|
309
|
|
|
|
205
|
|
Total stock-based compensation expense
|
|
|
337
|
|
|
|
227
|
|
NOTE 9 - SUBSEQUENT
EVENTS
In accordance with ASC 855
“Subsequent Events” the Company evaluated subsequent events through the date the condensed consolidated financial
statements were issued. The Company concluded that no subsequent events have occurred that would require recognition or disclosure
in the condensed consolidated financial statements.