Clinical Trials and Pipeline Development - OpRegen (RG6501) is currently in a Phase 2a multicenter clinical trial for the treatment of geographic atrophy secondary to age-related macular degeneration[400] - OPC1, an allogeneic oligodendrocyte progenitor cell therapy, has been tested in two clinical trials and received a 14.3milliongrantfromCIRM[401]−ThecompanyexpectstoopenthefirstclinicalsitefortheDOSEDstudyevaluatingOPC1inthesecondquarterof2024[402]−Thecompany′sneurosciencepipelineincludesRG6501,OPC1,ANP1,PNC1,andRND1,withRND1beingdevelopedincollaborationwithEternaTherapeutics[407]−TheFDAgrantedorphandrugdesignationtoOPC1forthetreatmentofacutespinalcordinjuries,butthereisnoguaranteethecompanywillmaintainorobtainthebenefitsassociatedwithsuchdesignation[22]FinancialPerformanceandRevenue−Totalrevenuesfor2023were8.9 million, a decrease of 5.8million(3914.7 million in 2022[424] - Collaboration revenues decreased by 5.8million(437.6 million in 2023, primarily due to lower revenues under the Roche Agreement[424][425] - Royalties, license, and other revenues increased slightly by 21,000(21.4 million in 2023[424] - Gross profit decreased by 5.7million(418.3 million in 2023, driven by the decline in collaboration revenues[424] - Total revenues for 2023 decreased by 39% to 8.9millioncomparedto14.7 million in 2022, primarily due to a 5.8milliondecreaseincollaborationrevenuesundertheRocheAgreement[424][425]−Collaborationrevenuesfor2023were7.6 million, a 43% decrease from 13.4millionin2022[424]ResearchandDevelopmentExpenses−Researchanddevelopmentexpensesareexpectedtofluctuatebasedonthestageofdevelopmentforeachcelltherapyprogram,resourceavailability,andtimingofcontractualobligations[415]−Totalresearchanddevelopmentexpensesincreasedby1.7 million (12%) year-over-year to 15.7millionin2023,drivenbyincreasesinOpRegen(0.4 million), OPC1 (1.2million),andpreclinicalprograms(2.0 million)[430][432] - OpRegen and OPC1 programs accounted for 35% (5.5million)and396.2 million) of total R&D expenses in 2023, respectively[432] - Research and development expenses increased by 12% to 15.7millionin2023,drivenbya1.2 million increase in the OPC1 program and a 2.0millionincreaseinpreclinicalprograms[430][432]GeneralandAdministrativeExpenses−Generalandadministrativeexpensesdecreasedby5.2 million (23%) year-over-year to 17.3millionin2023,primarilyduetoa4.2 million reduction in legal and litigation expenses[430][433] - General and administrative expenses decreased by 23% to 17.3millionin2023,primarilyduetoa4.2 million reduction in legal and litigation expenses[430][433] Cash Flow and Financial Position - Net loss from operations was 24.7millionin2023,withnegativecashflowfromoperationsof28.6 million[442] - As of December 31, 2023, the company had 35.5millionincash,cashequivalents,andmarketablesecurities,andraisedanadditional13.8 million in net proceeds through a registered direct offering in February 2024[442] - Accumulated deficit reached 384.9millionasofDecember31,2023,withexpectationsofcontinuedsignificantoperatinglossesintheforeseeablefuture[442]−AsofDecember31,2023,thecompanyhadanaccumulateddeficitof384.9 million and 35.5millionincash,cashequivalents,andmarketablesecurities[442]−InFebruary2024,thecompanyraisedapproximately13.8 million in net proceeds through a registered direct offering of common shares[442] - The company issued and sold 4,774,603 common shares under its at-the-market offering program in 2023, generating gross proceeds of 6.6million[443]InterestandInvestmentIncome−Interestincomeincreasedby0.8 million (97%) year-over-year to 1.6millionin2023duetoinvestmentsinshort−termU.S.Treasurysecuritiesandrisinginterestrates[434]−Netlossonmarketableequitysecuritiesdecreasedby2.0 million (92%) year-over-year to 0.2millionin2023,primarilyduetochangesinthefairmarketvalueofsecurities[435][436]−Interestincomeincreasedby971.6 million in 2023, driven by investments in short-term U.S. Treasury securities and rising interest rates[434] - Net loss on marketable equity securities was 0.2millionin2023,comparedto2.2 million in 2022, primarily due to changes in the fair market value of securities[434][436] Tax and Deferred Tax Assets - The company recorded a 1.8milliondeferredtaxbenefitin2023duetotheabilitytooffsetcertaindeferredtaxassetsagainstthedeferredtaxliabilityassociatedwithin−processresearchanddevelopment[440]−Thecompanyaccountsforincometaxesusingtheassetandliabilitymethod,withvaluationallowancesestablishedwhennecessarytoreducedeferredtaxassets[418]−Thecompanyrecordeda1.8 million deferred tax benefit in 2023 due to the release of a valuation allowance related to deferred tax assets[440] Risks and Challenges - The company's operations in Israel may be materially impacted by the ongoing Israel-Hamas war, with potential adverse effects on financial condition and operating results[409] - The company's manufacturing facility in Jerusalem, Israel, is exposed to risks from political and economic instability, which could disrupt operations[409] - The ongoing Israel-Hamas war could materially adversely impact the company's business, operations, and ability to raise capital[409] - The company's manufacturing operations are conducted in Jerusalem, Israel, making it vulnerable to political and economic instability in the region[409] - The company has incurred operating losses since inception and cannot predict if or when it will achieve profitability[20] - The company's investigational allogeneic cell therapies face significant challenges due to their novel approach, with clinical development being lengthy, expensive, and uncertain in timing and outcome[20] - The company relies heavily on its collaboration with Roche for the development and commercialization of RG6501 (OpRegen®), and failure or termination of this collaboration could significantly delay regulatory approval and revenue potential[20] - Manufacturing operations are concentrated in Jerusalem, Israel, exposing the company to risks from political, economic, and conflict-related disruptions in the region[20] - The company has received Israeli government grants for R&D activities, which impose conditions and potential penalties for manufacturing or transferring technologies outside Israel[20] - The company depends on CIRM grant funding for clinical development of OPC1, and failure to secure additional funding could delay or halt the DOSED clinical study[20] - The company has limited experience in manufacturing product candidates at a clinical scale and no experience at a commercial scale, which could lead to delays or failures in development and commercialization[22] - The company faces significant competition, with the risk that competitors may develop more effective, safer, or less expensive therapies[22] - The company currently lacks a marketing and sales force or distribution capabilities, which could hinder commercialization efforts[22] - The company's intellectual property may be insufficient to protect its products, and it could face infringement claims from third parties[22] - The company faces potential product liability claims, which could result in substantial liability and costs if successful claims are brought against it[22] - The company currently has no marketing and sales force or distribution capabilities[22] - The company relies on third parties for the development of its product candidates, which may lead to increased costs and delays in clinical trials[22] Collaboration and Licensing Agreements - The company received a 50.0millionupfrontpaymentfromRocheinJanuary2022andiseligibleforuptoanadditional620.0 million in milestone payments related to the OpRegen program[400] - The company is eligible to receive tiered double-digit percentage royalties on net sales of OpRegen in the U.S. and other major markets[400] - The company's revenue recognition under collaborative agreements involves significant judgment, particularly in estimating collaboration costs and allocating transaction prices[412][413] - The company's revenue recognition under collaborative agreements requires significant judgment, particularly in estimating collaboration costs and allocating transaction prices[413] Accounting and Financial Reporting - The company relies on critical accounting estimates, including revenue recognition, R&D costs, and impairment of long-lived intangible assets, which could materially affect financial results[410][412][416] - The company reviews long-lived intangible assets for impairment and recognizes impairment if the carrying amount exceeds the estimated fair value[416] - Goodwill and acquired in-process research and development (IPR&D) assets are tested for impairment annually or when events indicate potential impairment[417] - The company's stock-based compensation expense is determined using the Black-Scholes model, with assumptions that could materially affect financial statements[420][422] - The company's deferred tax assets and liabilities are subject to changes in market conditions, tax laws, and planning strategies, which could impact future financial statements[418][419] Foreign Currency and Other Financial Items - Foreign currency transaction losses decreased by 1.5millionyear−over−yearto0.5 million in 2023, offset by a $0.5 million employee retention credit under the CARES Act[437][438]