International Stem Cell Corporation (ISCO) has completed the sale of its wholly-owned subsidiary, Lifeline Cell Technology, LLC (LCT), to American Type Culture Collection, Inc. (ATCC). The transaction was finalized on September 1, 2026, following the execution of a Membership Interest Purchase Agreement on July 10, 2026.
Under the terms of the agreement, ISCO sold 100% of the membership interests in LCT. The adjusted purchase price for the transaction is $25,250,000. This figure is composed of a base purchase price of $25,000,000 plus a fixed cash add-back of $250,000, subject to a post-closing working capital true-up. ISCO received net cash proceeds of approximately $21.688 million at closing, with an additional $2.6 million classified as an escrow receivable. The escrow amount is held to cover estimated transaction costs and indemnification obligations.
In conjunction with the closing, ISCO filed unaudited pro forma condensed consolidated financial statements. These documents reflect the financial impact of the sale as if it had occurred on January 1, 2024. The pro forma balance sheet as of June 30, 2026, shows a significant increase in cash and cash equivalents to $22.777 million, driven by the transaction proceeds. The pro forma statements also indicate that the historical financial results of LCT will be reported as discontinued operations following the close of the deal.
The transaction was approved by ISCO’s stockholders on July 10, 2026, via written consent. The agreement includes customary representations, warranties, and covenants for both parties, as well as mutual non-disparagement provisions. ISCO’s other subsidiary, Lifeline Skin Care, Inc., remains with the company and is not included in this transaction.
