BioTime, Inc. (NYSE MKT: BTX) and its subsidiary Cell
Cure Neurosciences Ltd. (Cell Cure) today announced that they have
entered into a share purchase agreement through which BioTime agreed to
purchase 87,456 Cell Cure ordinary shares in exchange for 906,735
BioTime common shares. As a result of the share purchase, BioTime will
own, directly and through its wholly owned subsidiary ES Cell
International Pte. Ltd., approximately 62.6% of the outstanding ordinary
shares of Cell Cure.
The number of BioTime common shares that will be issued to acquire the
Cell Cure shares was based upon an average market price of $3.86 per
BioTime common share determined on the basis of the ten actual trading
days prior to November 1, 2012. Under the Share Purchase Agreement,
BioTime may be required to issue additional common shares to Cell Cure,
or Cell Cure may be required to issue additional Cell Cure ordinary
shares to BioTime, depending upon whether the market value of BioTime
common shares increases or decreases by more than 15%, based upon the
average closing price for the ten trading days commencing on May 1,
2013. If the market value of BioTime common shares declines by more than
15%, then BioTime will issue an additional number of shares required to
make the value of the total number of common shares issued equal to $3.5
million, less the initial $3.86 market price multiplied by any BioTime
common shares sold by Cell Cure prior to that date, and subject to a
maximum 33% increase in the number of BioTime shares issued. Conversely,
if the value of BioTime shares increases by more than 15% as of such
date, Cell Cure will be required to issue to BioTime a number of
additional Cell Cure ordinary shares sufficient to bring the value of
the Cell Cure shares issued to BioTime under the Share Purchase
Agreement to the value of the BioTime common shares issued, also
determined on the basis of a ten-day trading period commencing on May 1,
2013, but subject to a 33% maximum increase in the number of Cell Cure
shares issued.
Cell Cure is engaged in the research and development of human cell-based
therapies for the treatment of retinal and neural degenerative diseases.
It is currently focusing its efforts on developing cells for the
treatment of macular degeneration as well as working on other neural
degenerative diseases. Cell Cure’s lead product under development is OpRegen®,
a proprietary formulation of retinal cells designed to provide a
long-term therapy for dry age-related macular degeneration, the leading
cause of blindness in the aging population. Plans for the development of OpRegen®
include filing an application to commence human clinical trials in 2013.
A shelf registration statement of the BioTime common shares to be issued
to Cell Cure has been filed with the Securities and Exchange Commission
(SEC) and has been declared effective. A prospectus supplement relating
to the offering will be filed with the SEC. A written prospectus,
including the prospectus supplement, when filed, meeting the
requirements of Section 10 of the Securities Act of 1933, as amended,
may be obtained upon request from BioTime by contacting Peter Garcia,
Chief Financial Officer, at 510-521-3390 ext. 367 or pgarcia@biotimemail.com.
This announcement is neither an offer to sell nor a solicitation of an
offer to buy any BioTime common shares. No offer, solicitation, or sale
will be made in any jurisdiction in which such offer, solicitation, or
sale is unlawful.
About BioTime, Inc.
BioTime, headquartered in Alameda, California, is a biotechnology
company focused on regenerative medicine and blood plasma volume
expanders. Its broad platform of stem cell technologies is enhanced
through subsidiaries focused on specific fields of application. BioTime
develops and markets research products in the field of stem cells and
regenerative medicine, including a wide array of proprietary ACTCellerate™
cell lines, HyStem® hydrogels, culture media, and
differentiation kits. BioTime is developing Renevia™ (formerly
known as HyStem®-Rx), a biocompatible,
implantable hyaluronan and collagen-based matrix for cell delivery in
human clinical applications. BioTime's therapeutic product development
strategy is pursued through subsidiaries that focus on specific organ
systems and related diseases for which there is a high unmet medical
need. BioTime's majority-owned subsidiary Cell Cure Neurosciences Ltd.
is developing therapeutic products derived from stem cells for the
treatment of retinal and neural degenerative diseases. BioTime's
subsidiary OrthoCyte Corporation is developing therapeutic applications
of stem cells to treat orthopedic diseases and injuries. Another
subsidiary, OncoCyte Corporation, focuses on the diagnostic and
therapeutic applications of stem cell technology in cancer, including
the diagnostic product PanC-Dx™ currently being developed for the
detection of cancer in blood samples. ReCyte Therapeutics, Inc. is
developing applications of BioTime's proprietary induced pluripotent
stem cell technology to reverse the developmental aging of human cells
to treat cardiovascular and blood cell diseases. BioTime's subsidiary
LifeMap Sciences, Inc. markets GeneCards®, the leading
human gene database, and is developing an integrated database suite to
complement GeneCards® that will also include the LifeMap™
database of embryonic development, stem cell research, and regenerative
medicine, and MalaCards, the human disease database. LifeMap will
also market BioTime research products. BioTime's lead product, Hextend®,
is a blood plasma volume expander manufactured and distributed in the
U.S. by Hospira, Inc. and in South Korea by CJ CheilJedang Corporation
under exclusive licensing agreements. Additional information about
BioTime can be found on the web at www.biotimeinc.com.
Forward-Looking Statements
Statements pertaining to future financial and/or operating results,
future growth in research, technology, clinical development, and
potential opportunities for BioTime and its subsidiaries, along with
other statements about the future expectations, beliefs, goals, plans,
or prospects expressed by management constitute forward-looking
statements. Any statements that are not historical fact (including, but
not limited to statements that contain words such as “will”, “believes”,
“plans”, “anticipates”, “expects”, “estimates”) should also be
considered to be forward-looking statements. Forward-looking statements
involve risks and uncertainties, including, without limitation, risks
inherent in the development and/or commercialization of potential
products, uncertainty in the results of clinical trials or regulatory
approvals, need and ability to obtain future capital, and maintenance of
intellectual property rights. Actual results may differ materially from
the results anticipated in these forward-looking statements and as such
should be evaluated together with the many uncertainties that affect the
business of BioTime and its subsidiaries, particularly those mentioned
in the cautionary statements found in BioTime's Securities and Exchange
Commission filings. BioTime disclaims any intent or obligation to update
these forward-looking statements.
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