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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): May 13, 2004.
BioTime, Inc.
(Exact name of registrant as specified in its charter)
California 1-12830 94-3127919
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
935 Pardee Street
Berkeley, California 94710
(Address of principal executive offices)
(510) 845-9535
(Registrant's telephone number, including area code)
Item 7. Financial Statements and Exhibits
(c) Exhibits.
Exhibit
Numbers Description
99.1 Press Release dated May 13, 2004.
Item 12. Results of Operations and Financial Condition
On May 13, 2004, BioTime, Inc. issued a press release announcing its
financial results for the first quarter of 2004. A copy of the press release is
attached as Exhibit 99.1, which, in its entirely, is incorporated herein by
reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BIOTIME, INC.
Date: May 13, 2004 By /s/ Judith Segall
----------------------------------
Vice President - Operations
Member, Office of the President
2
Exhibit
Numbers Description
99.1 Press Release dated May 13, 2004
3
Exhibit 99.1
BioTime Announces Strong Royalty Revenue Increase for First
Quarter 2004
BERKELEY, Calif.--(BUSINESS WIRE)--May 13, 2004--BioTime, Inc.
(AMEX:BTX):
-- 20% Increase in Royalty Revenue Recognized on Hextend(R) Sales
for First Quarter
-- 35% Increase in Total Revenue for First Quarter
-- 118% Increase in Hextend Royalties on Hextend Sales during
First Quarter
-- Abbott Laboratories Assigns Hextend License to Hospital
Products Spin-off Hospira, Inc.
-- Successful Rights Offering Completed; Long-Term Debt
Eliminated
BioTime, Inc. (AMEX:BTX) today announced financial results for the first
quarter ended March 31, 2004.
Royalty revenues from Hextend(R) product sales by Abbott Laboratories
increased 20% to $115,887 for the first quarter of 2004, from $96,622 during the
same period last year. BioTime's total quarterly revenue increased 35% to
$130,700 for the first quarter of 2004, from $96,622 for the same period last
year. The Company recognizes royalty revenues in the quarter in which the sales
report is received, rather than the quarter in which the sales took place.
Therefore, revenues for the three months ended March 31, 2004 included royalties
on sales made by Abbott during the three months ended December 31, 2003.
BioTime received $181,274 in royalties from Abbott Laboratories based on
Hextend sales during the three months ended March 31, 2004. This represents an
increase of 118% over royalties of $83,234 received during the same period last
year. This revenue will be recognized in the Company's financial statements for
the second quarter ending June 30, 2004.
"Hextend sales to the U.S. Armed Forces during the first three months of
this year contributed to a significant portion of the increase in royalties we
received," said Judith Segall, BioTime Vice President of Operations, Office of
the President. "Hextend is the preferred resuscitation fluid of the U.S. Special
Operations Command. Because the military purchases Hextend in intermittent,
large volume orders, it is difficult to predict sales to them in subsequent
quarters."
"Increased sales of Hextend to hospitals during the first quarter also
contributed to higher royalties received. The use of Hextend in leading U.S.
hospitals and teaching universities, hospital chains and HMOs offers a valuable
endorsement of its medical importance, and points to favorable long-term sales
growth potential as use of the product begins to proliferate within smaller
hospitals around the nation," Segall added.
Effective May 3, 2004, Abbott Laboratories, BioTime's exclusive North
American licensing partner for Hextend, spun off most of its hospital products
division business into a new company called Hospira, Inc. (NYSE: HSP). Hospira
is among the largest hospital products manufacturers in the U.S., and Abbott's
license to manufacture and market Hextend has been assigned to the new company.
Research and development expenses for the first quarter of 2004 totaled
$227,806, compared to $224,536 for the first quarter of 2003. The increase was
primarily attributable to an increase in outside research costs. General and
administrative expenses for the first quarter of 2004 totaled $408,392, compared
to $337,768. The increase in general and administrative expenses was primarily
due to increases in printing costs, general and administrative consulting fees,
and trademark expenses; partially offset by decreases in legal and accounting
fees.
BioTime completed a subscription rights offer of common stock and warrants
during January 2004, raising $3,584,424 through the sale of 2,560,303 common
shares and 1,280,073 warrants. Following the completion of the rights offer,
BioTime raised an additional $600,000 by selling an additional 428,571 common
shares and 214,284 warrants under a Standby Purchase Agreement to certain
persons who acted as Guarantors of the rights offer. BioTime was able to
eliminate its $3,350,000 of debenture indebtedness during the first quarter of
2004 by using a portion of the proceeds of the rights offer to repay $1,850,000
of debentures in cash, and by issuing a total of 1,071,428 common shares and
535,712 common share purchase warrants in exchange for $1,500,000 of debentures.
Net interest expense totaled $1,137,444 for the three months ended March 31,
2004, compared to net interest expense of $205,447 for the three months ended
March 31, 2003. The increase reflects interest expense of $1,106,392
attributable to the excess of the fair value of consideration given to the
debenture holders who exchanged their debentures for BioTime common shares and
warrants over the carrying amount of the debentures at the time of the exchange.
BioTime reported a net loss of $(1,642,942), or $(0.10) per basic and
diluted share, for the three months ended March 31, 2004, compared to a net loss
of $(751,129), or $(0.06) per basic and diluted share, for the three months
ended March 31, 2003.
Cash and cash equivalents totaled $2,119,803 at March 31, 2004, compared
with $717,184 at December 31, 2003. Total shareholders' equity was $1,702,400 at
March 31, 2004, compared with total shareholders' deficit of $(2,430,551) at
December 31, 2003. As of March 31, 2004, the Company had no long-term debt.
About BioTime, Inc.
BioTime, headquartered in Berkeley, California develops blood plasma volume
expanders, blood replacement solutions for hypothermic (low temperature)
surgery, organ preservation solutions and technology for use in surgery,
emergency trauma treatment and other applications. BioTime's FDA approved lead
product Hextend(R) is manufactured and marketed in the U.S. and Canada by Abbott
Laboratories' global hospital products spin-off Hospira, Inc. under an exclusive
licensing agreement. Information about BioTime can be found on the web at
www.biotimeinc.com.
Forward Looking Statements
The matters discussed in this press release include forward-looking
statements which are subject to various risks, uncertainties and other factors
that could cause actual results to differ materially from the results
anticipated. Such risks and uncertainties include but are not limited to the
results of clinical trials of BioTime products; the ability of BioTime and its
licensees to obtain FDA and foreign regulatory approval to market BioTime
products; competition from products manufactured and sold or being developed by
other companies; and the price of and demand for BioTime products. Other risk
factors are discussed in BioTime's Annual Report on Form 10-K filed with the
Securities and Exchange Commission.
BIOTIME, INC.
(A Development Stage Company)
CONDENSED BALANCE SHEETS
March 31, December 31,
2004 2003
------------ ------------
(Unaudited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents $2,119,803 $717,184
Prepaid expenses and other current assets 108,360 289,865
------------ ------------
Total current assets 2,228,163 1,007,049
EQUIPMENT, net of accumulated depreciation
of $543,982 and $532,663, respectively 37,127 48,446
DEPOSITS AND OTHER ASSETS 16,050 16,050
------------ ------------
TOTAL ASSETS $2,281,340 $1,071,545
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities $185,190 $408,891
Current portion of debentures, net of
discount of $664,608 - 2,685,392
------------ ------------
Total current liabilities 185,190 3,094,283
DEFERRED LICENSE REVENUE 393,750 407,813
COMMITMENTS - -
SHAREHOLDERS' EQUITY (DEFICIT):
Preferred Shares, no par value, undesignated
as to Series, authorized 1,000,000
shares; none outstanding - -
Common Shares, no par value, authorized
40,000,000 shares; issued and outstanding
shares; 17,775,249 and 13,654,949,
respectively 38,633,445 32,857,552
Contributed Capital 93,972 93,972
Deficit accumulated during development stage (37,025,017) (35,382,075)
------------ ------------
Total shareholders' equity (deficit) 1,702,400 (2,430,551)
------------ ------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
(DEFICIT) $2,281,340 $1,071,545
============ ============
BIOTIME, INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF OPERATIONS
(unaudited)
Three Months Ended Period from Inception
March 31, (November 30, 1990) to
2004 2003 March 31, 2004
------------ ----------- ---------------------
REVENUE:
License fees $14,813 $- $2,557,000
Royalty from product
sales 115,887 96,622 1,187,172
Reimbursed regulatory
fees - - 34,379
------------ ----------- ---------------------
Total revenue 130,700 96,622 3,778,551
------------ ----------- ---------------------
EXPENSES:
Research and
development (227,806) (224,536) (23,864,832)
General and
administrative (408,392) (337,768) (16,414,990)
------------ ----------- ---------------------
Total expenses (636,198) (562,304) (40,279,822)
------------ ----------- ---------------------
INTEREST INCOME
(EXPENSE) AND OTHER: (1,137,444) (205,447) (416,395)
------------ ----------- ---------------------
Loss before income
taxes (1,642,942) (671,129) (36,917,666)
Foreign Taxes - (80,000) (82,520)
------------ ----------- ---------------------
------------ ----------- ---------------------
NET LOSS $(1,642,942) $(751,129) $(37,000,186)
============ =========== =====================
BASIC AND DILUTED LOSS
PER SHARE $(0.10) $(0.06)
============ ===========
COMMON AND EQUIVALENT
SHARES USED IN
COMPUTING PER SHARE
AMOUNTS:
BASIC AND DILUTED 16,337,128 13,564,545
============ ===========
CONTACT: BioTime, Inc.
Judith Segall, 510-845-9535
or
Financial Relations Board
Kristen McNally, 310-407-6548
(Investor/Analyst Information)
kmcnally@financialrelationsboard.com