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): November
15, 2007.
BioTime,
Inc.
(Exact
name of registrant as specified in its charter)
|
California
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1-12830
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94-3127919
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
6121
Hollis Street
Emeryville,
California 94608
(Address
of principal executive offices)
(510)
350-2940
(Registrant's
telephone number, including area code)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Statements
made in this Report that are not historical facts may constitute forward-looking
statements that are subject to risks and uncertainties that could cause actual
results to differ materially from those discussed. Such risks and uncertainties
include but are not limited to those discussed in this report and in BioTime's
Annual Report on Form 10-K filed with the Securities and Exchange Commission.
Words such as “expects,” “may,” “will,” “anticipates,” “intends,” “plans,”
“believes,” “seeks,” “estimates,” and similar expressions identify
forward-looking statements.
Section
2 - Financial Information
Item
2.02 - Results of Operations and Financial Condition
On
November 15, 2007 BioTime, Inc. issued a press release announcing its financial
results for the quarter and nine months ended September 30, 2007. A copy of
the
press release is attached as Exhibit 99.1, which, in its entirety, is
incorporated herein by reference.
Section
9 - Financial Statements and Exhibits
Item
9.01 - Financial Statements and Exhibits
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Exhibit
Number
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Description
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|
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99.1
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Press
release dated November 15, 2007
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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.
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BIOTIME,
INC.
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|
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Date: November
15, 2007
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By
/s/
Steven A. Seinberg
|
|
Chief
Financial Officer
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|
2
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Exhibit
Number
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Description
|
|
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99.1
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Press
release dated November 15, 2007
|
3
Exhibit
99.1
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BIOTIME,
INC.
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6121
Hollis Street
|
|
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Emeryville,
CA 94608
|
||
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Tel:
510-350-2940
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||
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Fax:
510-350-2948
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||
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www.biotimeinc.com
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For
Further Information:
Judith
Segall (510) 350-2940
BIOTIME
ANNOUNCES RESULTS FOR THIRD QUARTER 2007
EMERYVILLE,
CA, November 15, 2007 - BioTime,
Inc. (OTCBB: BTIM) today announced financial results for the third quarter
ended
September 30, 2007. Revenues for the three months ended September 30, 2007
consist primarily of royalties on sales of Hextend®
made by
Hospira, Inc. during the period beginning April 1, 2007 and ending June 30,
2007. Royalty revenues recognized for that three-month period were $183,093,
a
decrease of 27% from royalty revenues of $250,017 received during the same
period last year. The decrease in royalties primarily reflects a decrease in
sales to the United States Armed Forces. Sales to the Armed Forces generally
take the form of intermittent, large volume orders, and cannot be predicted
with
certainty. BioTime recognizes royalty revenues in the quarter in which sales
reports are received, rather than the quarter in which the sales took
place.
We
received royalties of $230,646
from Hospira during November 2007, based on Hextend sales during the three
months ended September 30, 2007. Royalties decreased 39% from royalty revenues
of $377,564 received during the same period last year. The decrease in royalties
is due to slower sales to the United States Armed Forces. This revenue will
be
reflected in our financial statements for the fourth quarter of 2007.
License
revenue increased slightly to $48,066 for the third quarter of 2007, from
$46,979 during the same period last year. License revenue reflects recognition
of revenue under our license agreement with CJ Corp. and our agreement with
Summit Pharmaceuticals International Corporation. Most of the increase in
revenue for the quarter consists of license fees received from CJ Corp. and
Summit Pharmaceuticals International Corporation during prior accounting periods
that were reflected as deferred revenues on BioTime’s balance sheet. We
recognize license fee revenue on an amortized basis based upon the expected
lives of the patents we license.
Although
BioTime's quarterly revenues were less than third quarter revenues a year ago,
total revenues for the nine months ended September 30, 2007 remain slightly
ahead of 2006 revenues, at $687,598 for 2007 compared with $681,933 for the
same
period last year.
BioTime
reported a net loss of $(213,491), or $(0.01) per basic and diluted share,
for
the three months ended September 30, 2007, compared with a net loss of
$(340,035), or $(0.02) per basic and diluted share, for the same period last
year.
Cash
and
cash equivalents totaled $13,760 at September 30, 2007, compared with $561,017
at December 31, 2006. Total shareholders' deficit was $(2,844,409) at September
30, 2007, compared with total shareholders' deficit of $(1,865,221) at December
31, 2006.
BioTime,
Inc.
Page
2 of
4
During
October, 2007, BioTime amended its Revolving Line of Credit Agreement to
increase the line of credit to $1,000,000 and extended the maturity date to
April 30, 2008. Loans under the line of credit will bear interest at 12% per
annum. The line of credit is collateralized by a security interest in BioTime’s
right to receive royalty and other payments under BioTime’s License Agreement
with Hospira, Inc. The line of credit may mature prior to April 30, 2008 if
BioTime receives an aggregate of $2,000,000 through the sale of capital stock,
the collection of licensing fees, signing fees, milestone fees, or similar
fees
in excess of $1,000,000, and funds borrowed from other lenders. As of September
30, 2007, $300,000 was drawn under the line of credit.
About
BioTime, Inc.
BioTime,
headquartered in Emeryville, 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 lead product Hextend®
is
manufactured and distributed in the U.S. by Hospira, Inc. and in South Korea
by
CJ Corp. under exclusive licensing agreements. BioTime has recently entered
the
field of regenerative medicine where it plans to develop new medical and
research products using embryonic stem cell technology. Information about
BioTime can be found on the web at www.biotimeinc.com.
Hextend®,
PentaLyte®,
and
HetaCool®
are
registered trademarks of BioTime, Inc.
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 success of BioTime in
developing new stem cell products and technologies; results of clinical trials
of BioTime products; the ability of BioTime and its licensees to obtain
additional FDA and foreign regulatory approval to market BioTime products;
competition from products manufactured and sold or being developed by other
companies; the price of and demand for BioTime products, and the ability of
BioTime to raise the capital needed to finance its current and planned
operations. Other factors that could affect BioTime’s operations and financial
condition are discussed in BioTime’s Annual Report on Form 10-KSB filed with the
Securities and Exchange Commission.
-Financial
Tables Follow-
BioTime,
Inc.
Page 3
of
4
BIOTIME,
INC.
CONDENSED
BALANCE SHEET
(unaudited)
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ASSETS
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September
30,
2007
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|||
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CURRENT
ASSETS:
|
||||
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Cash
and cash equivalents
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$
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13,760
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||
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Accounts
receivable
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4,909
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|||
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Prepaid
expenses and other current assets
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13,883
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|||
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Total
current assets
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32,552
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|||
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EQUIPMENT,
net of accumulated depreciation of $585,047
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8,504
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|||
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DEPOSITS
AND OTHER ASSETS
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20,976
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|||
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TOTAL
ASSETS
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$
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62,032
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LIABILITIES
AND SHAREHOLDERS' DEFICIT
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||||
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CURRENT
LIABILITIES:
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||||
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Accounts
payable and accrued liabilities
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$
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442,162
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||
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Current
portion of deferred license revenue
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193,633
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|||
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Lines
of credit payable
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353,931
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|||
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Other
current liabilities
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1,296
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|||
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Total
current liabilities
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991,022
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DEFERRED
LICENSE REVENUE - less current portion
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1,143,674
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ROYALTY
OBLIGATION
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761,215
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OTHER
LONG-TERM LIABILITIES
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10,530
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|||
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Total
long-term liabilities
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1,915,419
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COMMITMENTS
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||||
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SHAREHOLDERS'
DEFICIT:
|
||||
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Preferred
shares, no par value, undesignated as to Series, authorized 1,000,000
shares; none outstanding
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—
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|||
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Common
shares, no par value, authorized 50,000,000 shares; issued and outstanding
22,834,374
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40,579,321
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|||
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Contributed
capital
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93,973
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|||
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Accumulated
deficit
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(43,517,703
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)
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||
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Total
shareholders' deficit
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(2,844,409
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)
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||
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TOTAL
LIABILITIES AND SHAREHOLDERS' DEFICIT
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$
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62,032
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BioTime,
Inc.
Page 4
of
4
BIOTIME,
INC.
CONDENSED
STATEMENTS OF OPERATIONS
(Unaudited)
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|
Three
Months Ended
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Nine
Months Ended
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|||||||||||
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September
30, 2007
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September
30, 2006
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September
30, 2007
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September
30, 2006
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||||||||
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REVENUE:
|
|||||||||||||
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License
fees
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$
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48,066
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$
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46,979
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$
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141,565
|
$
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126,019
|
|||||
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Royalties
from product sales
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183,093
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250,017
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546,033
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555,914
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|||||||||
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Total
revenue
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231,159
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296,996
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687,598
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681,933
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|||||||||
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EXPENSES:
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|||||||||||||
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Research
and development
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(170,382
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)
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(304,562
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)
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(724,699
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)
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(954,369
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)
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|||||
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General
and administrative
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(216,443
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)
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(301,924
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)
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(927,877
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)
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(1,139,305
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)
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|||||
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Total
expenses
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(386,825
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)
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(606,486
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)
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(1,652,576
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)
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(2,093,674
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)
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|||||
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INTEREST
INCOME (EXPENSE) AND OTHER EXPENSES:
|
(57,825
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)
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(30,545
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)
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(146,452
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)
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(74,325
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)
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|||||
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NET
LOSS
|
$
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(213,491
|
)
|
$
|
(340,035
|
)
|
$
|
(1,111,430
|
)
|
$
|
(1,486,066
|
)
|
|
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LOSS
PER COMMON SHARE - BASIC AND DILUTED
|
$
|
(0.01
|
)
|
$
|
(0.02
|
)
|
$
|
(0.05
|
)
|
$
|
(0.07
|
)
|
|
|
WEIGHTED
AVERAGE NUMBER OF COMMON SHARES -
BASIC
AND DILUTED
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22,834,374
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22,574,324
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22,803,971
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22,525,747
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|||||||||