SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
KINGSLEY ALFRED D

(Last) (First) (Middle)
110 E. 59TH STREET
SUITE 3203

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BIOTIME INC [ BTX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
13D Group-10% Owner
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Shares, no par value 1,888,709(1) D
Common Shares, no par value 814,460(2) I By Greenbelt Corp.
Common Shares, no par value 90,750 I By Greenway Partners, LP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Standby Purchase Commitment(3) $1.4 12/10/2003 J 0(3)(3) (3) (3) Common Shares 718,343 (3) 0(3) D
Standby Purchase Commitment(3) (3) (3) (3) Warrants 359,171 0(3) D
Purchase Right(3) $1.4 12/10/2003 J 0(3)(3) (3) (3) Common Shares 107,142 (3) 0(3) D
Purchase Right(3) (3) (3) (3) Warrants 53,571 0(3) D
Warrants(3) $2 12/10/2003 J 335,227(3) (3) 01/14/2007 Common Shares 335,227 (3) 747,969(3) D
Explanation of Responses:
1. Does not include shares that Mr. Kingsley may acquire through the exercise of warrants or other derivative securities described in Table II.
2. Includes 60,000 shares issuable on January 2, 2004 and 20,000 shares issuable on March 31, 2004 to Greenbelt Corp. for performance of services under a Consulting Agreement.
3. See attached footnotes page.
Remarks:
This filing shall not be deemed an admission that the undersigned is for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of any equity securities owned indirectly.
/s/ Alfred D. Kingsley 12/12/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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1. Name and Address of Reporting Person:
Alfred D. Kingsley
110 E. 59th
Street, Suite 3203
New York, NY 10022

2.  Name of Issuer and Ticker
or Trading Symbol
BioTime, Inc. (BTX)

Statement for December/10/03


Footnote (3)
On December 10, 2003, BioTime, Inc. commenced a
subscription rights offer to its shareholders.  BioTime shareholders will
receive one subscription right for each share owned, and the rights will
entitle the holders to purchase one "Unit" for every eight subscription
rights owned (the "Rights Offer"). The subscription price of the Units is
$1.40 per Unit.  Each Unit will consist of one new common share and
one-half of a warrant to purchase an additional common share.  Mr. Kingsley
has entered into a Standby Purchase Agreement with BioTime in which he has
agreed to purchase up to 718,343 Units that remain unsold at the conclusion
of the Rights Offer, excluding Units that the Company has authorized to
issue to fill over-subscriptions.  Of those Units, 133,928 must be
purchased for cash, and 584,415 must be purchased by exchanging a principal
amount of BioTime Series 2001-A debentures ("Debentures") equal to the
subscription price of the Units.

Upon the conclusion of the Rights
Offer, BioTime also will offer to sell an additional 428,571 Units at the
subscription price directly to Mr. Kingsley and certain other persons who
are named as "Guarantors" in the Standby Purchase Agreement.  Mr. Kingsley
will have the right but not the obligation to purchase 107,142 of these
Units.  Mr. Kingsley and each other Guarantor may purchase any Units not
purchased by other Guarantors or their designees, subject to proration
among the Guarantors who desire to purchase such Units.

Mr. Kingsley
has agreed to exchange $818,182 of Debentures for 584,415 Units, if the
Rights offer is over-subscribed so that BioTime issues all of the Units
reserved to fill excess over-subscriptions, and if the Guarantors purchase
all 428,571 additional Units offered to them.


The Company is
also offering all holders of its Debentures the opportunity to exchange up
to $1,500,000 of those Debentures for Units at the subscription price per
Unit.  It will be possible for Mr. Kingsley to acquire more than 584,415
Units in exchange for Debentures if the Participating Debenture Holders are
not required to exchange their Debentures for Units and if they (other than
Mr. Kingsley) and the other Debenture holders do not elect to voluntarily
exchange their full prorata share of Debentures for Units in the exchange
offer.  Mr. Kingsley has not determined the amount of his Debentures that
he will voluntarily exchange for Units.

Under the Standby Purchase
Agreement, BioTime has agreed to issue Mr. Kingsley 335,227 warrants as
part of the consideration for his agreement to purchase unsold Units in the
Rights Offer. The warrants will be issued five business days after
expiration of the Rights Offer.