BIOTIME COMMENCES RIGHTS OFFER
BERKELEY, Calif.--Dec. 11, 2003--BioTime, Inc. (AMEX:BTX) announced today that it commenced its rights offer under which it will distribute subscription rights ("Rights") to the holders of its common shares entitling each holder to subscribe for and purchase one "Unit" for every eight Rights held. Each Unit will consist of one new common share and one-half of a warrant to purchase an additional common share. The subscription price for the Units is $1.40 per Unit. Each full warrant will entitle the holder to purchase one common share for $2.00 per share and will expire on January 14, 2007. The rights offer will expire at 5:00 p.m. New York time on December 31, 2003. BioTime shareholders will receive one Right for each common share held as of the close of business on December 10, 2003, which has been set as the record date for determining shareholders entitled to receive Rights.
Shareholders who exercise all of their rights in full will be entitled to the additional privilege of subscribing for and purchasing any Units left over by rights holders who fail to exercise their rights, plus up to 853,434 Units to cover over-subscriptions, subject to certain limitations and subject to allocation.
A group of private investors (the "Guarantors") and certain holders of BioTime Series 2001-A debentures (the "Participating Debenture Holders") have agreed to purchase any Units that remain unsold at the conclusion of the rights offer, excluding Units that the Company has authorized to issue to fill over-subscriptions, and subject to a maximum purchase obligation of $2,250,000. The Participating Debenture Holders will purchase their portion (a maximum of $1,500,000) of any unsold Units by exchanging an amount of Series 2001-A debentures equal to the purchase price of the Units.
BioTime also will offer to sell an additional 428,571 Units at the subscription price directly to the Guarantors and their designees. The Guarantors will not be obligated to purchase any of these additional Units, and the Company will not pay underwriting fees or commissions with respect to any of the additional Units sold in this manner. In addition, the Participating Debenture Holders have agreed to exchange $1,500,000 of debentures for 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 Rights will be transferable, and BioTime expects that the Rights will be listed for trading on the American Stock Exchange under the symbol BTX.R. BioTime has applied to list the warrants for trading on the AMEX under the symbol BTX.WS.
The securities described in this communication may only be offered through means of a prospectus. This communication shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State.
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 changes in economic and market conditions, and changes in the price at which the Company's common shares trade. Other risk factors are discussed in BioTime's Annual Report on Form 10-K/A-1 filed with the Securities and Exchange Commission.
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Contact:
BioTime, Inc.
Judith Segall, 510/845-9535