On Friday, July 16, 2010 BioTime, Inc. (NYSE Amex: BTIM) filed an amendment to its Current Report on Form 8-K with the Securities and Exchange Commission reporting BioTime’s acquisition of ES Cell International Pte Ltd, a Singapore private limited company (“ESI”). BioTime filed the amendment in the time frame provided in the SEC’s rules to include audited financial statements of ESI and pro forma financial statements showing the effect of the acquisition of ESI on BioTime’s financial statements. The ESI financial statements are stated in Singapore dollars rather than U.S. dollars and were prepared under Singapore accounting principles and audited under U.S auditing standards. The pro forma financial statements are presented in U.S. dollars.
BioTime has discovered that a news release originated overseas reported that BioTime assumed $35,000,000 of debt in acquiring ES Cell International Pte Ltd. (“ESI”), and now owes that debt to outside third parties.
That report is not correct.
In May 2010, BioTime acquired all of the ESI preferred shares and ordinary shares held by ESI shareholders, and acquired notes in the amount of approximately $35,000,000 of principal and accrued interest held by one of the ESI shareholders. In other words, the $35,000,000 of principal and accrued interest is now owed to BioTime, not to third parties. Since ESI is also a wholly owned subsidiary of BioTime, the notes and receivables cancel each other out with no net liability to any third party appearing on BioTime’s consolidated balance sheet. While BioTime could elect to simply remove the intercompany indebtedness, we have decided to leave the intercompany obligation in place for future tax planning purposes. BioTime did not incur or assume any indebtedness when it acquired ESI.
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 developed through subsidiaries focused on specific fields of applications. BioTime develops and markets research products in the field of stem cells and regenerative medicine through its wholly owned subsidiary Embryome Sciences, Inc. BioTime’s subsidiary OncoCyte Corporation focuses on the therapeutic applications of stem cell technology in cancer. Another subsidiary, OrthoCyte Corporation, is developing therapeutic applications of stem cells to treat orthopedic diseases and injuries. BioTime plans to develop therapeutic products in China for the treatment of ophthalmologic, skin, musculo-skeletal system, and hematologic diseases, including the targeting of genetically modified stem cells to tumors as a novel means of treating currently incurable forms of cancer, through its subsidiary BioTime Asia, Limited. BioTime’s Singapore subsidiary, ES Cell International Pte Ltd, has been at the forefront of advances in human embryonic stem (“hES”) cell technology, being one of the earliest distributors of hES cell lines to the research community. ESI has produced clinical-grade human embryonic stem cell lines that were derived following principles of good manufacturing practice and currently offers them for potential use in therapeutic product development. In addition to its stem cell products, BioTime develops blood plasma volume expanders, blood replacement solutions for hypothermic (low temperature) surgery, and technology for use in surgery, emergency trauma treatment and other applications. 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 Corp. under exclusive licensing agreements. Additional information about BioTime, Embryome Sciences, OncoCyte, OrthoCyte, BioTime Asia, and ESI can be found on the web at
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