-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T0UWlbhXPXJI3E/WBYG990q1AlufZFHL7NbS2efDsBc4H+QNm94lHnuzv1dxWvEW tRyTvkGoY80+UZSdqo1h9g== 0000891092-04-005609.txt : 20041116 0000891092-04-005609.hdr.sgml : 20041116 20041116162829 ACCESSION NUMBER: 0000891092-04-005609 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041115 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041116 DATE AS OF CHANGE: 20041116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOTIME INC CENTRAL INDEX KEY: 0000876343 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 943127919 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12830 FILM NUMBER: 041149816 BUSINESS ADDRESS: STREET 1: 935 PARDEE ST CITY: BERKELEY STATE: CA ZIP: 94710 BUSINESS PHONE: 5108459535 MAIL ADDRESS: STREET 1: 935 PARDEE STREET CITY: BERKELEY STATE: CA ZIP: 94710 8-K 1 e19756_8k.txt FORM 8-K 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 16, 2004. BioTime, Inc. (Exact name of registrant as specified in its charter) California 1-12830 94-3127919 (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 935 Pardee Street Berkeley, California 94710 (Address of principal executive offices) (510) 845-9535 (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 16, 2004, BioTime, Inc. issued a press release announcing its financial results for the third quarter of 2004. 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. Exhibit Number Description - -------------- ----------- 99.1 Press Release dated November 16, 2005 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: November 16, 2004 By /s/ Steven Seinberg --------------------------- Steven Seinberg, Chief Financial Officer 2 Exhibit Numbers Description - ------- ----------- 99.1 Press Release dated November 16, 2004 3 EX-99.1 2 e19756ex99_1.txt PRESS RELEASE Exhibit 99.1 BioTime Announces Third Quarter Results * Total Revenues Increase by 55% During the Third Quarter * 52% Increase in Royalty Revenue Recorded on Hextend Sales for the Third Quarter * Company Continues to Make Progress in Efforts for International Expansion of Hextend BERKELEY, Calif., Nov. 16 /PRNewswire-FirstCall/ -- BioTime, Inc. (Amex: BTX) today announced financial results for the third quarter ended September 30, 2004. Royalty revenues from Hextend(R) product sales by Hospira, Inc. increased 52% to $145,208 for the third quarter of 2004, from $95,807 during the same period last year. BioTime's total quarterly revenue increased by 55% to $170,381 for the third quarter of 2004, from $109,870 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 September 30, 2004 included royalties on sales made by Hospira during the three months ended June 30, 2004. In November 2004, BioTime received $147,148 in royalties from Hospira based on Hextend sales during the three months ended September 30, 2004. This revenue will be reflected in the Company's financial statements for the fourth quarter ending December 31, 2004. Royalties increased 48% from the $99,674 received during the same period last year. Hospira sales of Hextend to hospitals continued to improve during the three months ended September 30, 2004 and we achieved the highest quarterly total in the history of our Company. This was offset by fewer sales to the U.S. Armed Forces, resulting in modest third quarter sequential growth. Although Hextend is the preferred resuscitation fluid of the U.S. Special Operations Command, the military's purchase of Hextend in intermittent, large volume orders, makes sales to them difficult to predict in subsequent quarters. During the same period last year, BioTime received $238,571 in total revenues from Abbott Laboratories, Hospira's former parent, which included $138,897 due at that time to preserve certain rights under their license, and $99,674 in royalties described above. Research and development expenses for the third quarter of 2004 totaled $305,626, compared to $239,760 for the third quarter of 2003. The increase was primarily attributable to an increase in fees paid to scientific consultants and an increase in salaries allocated to research and development. General and administrative expenses for the third quarter of 2004 totaled $280,712, compared to $227,432 for the same period last year. The increase in general and administrative expenses is chiefly attributable to an increase in legal fees, general and administrative salaries, and investor relations expenses. For the three months ended September 30, 2004, BioTime generated a total of $13,415 of net interest and other income with no offsetting interest expense, compared to net interest and other income of $1,007,945 during the same period last year, then offset by an interest expense of $288,603. The difference is due to the fact that the Company has paid off its debenture debt and is no longer incurring the associated interest expense. Also, $1,000,000 of the interest and other income generated in 2003 was attributable to proceeds from a key man life insurance policy collected after the death of former Chairman and CEO, Paul Segall. BioTime reported a net loss of $(452,060), or $(0.03) per basic and diluted share, for the three months ended September 30, 2004, compared to net income of $362,020, or $0.03 per basic and diluted share, for the three months ended September 30, 2003. The 2003 results reflected the collection of the life insurance payment included in interest and other income. Cash and cash equivalents totaled $1,568,845 at September 30, 2004, compared with $717,184 at December 31, 2003. Total shareholders' equity was $880,129 at September 30, 2004, compared with total shareholders' deficit of $(2,430,551) at December 31, 2003. As of September 30, 2004, the Company had no long-term debt. "The third quarter's results once again confirm the strong operating momentum BioTime is generating -- especially with respect to sales of Hextend," said Judith Segall, BioTime Vice President of Operations, Office of the President. "Another promising development for BioTime is the excellent progress we're making in the global expansion of Hextend. As we announced last quarter, our South Korean partner, CJ Corp., is expected to be the first to distribute Hextend beyond North America with an anticipated market launch early next year." 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 lead product Hextend(R) is manufactured and distributed in the U.S. and Canada by 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 additional 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 September 30, December 31, 2004 2003 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $1,568,845 $717,184 Accounts receivable $5,800 -- Prepaid expenses and other current assets 26,817 289,865 Total current assets 1,601,462 1,007,049 EQUIPMENT, net of accumulated depreciation of $562,885 and $532,663, respectively 18,224 48,446 DEPOSITS AND OTHER ASSETS 16,050 16,050 TOTAL ASSETS $1,635,736 $1,071,545 LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Accounts payable and accrued liabilities $131,093 $408,891 Current portion of debentures, net of discount of $664,608 at December 31 -- 2,685,392 Total current liabilities 131,093 3,094,283 DEFERRED LICENSE REVENUE 624,514 407,813 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; 17,811,450 and 13,654,949, respectively 38,705,502 32,857,552 Contributed capital 93,972 93,972 Deficit accumulated during development stage (37,919,345) (35,382,075) Total shareholders' equity (deficit) 880,129 (2,430,551) TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) $1,635,736 $1,071,545 BIOTIME, INC. (A Development Stage Company) CONDENSED STATEMENTS OF OPERATIONS (unaudited) Three Months Ended Nine Months Ended September 30, September 30, 2004 2003 2004 2003 REVENUE: License fees $25,173 $14,063 $54,049 $28,125 Royalty from product sales 145,208 95,807 442,369 275,663 Reimbursed regulatory fees -- -- -- -- Total revenue 170,381 109,870 496,418 303,788 EXPENSES: Research and development (305,626) (239,760) (810,379) (675,900) General and administrative (280,712) (227,432) (1,055,438) (943,767) Total expenses (586,338) (467,192) (1,865,817) (1,619,667) INTEREST INCOME (EXPENSE) AND OTHER: 13,415 719,342 (1,118,353) 254,418 Loss before income taxes (402,542) 362,020 (2,487,752) (1,061,461) Foreign Taxes (49,518) -- (49,518) (82,520) NET LOSS $(452,060) $362,020 $(2,537,270) $(1,143,981) BASIC INCOME (LOSS) PER SHARE $(0.03) $0.03 $(0.15) $(0.08) DILUTED INCOME (LOSS) PER SHARE $(0.03) $0.03 $(0.15) $(0.08) COMMON SHARES USED IN COMPUTING BASIC INCOME (LOSS) PER SHARE 17,811,450 13,654,949 17,318,360 13,581,236 COMMON AND EQUIVALENT SHARES USED IN COMPUTING DILUTED INCOME (LOSS) PER SHARE 17,811,450 13,720,583 17,318,360 13,581,236 BIOTIME, INC. (A Development Stage Company) CONDENSED STATEMENTS OF OPERATIONS (unaudited) Period from Inception (November 30, 1990) to September 30, 2004 REVENUE: License fees $2,596,236 Royalty from product sales 1,513,654 Reimbursed regulatory fees 34,379 Total revenue 4,144,269 EXPENSES: Research and development (24,447,405) General and administrative (17,062,036) Total expenses (41,509,441) INTEREST INCOME (EXPENSE) AND OTHER: (397,304) Loss before income taxes (37,762,476) Foreign Taxes (132,038) NET LOSS $(37,894,514) SOURCE BioTime, Inc. -0- 11/16/2004 /CONTACT: Judith Segall, Vice President of Operations, The Office of the President of BioTime, Inc., +1-510-845-9535; or Investor/Analyst Information, Lasse Glassen of Financial Relations Board, +1-310-854-8313, lglassen@financialrelationsboard.com, for BioTime, Inc./ /Web site: http://www.biotimeinc.com / (BTX) CO: BioTime, Inc. ST: California IN: HEA MTC BIO SU: ERN -----END PRIVACY-ENHANCED MESSAGE-----