Acquisition of ES Cell International Pte Ltd

12 Months Ended

Dec. 31, 2011

Acquisition of ES Cell International Pte Ltd [Abstract]

Acquisition of ES Cell International Pte Ltd

11. Acquisition of ES Cell International Pte Ltd.

On May 3, 2010, BioTime completed the acquisition of all of the issued preferred shares and ordinary shares of ESI, and the secured promissory notes (the “Notes”) issued by ESI to a former ESI shareholder (the “Acquisition”).  BioTime issued, in the aggregate, 1,383,400 common shares, and warrants to purchase an additional 300,000 common shares at an exercise price of $10 per share, to acquire all of the ESI shares and the Notes in the Acquisition.  BioTime did not incur or assume any indebtedness when it acquired ESI.

ESI has produced six clinical-grade human embryonic stem cell lines that were derived following principles of Good Manufacturing Practice (GMP).  ESI currently offers these GMP cell lines use in therapeutic product development.

In accordance with Accounting Standards Codification 805, Business Combinations (“ASC 805”), the total purchase consideration is allocated to the net tangible and identifiable intangible assets acquired, and liabilities assumed, based on their estimated fair values as of May 3, 2010.  BioTime amortizes intangibles over the estimated useful life of 10 years on a straight line basis.

The purchase price for the acquisition is being allocated as follows:

Components of the purchase price:
BioTime common shares	$	11,011,864
BioTime warrants		1,778,727
Cash		80,000
Total purchase price	$	12,870,591
Preliminary allocation of purchase price:
Assets acquired and liabilities assumed:
Cash	$	222,802
Prepaid and other current assets		65,015
Property and equipment		96,677
Equity investment in Cell Cure Neurosciences		2,766,400
Intangible assets, patents		9,937,529
Current liabilities		(217,832	)
Net assets acquired	$	12,870,591

The fair value of the shares issued was based on the $7.96 closing price per BioTime common share on the NYSE Amex on May 3, 2010.  The fair value of the warrants issued was computed using a Black Scholes Merton option pricing model, which utilized the following assumptions: expected term of four years, which is equal to the contractual life of the warrants; risk-free rate of 2.015%; 0% expected dividend yield; 118.20% expected volatility; a stock price of $7.96; and an exercise price of $10.