Geron Announces Non-Binding Letter of intent with BTX

MENLO PARK, Calif., November 15, 2012 -- Geron Corporation (Nasdaq: GERN) today announced that the company has entered into a non-binding letter of intent (LOI) with BioTime, Inc. (NYSE: BTX) and BioTime's recently formed subsidiary, BioTime Acquisition Corporation (BAC). The LOI contains broad terms of a potential transaction through which Geron would contribute to BAC its intellectual property and other assets related to Geron's discontinued human embryonic stem cell programs. BioTime would contribute to BAC $5 million in cash, $30 million of BioTime common shares, warrants to purchase eight (8) million shares of BioTime at a pre-specified price (the "BioTime Warrants"), rights to use certain human embryonic stem cell lines, and minority stakes in two of BioTime's subsidiaries. Following consummation of the potential transaction, Geron stockholders would receive shares representing 21.4% of the common stock of BAC as well as warrants to purchase eight (8) million shares of BioTime common stock at a pre-specified price. BioTime would own approximately 71.6%, and a private investor would own approximately 7.0% of the outstanding BAC common stock for an additional $5 million investment. BioTime would also receive warrants that would enable it to increase its ownership in BAC by approximately 2%, which would dilute the Geron stockholders' ownership in BAC to 19.2%. BAC would also be committed to pay to Geron royalties on the sale of products that are commercialized in reliance upon Geron patents acquired by BAC. The LOI and its broad terms are not binding. Consummation of the transaction is necessarily subject to entering into a definitive agreement between the parties containing specific signing and closing terms and conditions yet to be negotiated. Stifel Nicolaus Weisel is acting as financial advisor and Weil, Gotshal & Manges LLP is acting as legal counsel to Geron in connection with the divestiture of Geron's stem cell assets. What does Geron shareholders get dollar wish next to nothing. When BTX made there move there share pric was over $4 NOW IT'S UNDER $3. But a little money is better then nothing and more important the science will go forward. Geron closed at $1.21 on only 402,999 shares.......................................... ..................................................................................................................................................................................................................................................................... ACTC down 0.0648 on 5.5 million shares................................................ .............................................................................................................................................................................. AAPL is killing me at may go under $500 which is just crazy. Closed at $525.62......... Good luck in this rigged casino,