Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Hi All, it's Bob from the Yahoo AGE message board setting up shop here in Investor's Hub. Peter, PAR75 and Felix - you all are welcome to DM me if you are set up over here. I've got an item I'd like to discuss with you.
I *think* their general plan is to:
(a) Grow early age replacement cells in the lab
(b) Use exosomes to deliver a signal for cells to temporarily express Telomerase (rejuvenates ends of DNA strands for endless copies)
(3) Insert those cells into the body where needed, along with the Small Molecule Cocktail iTR157 (turns on genes for temporary tissue regeneration vs scarring)
I guess this is their version of coming with all guns blazing. Take cells still capable of regeneration, program them to keep their Telomeres completely intact and drug them to continue to regenerate tissues even further.
And I'm also guessing they would cringe to hear the way I just explained things.
LEAF presentation now on Agex's website: https://www.agexinc.com/investors-media/agex-presentations-videos/
Something in AGE's pipeline headed for the clinic?
AgeX Therapeutics’ CEO Dr. Michael D. West to Present at Ending Age-Related Diseases: Investment Prospects & Advances in Research
Business Wire - 8:00 AM ET 07/09/19
ALAMEDA, Calif.--(BUSINESS WIRE)-- AgeX Therapeutics, Inc. (AGE) , a biotechnology company focused on therapeutics for human aging, announced today that founder and CEO Michael D. West, Ph.D. will present at Ending Age-Related Diseases: Investment Prospects & Advances in Research, from the Life Extension Advocacy Foundation (LEAF), July 11-12 at The Cooper Union in New York City.
AgeX will participate in the following sessions on Thursday, July 12:
Presentation: As part of the session, “Creating interventions against aging, Part 1” beginning at 9:40am EDT, Dr. West will deliver a 20-minute presentation titled, “The Reversal of the Aging of Human Cells: Strategies for Clinical Implementation.”
Panel: Dr. West will participate on a panel, “Unlocking the Future Without Age-Related Diseases: Forecasts” at 3:50pm.
Ahab, the secrecy may be less ludicrous than you think. I can come up with a couple reasons why AGE might want to keep a lid on anything good currently happening:
1. Competition - I know for a fact Michael West does not like to reveal too much about what he's working on, because it gives competitors a glimpse into potential solutions.
2. Share Price Management - Sure, you and I would like for the stock to appreciate Monday morning, as that's cash in the bank for us. But consider the position of guys like Mike West, Greg Bailey and John Mauldin. They directors only have around 100k-200k of shares/options each in this brand spanking new company. If it turns out the company is worth more than today's share price, it would be in their interest to keep that under wraps for as long as possible, so they can pick up some 10-year options on the cheap here. And JUV is obviously in this for the long haul as well, so no great benefit to a near-term share price rise here for them, especially before their IPO due sometime this year, where presumably many would benefit from getting inexpensive shares before it hits the market. Plus, AGE seems loathe to issue any shares whatsoever at this point, so no reason to get the share price up for that. And in fact, I could even see AGE getting private funding from JUV or another private investor, either of whom would probably like the share price low as well.
AGE is a black box. I don't think hardly anyone knows what's really going on there, except for its inner circle. That said, if you add up the shares of Juvenescence, Broadwood Capital, Biotime, company insiders and recent option executors, it accounts for about 80% of shares held. So its inner circle is about as large as you will find. As for the 50% share price drop in May, and the 50% share price increase in June, I would say traders used the disappointment of the reduced programs mentioned in the 1Q19 quarterly report to send the stock down, and then traded it back up knowing all the 1Q19 quarterly report really did was tell us AGE is going to be even more mysterious than it already was. AGE looks like either a zero or hero to me. Either management's silence is because nothing is going on, or because there is a lot going on that they don't want to share with others. Personally, I don't think Mike West, Jim Mellon and Greg Bailey all threw in their lot (and $50mm) with AgeX to have it fall apart in the first year. Also notice they haven't had a single share offering since going public in late 2018, and they haven't hyped a single thing about the company: no big press releases, no videos, no conference call.....just a nearly information-less quarterly report. What would you rather see? Mike West, Aubrey de Grey and Russell Skibsted making the rounds, pitching the company and raising money through share offerings? Or a company keeping its head down and efforts secret?
AGE didn't specify which program(s) they were reducing funding to, but the release made it sound like it could be across the board. I'm puzzling over why they might do this. I've noticed they have been avoiding cash raises for a long time now. They chose not to collect any cash before or during the AGE spinoff, and not to conduct any secondaries over the past 6 months. And they are living off existing cash and warrant exercises. You know what that sounds like to me? It sounds like the massive, just massive, informed ownership (47% Juvenescence, 12% insiders, 8% IBS Capital, 6% warrants just exercised) isn't letting anyone into this stock. And it also sounds to me like making Greg Bailey the Chairman of the Board is metamorphizing Mike West's research from a hodgepodge of projects to a laser-focused company. Here's what I've been imagining AGE is up to: (1) Rather than the expensive and lengthy process of developing VASC-1, BAT-1 and ITR-1547, AgeX will take on partners to do the heavy lifting. (2) AgeX will become highly proficient at building awesome, off-the-shelf, allogenic, rejection-free replacement cells (using Univercyte HyStem, PureStem and maybe even dose it with a little ITR-1547 for good measure) and could be a pick-and-shovel supplier for the industry, again letting other companies do the heavy lifting. (3) AgeX will continue to advance its GeneCards database as a service to the industry. And (4) Mike West will focus his time/energy/funds on grabbing the brass ring and developing effective genetic reprogramming of the metabolism of aging. This is ALL hypothetical and probably mostly wrong. But ultimately I think the market is looking for the progress (aka hype) that extolls exciting product candidates and precedes secondary offerings in this industry. But Juvenescence / Greg Bailey aren't playing that game, and are keeping this company very secret and share very tight. I mean, do we really think Juvenescence carefully selected AGE as its anchor holding, spending a sizable portion of its cash on it, that Mike West pared AgeX out of Biotime and hopped aboard, only to wind down the company 6 months later for lack of cash? Doesn't fit into my thinking. But boy, the market seems convinced, and the drop last week was a thing to behold. And with AgeX something of a black box these days, I suspect traders will toss AGE around like a rag doll for the foreseeable future.
OK - I went through the quarterly filing. Here's the part that must have freaked everyone out:
Based on its cash and cash equivalents as of March 31, 2019, AgeX has made certain adjustments to its operating plans and budgets to reduce its projected cash expenditures in order to extend the period over which it can continue its operations with its available cash resources. Some of these adjustments will entail the deferral of certain work on the development of AgeX’s product candidates and technologies, which is likely to delay progress in those research and development efforts. Based on AgeX’s most recent projected cash flows AgeX believes that its cash and cash equivalents of $8.6 million as of March 31, 2019 provide sufficient cash, cash equivalents, and liquidity to carry out AgeX’s operations through at least twelve months from the issuance date of the consolidated financial statements included herein. AgeX will need to obtain substantial additional funding in connection with its continuing operations after that date. If AgeX is unable to raise capital when needed or on attractive terms, AgeX would be forced to further delay, reduce or eliminate its research and development programs.
OK - I went through the AGE quarterly filing. Here's the part that must have freaked everyone out:
"Based on its cash and cash equivalents as of March 31, 2019, AgeX has made certain adjustments to its operating plans and budgets to reduce its projected cash expenditures in order to extend the period over which it can continue its operations with its available cash resources. Some of these adjustments will entail the deferral of certain work on the development of AgeX’s product candidates and technologies, which is likely to delay progress in those research and development efforts. Based on AgeX’s most recent projected cash flows AgeX believes that its cash and cash equivalents of $8.6 million as of March 31, 2019 provide sufficient cash, cash equivalents, and liquidity to carry out AgeX’s operations through at least twelve months from the issuance date of the consolidated financial statements included herein. AgeX will need to obtain substantial additional funding in connection with its continuing operations after that date. If AgeX is unable to raise capital when needed or on attractive terms, AgeX would be forced to further delay, reduce or eliminate its research and development programs."
AGE Looking for Partners
For the past 2 months, AGE has been ending its press releases with the following sentence. I think this is why they haven't tried to drum up capital with share offerings, or through the spinoff: "AgeX is aggressively developing its core product pipeline for use in the clinic to extend human healthspan, and is seeking opportunities to form licensing and partnership agreements around its broad IP estate and proprietary technology platforms for non-core clinical applications."
I think this may be one of the benefits of having Juvenescence with a 40%+ stake in the company. They might rather sell off small pieces of the company's short-term projects (at a premium) than dilute the entire company (with the market forcing the share price down in anticipation of share placements) and preserve the holy grail of iTR undiluted. It's not been Mike West's style lately to play like this, but if I am guessing right about what's happening here, I think it's genius.
Hey Ahab, I still visit this site. Hard to get excited to post about BTX when the share price is down from $2.70 to $0.86 in the past 3 months. At this point, BTX is basically trading at liquidation value. The market cap of around $100mm is almost identical to the sum of their cash in the bank, promissory note from Juvenescence, and OCX/AGE/AST holdings. That assigns exactly zero value to BTX's entire pipeline and IP. If we look forward to BTX in a post BTX/AST merger world, it boosts the market cap to a whopping $120mm, with about $20mm assigned to both BTX and AST's pipelines and IP combined. I know the biotech and overall markets are down hard here, but this is the kind of level I would have expected from BTX at the bottom of a 60% market crash, not a 20% drop. At this point, I figure either Friday's lifetime record high trading volume was either seller capitulation, or BTX is somehow criminal (I have no reason to think this, so I am assuming once the panic subsides, BTX will rise above a dollar fairly quickly, and then we will see what it has in the tank.) I am thinking the cessation of tax loss selling/market crashing combined with BTX's "aggressive rollout of plans" at the JP Morgan Healthcare Conference the week of January 7th - January 10th might give BTX a chance to reverse its relentless decline in the next few weeks. Either that, or at this pace, the stock will be at zero by the end of January!
It's right here: https://investorshub.advfn.com/boards/board.aspx?board_id=21443
Deep Dive already beat you to the first post.
Cincinattus asked: Anyone have a prediction as to what the share prices will be in early December on both BTX and AGEX?
My Answer: A lot lower than I would have told you a week ago!
This much I can tell you: BTX is spinning off about 13mm shares of AGE. The recent Juvenescence deal for 40% of AGE shares was for $3.00 a share, a bit higher than all previous sales of AGE, which were for $2.50 a share. So, if you figure the 13mm shares spinning off are worth $3 each, in a perfect market, the price of BTX would drop by 30 cents (shares are being spun off at a 10:1 ratio) after the close on November 26th, and on November 27th, AGE would open at $3.00.
My above analysis is all just math about the distribution, with no assumptions about the actual value of BTX and AGE as companies - - I'll leave it to the markets to figure that out - - especially since I was naïve enough to buy BTX when it started with a $2.
Well, we should have seen this coming, right?
I mean there had to be a reason BTX shares were at 10-year lows, and that Adi Mohanty was replaced (funny his "transformative year" of 2018 only transformed his job.)
Frankly, I am glad to see Brian Culley come in and rip off the band-aids, instead of Adi's Everything is Awesome quarterly routine.
Does if hurt to know Premvia is likely toast? Sure. Are there a few safety concerns with OpRegen, yeah, but they seem manageable, and Culley seems to be tying up his fate up with that product, along with the Asterias products. (And considering how bold he has been so far, I wouldn't be surprised to see a few more interesting moves out of Culley ahead). I think you have to be encouraged that he chose BTX. This is a guy who has taken winners all the way, has more money than he needs, wants to keep his reputation in tact, and likely believes in BTX making it.
I like that he is making bold moves: new IR and emphasis on promoting the company, clearing the decks on Premvia, scooping up Asterias for a fraction of its former price, actually getting the AGE spinoff done.
He said as a CEO he likes to make decisions on reliable data, not gut feel. That he supports disciplined use of capital. And only lastly that he gets excited about clinical development on a day-to-day basis. He's going to run this business like a boss, not for the love of science. If there are any monetizable assets in this company, he is going to identify them, and push them hard. With no time/money for the rest. I think he's the right guy for the job. I can't say exactly which players made poor choices and when, and how this reflects on West, the Board of Directors or Adi Monhanty. But I can say the fairytale appears to be over. FWIW I prefer non-fiction anyway.
It will be interesting to see how much of this "bad news" was baked in to a stock that went from $5 to $4 to $3 to $2 each of the past 3 years. Sometimes once the worst is out, that's the best time to buy.......
It almost seems to me like BTX has been intentionally unclear about the distribution. Probably just poor communication, but also remember with Juvenescence/Insiders/Biotime retaining 65% of the spinoff, us paltry common shareholders are really just being thrown a bone here, and are probably the least of BTX’s concerns. I, too, am thinking AGE is super-intriguing here. With only 12mm shares being spun-off to common shareholders, and the rest being locked up by Juvenescence/Insiders/Biotime, I expect AGE to trade explosively on November 28th. At $3 a share, that’s only $36mm in market cap available to trade, and I would bet that less than half of that (call it $10mm) will actually be for sale. On high volume days, BTX trades nearly that many dollars in a single day, and November 28th is certain to be a high volume day. And God forbid a biotech fund, hedge fund or private office wants in on the action as long-term holder.....I think we may find out quickly whether AGE is the real deal or not.
All this said, we know BTX share price is going to take a hit (about 30 cents I guess, if you figure 12mm shares spun off at $3.00) on the day AGE shares get locked in by BTX shareholders, whichever day it actually is.
Hey MadProphet,
Like you, I can't tell exactly what date you have to be holder to get the AGE spinoff shares, November 16th (Record Date) or November 28th (Distribution Date). Like you I think this quote from the release makes it sound like the answer is November 16th:
"The final distribution has been set for November 28, 2018. Eligible BioTime shareholders will be entitled to receive one share of AgeX common stock for every 10 shares of BioTime common stock held as of the record date of November 16, 2018."
But then again, last time it sounded the same way, and the right answer turned out to be the Distribution Date. I emailed Investor Relations about this, but haven't heard back yet. Regardless, I'll bet we will get an answer to this question on next week's BTX conference call.
Ladenburg Thalmann 2018 Healthcare Conference
I just listened to the Ladenburg Thalmann 2018 Healthcare Conference presentation this morning by Russell Skibstead.
He said we'll get initial early data at AOO conference at the end of October. BTX has been not only checking vision, but other functional assessments such as micro-perimetry (light or dark), reading speed, low-light reading and area of goegraphic atophy relative to historic atrophy rate. He said he likes these kinds of results because they are more conclusive than multi-year durg vs placebo type studies. He described the effort as exciting, with BTX in a period where they are "anxiously awaiting data".
I translate all that as BTX will show functional improvement in Cohort 4.
Side note: he also said the AGE distribution will happen in "not too terribly long". I translate that as at least a month.
I guess the marked liked it, or at least didn't hate it. Stock rose from $2.26 to $2.29 in the half hour he spoke.
I Don't Think the Warrants Matter
At $4.55, they're just too far away from the current share price for anyone to be messing with them. And there's no way to get access to the AGE distribution through them either - - as the AGE distribution apparently would just lower the strike price of the BTX warrants for the warrant holders, but not get them any AGE shares. See if you don't agree. These are all direct quotes from the last 10K:
Outstanding 12/31/17 - 9,395,000 Warrants - Per Share Exercise Price $4.55
The 9,394,862 outstanding warrants will expire, if unexercised, beginning June 5, 2018 through September 30, 2018.
Further, if the distribution of AgeX shares occurs before the October 1, 2018 expiration date of our outstanding, publicly traded, common share purchase warrants, we will be required by the warrant agreement to reduce the exercise price of the warrants and increase the number of shares that may be purchased through the exercise of the warrants based on the fair market value of the distributed AgeX shares as determined by our Board of Directors. The impact of those adjustments could have a dilutive effect on the interests of holders of our common shares, depending on the value of the AgeX shares and the relationship between the reduced exercise price of the warrants and the prices at which our common shares trade after the exercise price reduction.
Jobu77: The "Record Date" that Biotime is talking about is not what you think. It's some SEC requirement that dictates the day Biotime has to start tracking ownership of the stock. But the way to actually be eligible for the AGE spinoff is to simply be holding BTX shares on the day of the spinoff. From Biotime's press release on 8/2/18:
"BioTime shareholders as of the record date will be entitled to receive one share of AgeX common stock for every 10 shares of BioTime common stock held. BioTime shares traded after July 30, 2018, one day before the record date, and on or before the date of the distribution will trade with a “due bill.” Trading with a “due bill” means that if shares of BioTime common stock are sold after July 30, 2018, but on or before the date of the distribution, the right to receive shares of AgeX common stock in this distribution will transfer to the buyer of BioTime shares."
Bottom Line: To answer your question, yes, you will get 1 AGE spinoff share for every 10 BTX shares you recently purchased.
I have only been following BTX for about a year, but from listening to the conference calls, I haven't been impressed by Adi's presentation or vision for the company. Only when Michael West would chime in for a few minutes would the call seem inspired. I used to work at MasterCard, and the president there was part leader / part game show host, and he was awesome at giving everyone a clear direction at a fun place to work. We had 2000 operational people actually running the place, but we needed someone bold and inspirational at the top.
To catch up on history, I just checked to see when he was first made co-CEO of Biotime. It will be 3 years exactly tomorrow. That timing sounds a little too perfect to me. My guess is there may have been something contractually about 3 years that may have influenced the timing, if not the decision itself.
It does seem to me like the board is truly trying to create a cash and holding rich, all business entity in BTX and a pie-in-the-sky entity in AGE. I like the split, as I think each ticker will have its own appeal for different sets of participants.
While BTX will indeed only retain 3mm shares or so of AGE after the spinoff, there were some interesting twists mentioned in the details of the AgeX / Juvenescence deal that may give them a little more exposure to AGE shares in 2019:
(1) Biotime can elect to take the 2nd half of the deal as stock in the Juvenescence IPO
(2) Biotime would get awarded shares of the Juvenescence IPO at 7.2mm shares x whatever the share price of AgeX was at the time of the Juvenescence IPO.
So, Biotime is not only retaining 3mm shares or so of AgeX post-spinoff, but also able to re-claim some exposure to those 7.2mm shares, depending of how large a holding AgeX is in Juvenescence's portfolio at the time of the IPO. It probably ultimately only essentially exposes BTX to another couple million shares if they exercise the option, but a cool alternative to the cash + 7% interest if you ask me, especially if the AGE share price performs well in the interim.
BTX Osteoarthritis Solution at Military Medical Conference
I wasn't sure what to make of BTX presenting an Osteoarthritis solution at a military medical conference tomorrow. So I looked into whether the military might be subject to less stringent FDA guidelines (god knows they are currently over-the-top). And sure enough, it turns out that in January, the FDA loosened requirements for just that. I think this might just be the reason we are seeing BTX at a military conference tomorrow:
https://www.fda.gov/NewsEvents/Newsroom/PressAnnouncements/ucm592581.htm
In terms of sheer dollars, BTX is coming public at a lower market cap than Asterias and Oncocyte. Even at $3 (which is up from the $2.50 paid for previous sales of AGE purchases), Agex is going to have a market cap around $100mm. AST and BTX have been cut in half since they got spun off a few years ago, and they are just getting to about $100mm valuations now. That may not be much to hang your hat on, but maybe these companies will be viewed as being somewhat similar in terms of general capability and in the same general field.
In the end, it's the technology that will make the difference. A possible differentiator for AGE is the iTR product for regeneration, and its pursuit of cancer diagnosis and treatment using the same genetic markers as iTR. Those are much different, though perhaps complimentary, technologies than the pluripotent stem cell solutions that BTX, AST and even AGE itself are pursuing. And with AGE re-formulating an FDA approved drug for iTR, they may be to market (as in 2019) much sooner than the others.
Book Value of BTX Getting Compelling
$29mm Cash
$43mm Sale of AgeX Shares to Juvenescence
$39mm Market Value of OCX Shares
$39mm Market Value of AST Shares
$39mm Value of spin-off shares at $3/share
$5mm Market Value of remaining 1.7mm AGE Shares at $3/share
$194mm Total Value of BTX Cash and Investments (about $1.50/share)
Here at $2.32/share, that leaves the core business of BTX valued at the remaining 83 cents a share, or about $100mm. With only a $6mm quarterly cash burn after the AgeX spin-off, and OCX and AST down so much, it’s hard for me to imagine BTX going much lower. With the downside fairly minimal, they only leaves potential upside - - my kind of investment - - and an especially unlikely situation for a developmental biotech.
After the spinoff, BTX is going to be beyond flush:
$29mm Cash
$43mm Sale of AgeX Shares to Juvenescence $43
$39mm Market Value of OCX Shares
$39mm Market Value of AST Shares
$5mm Market Value of remaining 1.7mm AGE Shares at $3/share
$155mm Total Value of BTX Cash and Investments (about $1.22/share)
$6mm Future quarterly cash burn rate once AgeX spun off, as stated on the call
AgeX Share Breakdown
This is all changing minute-by-minute -- my analysis this morning is already toast!
As I understand it.........BTX currently has 28.8mm shares of AGE. 14.4mm just got sold to Juvenescence. 12.7mm are getting spun off to BTX shareholders. BTX will be left with 1.7mm shares. So absolutely yes, BTX will hold very little AGE shares in the near future. But the 2 companies will still have lots of projects where they will be working together. And now BTX is going to have plenty of cash to keep things moving from its end (cell production facilities perhaps?).
And interestingly....as part of the Juvenescence payment, BTX will get $21mm in cash, and a $21mm note they can redeem for cash in 2 years (with interest) or use to convert to Juvenescence stock after they go public!
Good Math On AGE Share Counts, Cincinattus
My work this morning came up the same as yours:
16.10mm - BTX holding after distribution
12.70mm - Shares being distributed in spinoff
2.00mm - Juvenescence
0.78mm - Directors
3.50mm - Shares sold to non-directors in August 2017
35.08mm - Total Shares I Accounted For
35.75mm - BTX says this will be Total Shares After Distribution
First Thoughts on AgeX Distribution Ratio Published Tonight
AgeX trading is going to be INSANE. So BTX just announced they are only giving out 1 share of AGE for every 10 shares of BTX (date not determined yet). They also were very specific about what is needed to get the spinoff shares (maybe today's trading gave them the same worry I had about people thinking that had AGE shares in the bag even if they sold today?) That's about 8mm shares of AGE total being distributed. At $2.50 a share, that's a tradeable float of $20mm. Any how many of those shares do you think people are going to actually trade in a day? I'll give you a clue: NOT MANY. BTX is still keeping 2/3 of their shares of AGE (16mm). Smart move here. Keep the float tight, and use AGE as a source of funds. Things are going to get pretty crazy when this thing spins off...….
7.5 Year Downward Sloping Triangle
From a technical perspective, BTX's chart is really interesting here. For the past 7.5 years, it has formed a very regular downward triangle, with a horizontal bottom near $2.00, and sloping down from $9.01 to present lowly $2.XX levels since Christmas 2010.
This is pretty amazing to me. It is an extremely well behaved pattern for any stock, no less one as volatile as BTX.
The pattern also happens to be over 90% complete, also rare for a share price to stay in this pattern for that long without resolving. In fact, when a downward sloping triangle (typically a bearish pattern) lasts this long, it potentially shows the bears have just not had it in them all these years, and can become a very powerful reversal pattern.
The boundaries on the pattern are currently $2.00 on the downside, and around $2.73 on the upside, dropping a penny about every 2 days until the pattern is resolved. We're getting close to that upper boundary today. It will likely serve as resistance on this AGE spinoff "Record Date" that really isn't a traditional record date. But with good AST news this morning and the BTX con call Thursday, it wouldn't take much from here......
Asterias Provides 12 Month Cohort 3 and 4 Update for its AST-OPC1 Phase 1/2a Clinical Trial in Severe Spinal Cord Injury
You've got to admit. This one looks like a lock:
http://investor.biotimeinc.com/phoenix.zhtml?c=83805&p=RssLanding&cat=news&id=2360874
We probably should all be owning AST outright.....
AgeX Spinoff Shares
I heard back from Investor Relations. As several here thought, whoever buys BTX shares right up until the close on the distribution date still gets the AgeX spinoff shares. +2 settlement doesn't even apply here. If I've got all this right, then we won't ever have a time when BTX shares trade down in price before AgeX goes public.
AGE Spinoff / Now I'm Confused Again
So this is the verbiage from the Form 10 on the AGE spinoff:
"You will receive one share of AgeX common stock for every ______ BioTime common shares you hold as of 5:00 p.m., New York City time, on July 31, 2018, the “Record Date” of the Distribution. If you sell your BioTime common shares after the record date and before the date of the Distribution, you will also be selling your right to receive shares of AgeX common stock in the Distribution. The Distribution will be made only in book-entry form. We expect the Distribution to occur at ______, New York City time, on or about _______, 2018, which we refer to as the “Distribution Date.”
Here's my question: what if someone sells their BTX shares after 7/31, but before the distribution of AGE shares? Does the buyer get the AGE spinoff shares transferred to them? (That would be straightforward) Or do the AGE spinoff shares just disappear? (That would be a mess, with BTX share price dropping Weds 8/1, and only fools selling BTX before the distribution, with volume dwindling to almost nothing in the interim.)
Definitive Answer: Must Hold BTX Shares Until AGE Distribution
I spoke with BTX Investor Relations. They explained to me that while the July 31st "Record Date" is a prerequisite for the spinoff by the SEC, it means nothing for investors like you and me wishing to receive AGE shares on the spinoff. To get the AGE spinoff shares, you'll need to be holding BTX shares until the actual distribution day of the AGE shares. They pointed me to this clause from the Form 10 filed by Agex:
"You will receive one share of AgeX common stock for every ______ BioTime common shares you hold as of 5:00 p.m., New York City time, on July 31, 2018, the “Record Date” of the Distribution. If you sell your BioTime common shares after the record date and before the date of the Distribution, you will also be selling your right to receive shares of AgeX common stock in the Distribution. The Distribution will be made only in book-entry form. We expect the Distribution to occur at ______, New York City time, on or about _______, 2018, which we refer to as the “Distribution Date.”
Bottom line: If you want to get the Agex spinoff shares, you're going to have to be holding Agex shares until perhaps the end of September. And from the looks of yesterday's trading, it's going to be a wild ride until then.
How Many Shares BTX Will Retain
Hey Family Man,
BTX has not yet published how many shares it will retain (if any). They have talked about possibly spinning off all shares, but we just don't know. On the one hand, one of BTX's core goals is to simplify its holdings. So, in that respect, you would think they would spin them all off. On the other hand, they have had good luck with AST and OCX, providing them with a source of funds with the 50% stakes they kept in those, and which they have been slowly selling for capital.
My best guess is they don't spin them all off. I think they like the idea of different entities having the ability to support the others.
I guess we'll know within 8 days. I wonder why they're keeping it such a secret?
So Trading Monday Morning on 7/30 Should Reflect Spinoff
Thanks, Dino. From what I've read online, you're right. Shareholders of Record for 7/31 (as I understand it, that is who is entitled to AGE shares)will be anyone who held BTX shares until the end of the day on Friday July 27th. Those who sell on Monday July 30th or later will have a transaction that settles on August 1st or late (due to T+2 settlement), and will still get the AGE spinoff.
If we're right about this, then on Monday morning, the first time we should see BTX's share price adjust for the AGE spinoff will be in pre-market trading on Monday 7/30.
True Date for AGE Spinoff Shares?
So, the AGE spinoff goes to shareholders with a record date of 7/31/18. Does anyone know if that means shareholders who haven't sold until 8/1 or later, or because of +3 business day settlement, shareholders who haven't sold until 7/27 or later?
AgeX merely trying to reinvent modern medicine
Can we take a step back here, and think about what AgeX is working on here? They are cracking the code for the metabolism of aging.
First West realized we need Telomerase (infinite cell division), then recently realized the need to switch off the COX7A1 gene (regeneration), and now the need for osteoprotegerin (apoptosis).
And they're already mixing the cocktail that achieves all three. This isn't your average drug, trying to tweak a stray metabolic process. They are attempting to craft an honest-to-god elixir of life.
And this isn't just a pie-in-the-sky idea. It's something they're submitting as a topical first generation drug device to the FDA later this year.
Look, this may all end up being much harder than West makes it sound. Or someone else may jump in and come up with a better approach. But man, if there ever was a biotech with nearly infinite potential (pun intended), this is it.
Everyone should own at least a few shares of it. Just in case......
I kind of backed into these numbers. Juvenescence bought 2mm shares of AGE for $2.50 each for a total of $5mm. That represents 7% of the float, which brings the market cap of AGE to $71mm. BTX owns 80.6% of AGE, which comes to $57.57mm. This is all based on the idea that the market will value AGE at the purchase price paid by Juvenescence, almost certain to be off considerably in one direction or another. When AGE starts trading sometime between 7/31 and 9/30, I expect the first day (and week) of trading will be wild, with the price jumping and falling 10-50% every day. But for now, I'm going with $2.50 a share for AGE.
My analysis leaves BTX without subsidiaries valued at $137mm, about the same as Oncocyte is currently trading. Sounds reasonable to me. Though I'm sure August 1st is going to be an interesting trading day for BTX as well. It *should* drop 21% after BTX is spun off on 7/31. But I suspect that is going to be a volatile day as well.
AgeX Website Revamp
Check it out: agexinc.com/
Also check out the new ESI Bio website, which is now featuring some products from AgeX where you can buy 3.5mm AgeX brand Cardiomyocyte cells for the low, low price of $1,339.00: https://www.esibio.com/ I have to say this website blows my mind. Purchase a stem cell re-programmer for $82? Get out of town.
The Shell Game
Thought I would finally break down the company and subsidiaries by dollars:
Market Cap Company Shares Share Price BTX Value
$131mm Oncocyte 14mm $3.35 $49mm
$82mm Asterias 21mm $1.50 $32mm
$71mm Age X 23mm $2.50 $57mm
BTX w/o subsidiaries $137mm
BTX with subsidiaries $276mm