Letter re Geron Corporation

25th October 2012

To the Shareholders of British & American Investment Trust PLC

Dear Shareholder,

      OPEN LETTER FROM BIOTIME, INC TO SHAREHOLDERS OF GERON CORPORATION       

As you are aware, our investment in Geron Corporation ("Geron") is one of the
company's largest and long held investments representing approximately 17
percent of the company's portfolio.

As already communicated to shareholders, we have been highly critical of Geron
management's decisions and strategy over the past 20 months, in particular the
decision in November 2011 to abruptly exit Geron's regenerative medicine (stem
cell) business in which it was the acknowledged world leader. Since that time,
Geron management has attempted to sell or partner this business but to date has
been unable to announce any progress on this.

Over this 20 month period, Geron's share price has declined by over 70 percent
compared to a 45 percent rise in the NASDAQ biotechnology index. This
substantial decline in Geron's share price has had a material and adverse
effect on the company's portfolio value over the last two years contributing
significantly to its underperformance over the period.

On 18th October 2012, Biotime, Inc, a publicly traded company in the USA
operating in the field of regenerative medicine utilizing stem cells, issued an
open letter to Geron shareholders outlining proposals under which Geron's stem
cell assets would be merged with theirs and Geron shareholders would be given a
direct shareholding in the merged business. In addition, Geron shareholders
would be able to increase their participation in the business by subscribing
for additional shares through a rights offer. BioTime has asked Geron
shareholders in favour of these proposals to contact the Board of Directors of
Geron to ask them to work with BioTime to implement the proposals. BioTime's
open letter is set out in the attached Appendix.

I write now to inform you that we warmly welcome and fully support the proposal
s contained in BioTime's letter and will therefore write to the Board of
Directors of Geron in respect of our holding in Geron accordingly. We would
also intend to take up in full any rights offered to us to acquire additional
stock in the newly formed business.


Background

Set out below is the background to and an explanation of our decision on this
matter and a summary of our communications with the Geron management in respect
of their decision to exit the stem cell business.

Commencing in 2000, we invested in Geron Corporation for its dual businesses in
oncology and regenerative medicine (embryonic stem cells) in which it had
developed a broad range of innovative and potentially disruptive technologies
over many years and at considerable cost.

We were shocked and dismayed when on 14th November 2011, Geron abruptly
announced the immediate cessation of its stem cell operations to concentrate on
its oncology business. These operations represented a major and strategic part
of the company's business, and included its ground-breaking and World's first
embryonic stem cell clinical trial for spinal cord injury, which Geron
prematurely terminated despite no adverse events being experienced. Geron also
announced that they intended to find partners or buyers for this business.

We wrote to Geron management on 21st November 2011 to express our strong
opposition to this major and unexpected strategic decision and also to the
manner in which it was executed. We believed that closing the stem cell
business in such a precipitate manner, including discontinuing programmes,
dismissing skilled staff and abandoning the high profile clinical trial before
completion would be harmful to the reputation of Geron, the success of finding
purchasers/partners and maximising the value that could be obtained for the
business.

On 15th December 2011 we had a meeting with Geron's CEO, John Scarlett, and
strongly urged him at the very least to commit the relatively modest investment
required to complete the clinical trial by enrolling the last 3 out of eight
patients so that potential investors could at least be presented with a
completed trial with no adverse events. This was unfortunately not done and
furthermore Geron was obliged to repay $6.4 million, plus interest, of drawn
disbursements received under the $24.8 million California Institute for
Regenerative Medicine's loan/grant in respect of this discontinued trial.

In the meantime, we have been seriously concerned that Geron has not announced
any progress in finding a buyer or partner for these assets in the almost one
year since it halted the business and it would appear that our concerns about
the way in which Geron has managed these assets have been justified.

These now dormant and untended assets are inevitably losing value as
competitors make progress in Geron's absence from the field and patent
protection periods decline. Furthermore, in August this year, Geron most
unexpectedly lost two important patent interference disputes with Viacyte Inc
over a substantial part of its stem cell business and has been forced to lodge
an appeal. This unfortunate event will also have a detrimental effect on the
value obtainable for shareholders for this business. Without continuing
investment in and proper attention to these assets, their value to Geron and
its shareholders is inevitably declining.

Since abandoning its stem cell business in November 2011, Geron's stock price
has fallen by 40 percent while the NASDAQ biotechnology index has risen by 45
percent and the prices of other quoted stem cell companies (such as STEM,
Cytori, Pluristem) which had hitherto been relatively insignificant rivals of
Geron have advanced by up to 80 percent, allowing them in some cases even to
overtake Geron in value, even including its oncology business.

Finally, Geron's decision to exit its stem cell business to concentrate on its
oncology business has also not fared well to date, with the recent announcement
of the abandonment of two of its Phase 2 Imetelstat trials in lung and breast
cancer due to poor or adverse results.


Conclusion

It is against this background, therefore, that we warmly welcome BioTime's open
letter to Geron shareholders and would intend to take up in full any rights
offered to us as part of the proposals. We believe BioTime's proposals would
make Geron's stem cell assets in combination with those of BioTime once again
the World's leading stem cell business with sufficient resources to recommence
the discontinued programmes and develop the business further into the medium
term. Re-activating Geron's now dormant stem cell assets will give Geron
shareholders the opportunity to continue to participate in the development and
exploitation of these important assets under the leadership of Michael West and
Tom Okarma who respectively initiated Geron's involvement in these
ground-breaking technologies and successfully progressed their development in
the face of many difficulties over many years to achieve the world's first ever
embryonic stem cell clinical trial.

We will accordingly be writing to the Geron Board of Directors urging them to
work co-operatively with BioTime on their proposals. We also exhort other Geron
shareholders to do similarly if they wish to continue to participate in the
development, exploitation and potential rewards of Geron's stem cell assets
whose creation they have financed over so many years.

Yours faithfully,

Jonathan C Woolf

Managing director

British & American Investment Trust PLC

Enquiries:

Keith Williams, Company Secretary.
British & American Investment Trust PLC
Telephone: [phone]

www.baitgroup.co.uk


                                   APPENDIX                                    

               BIOTIME, INC. ISSUES OPEN LETTER TO SHAREHOLDERS                

                             OF GERON CORPORATION                              

ALAMEDA, Calif.--October 18, 2012-- BioTime, Inc. (NYSE MKT: BTX) today issued
the following letter to the shareholders of Geron Corporation (Nasdaq: GERN)
regarding Geron's stem cell assets:


October 18, 2012

                     AN OPEN LETTER TO GERON SHAREHOLDERS                      

Dear Geron Shareholders:

As you know, during November 2011, Geron Corporation (Nasdaq: GERN) announced
that it was discontinuing its stem cell research and development programs and
its clinical trials of OPC-1, a groundbreaking product to treat spinal cord
injuries manufactured from human embryonic stem cells. Nearly a year has now
passed, and Geron has not announced any transaction that would provide value to
either Geron or its shareholders from those stem cell assets.

BioTime, Inc. (NYSE MKT: BTX) is a publicly traded company engaged in research
and development of innovative new products in the field of regenerative
medicine utilizing stem cells and related technology. We are prepared to
propose a transaction between a recently formed, wholly owned subsidiary,
BioTime Acquisition Corporation (BAC), and Geron for the purpose of enabling
BAC to put the now dormant Geron stem cell assets back on track to speed the
development and commercialization of innovative new products to treat
degenerative diseases.


                            Summary of Our Proposal                            

Our proposal includes two transactions, one which we call the "Stem Cell
Transaction" and one that we call the "Rights Offer" which are described in
more detail, along with other important information, in Appendix I: Details of
Our Proposal attached to this letter. Through these transactions, Geron
shareholders could own up to 45% of a new publicly traded company that will own
the Geron stem cell assets, $40 million of BioTime stock, certain BioTime stem
cell assets, and shares of certain BioTime stem cell subsidiaries. Geron
shareholders would also receive BioTime stock-purchase warrants presently
valued at approximately $13 million. Geron would retain its cancer therapy
business, including Imetelstat and GRN1005, and its cash and short-term liquid
investments and Geron shareholders would continue to own 100% of the Geron
cancer therapy business through their ownership of Geron stock.

Through the Stem Cell Transaction, Geron would transfer its stem cell assets to
BAC, in exchange for which you along with the other Geron shareholders would
receive shares of BAC common stock representing approximately 21.4% of the
outstanding BAC capital stock. BioTime would contribute to BAC the following
assets in exchange for the balance of outstanding BAC capital stock:

  * $40 million in BioTime common shares;
   
  * Warrants to purchase BioTime common shares ("BioTime Warrants");
   
  * Rights to certain stem cell assets of BioTime, and shares of two BioTime
    subsidiaries engaged in the development of therapeutic products from stem
    cells.
   
Through the "Rights Offer," BAC would seek to raise additional capital by
offering you and other Geron shareholders the opportunity to increase your
collective ownership interests in BAC to 45% by purchasing additional BAC
shares, if you choose to do so. In addition to acquiring BAC common stock in
the Rights Offer, if you exercise your subscription rights you would also
receive warrants to purchase additional BAC common stock, which if exercised
would increase your ownership in BAC. Those shareholders deciding not to
purchase additional BAC shares in the Rights Offering would have the
opportunity to sell their rights at prevailing market prices.


                              What You Can Do Now                              

BioTime and BAC cannot complete the Stem Cell Transaction as proposed without
the approval of Geron's Board of Directors. If you want the Geron Board of
Directors to pursue our proposal, we suggest that you contact the Geron Board
and urge them to work with BioTime and BAC management to negotiate a definitive
agreement for the Stem Cell Transaction. According to Geron's latest proxy
statement, Geron shareholders wishing to communicate with the Board of
Directors, or with a specific Board member, may do so by writing to the Board,
or to the particular Board member, and delivering the communication in person
or mailing it to: Board of Directors, c/o Stephen Rosenfield, Corporate
Secretary, Geron Corporation, currently located at 149 Commonwealth Drive,
Menlo Park, CA 94025. Geron's proxy statement represents that all mail
addressed in this manner will be delivered to the Chair or Chairs of the
Committees with responsibilities touching most closely on the matters addressed
in the communication.

Very Truly Yours,

Michael D. West, PhD Thomas Okarma, PhD, MD
Chief Executive Officer Chief Executive Officer
BioTime, Inc. BioTime Acquisition Corp.
Geron Founder Former Geron CEO
Former Geron CEO (1999-2011)

(1990-1992)

                      Appendix I: Details of Our Proposal                      

The principal features of the Stem Cell Transaction and the Rights Offer are as
follows:

                           The Stem Cell Transaction                           

  * As a Geron shareholder, you would receive one BioTime Warrant and one share
    of BAC Series A common stock for each 20 shares of Geron common stock you
    own. In total, Geron shareholders would receive 21.4% of the BAC capital
    stock outstanding at the consummation of the Stem Cell Transaction. BioTime
    would own the remaining outstanding shares of capital stock of BAC. BioTime
    would also hold BAC warrants that, if exercised, would increase BioTime's
    ownership interest by approximately 2%.
   
  * Geron shareholders would receive BAC Series A common stock and BioTime
    would own BAC Series B common stock. The BAC Series A common stock that you
    and other Geron shareholders would acquire, and the BAC Series B common
    stock that will be owned by BioTime, will be identical in almost all
    respects, except that having a separate Series A common stock held by Geron
    shareholders will enable BAC to distribute the BioTime Warrants, and to
    make the Rights Offer described below, exclusively to the Series A
    shareholders.
   
  * BAC would seek to have the BAC Series A common stock received by Geron
    shareholders listed for trading on a national securities exchange or on the
    OTC Bulletin Board market if exchange listing is not feasible.
   
  * Following the acquisition of the Geron stem cell assets, BAC would
    distribute the BioTime Warrants to the Geron shareholders as holders of BAC
    Series A common stock. The distribution would entitle you and the other BAC
    Series A shareholders to receive one BioTime Warrant for each BAC Series A
    share received in the Stem Cell Transaction.
   
  * The BioTime Warrants and underlying BioTime common shares would be
    registered under the Securities Act of 1933, as amended, and BioTime would
    seek to have the BioTime Warrants listed for trading on the NYSE MKT where
    its common shares are traded, or on the OTC Bulletin Board market if
    exchange listing is not feasible.
   
                               The Rights Offer                                

  * Under our proposal, after the Stem Cell Transaction, BAC, as a new public
    company, would conduct a Rights Offer to the holders of the Series A common
    stock to raise additional capital.
   
  * We presently contemplate that the Rights Offer would seek to raise
    approximately $39 million and would provide the Geron shareholders with the
    opportunity to increase their ownership interest in BAC to approximately
    45% in the aggregate (without taking into account any BAC warrants) if they
    continue to hold their BAC Series A common stock and choose to exercise all
    of the subscription rights they receive in the Rights Offer.
   
  * In addition to acquiring BAC Series A common stock, BAC shareholders who
    exercise their subscription rights in the Rights Offer would also receive
    warrants to purchase additional BAC Series A common stock, which if
    exercised would increase Geron shareholders' ownership in BAC. We would
    propose to have BAC list those warrants on a national securities exchange
    or to arrange for the warrants to be traded on the OTC Bulletin Board so
    that the BAC shareholders could also sell their warrants at prevailing
    market prices.
   
  * BAC would also seek to have the subscription rights distributed in the
    Rights Offer listed for trading on a national securities exchange or
    over-the-counter market so that shareholders who do not wish to exercise
    their subscription rights could sell them at prevailing market prices.
   
  * If you receive subscription rights in the Rights Offer you would not be
    obligated to exercise those subscription rights, but instead you may choose
    to exercise some or all of your subscription rights in order to purchase
    additional BAC Series A shares and warrants, or you may sell some or all of
    your subscription rights, or you may simply choose to allow your
    subscription rights to expire unexercised.

   
                              Other Requirements                               

In addition to Geron Board approval noted above, the approval of Geron
shareholders and BioTime shareholders may be required, depending on the
structure of the Stem Cell Transaction. Registration of the BAC shares under
the Securities Act of 1933, as amended (the "Securities Act"), will also be
required. The Stem Cell Transaction would be subject to a variety of conditions
yet to be negotiated. Further, the terms and conditions of the Rights Offer
have not yet been determined and the proposed Rights Offer will not be
conducted until a registration statement is filed under the Securities Act and
becomes effective.


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 enhanced through subsidiaries focused on
specific fields of application. BioTime develops and markets research products
in the fields of stem cells and regenerative medicine, including a wide array
of proprietary ACTCellerate™ cell lines, HyStem® hydrogels, culture media, and
differentiation kits. BioTime is developing Renevia™ (formerly known as HyStem®
-Rx), a biocompatible, implantable hyaluronan and collagen-based matrix for
cell delivery in human clinical applications. BioTime's therapeutic product
development strategy is pursued through subsidiaries that focus on specific
organ systems and related diseases for which there is a high unmet medical
need. BioTime's majority owned subsidiary Cell Cure Neurosciences Ltd. is
developing therapeutic products derived from stem cells for the treatment of
retinal and neural degenerative diseases. BioTime's subsidiary OrthoCyte
Corporation is developing therapeutic applications of stem cells to treat
orthopedic diseases and injuries. Another subsidiary, OncoCyte Corporation,
focuses on the diagnostic and therapeutic applications of stem cell technology
in cancer, including the diagnostic product PanC-Dxâ„¢ currently being developed
for the detection of cancer in blood samples. ReCyte Therapeutics, Inc. is
developing applications of BioTime's proprietary induced pluripotent stem cell
technology to reverse the developmental aging of human cells to treat
cardiovascular and blood cell diseases. BioTime's subsidiary LifeMap Sciences,
Inc. markets GeneCards®, the leading human gene database, and is developing an
integrated database suite to complement GeneCards® that will also include the
LifeMapâ„¢ database of embryonic development, stem cell research and regenerative
medicine, and MalaCards, the human disease database. LifeMap will also market
BioTime research products. 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 Corporation under exclusive licensing
agreements. Additional information about BioTime can be found on the web at 
www.biotimeinc.com.


About BioTimeAcquisition Corporation

BioTime Acquisition Corporation is a newly formed wholly owned subsidiary of
BioTime, Inc., through which BioTime plans to pursue opportunities and acquire
assets and businesses in the fields of stem cells and regenerative medicine.

This communication is not an offer to sell any securities or a solicitation of
any vote or approval and BioTime and BAC are not offering to sell, or
soliciting an offer to buy, any securities in any state where the offer or sale
is not permitted.

This communication is for informational purposes only and does not constitute
an offer to sell any shares of BAC common stock or warrants or a solicitation
of any vote or approval, nor is it a substitute for a prospectus/proxy
statement that may be included in a registration statement that may be filed
with the Securities and Exchange Commission (the "SEC") under the Securities
Act with respect to the proposed Stem Cell Transaction, or for a prospectus
that may be included in a registration statement that may be filed under the
Securities Act with respect to a Rights Offer. Investors and security holders
of Geron are urged to read any prospectus/proxy statement for the Stem Cell
Transaction and any prospectus for the Rights Offer, and all other relevant
documents, that BioTime, BAC and/or Geron may file with the SEC, if and when
they become available because they will contain important information. All
documents referred to above, if filed by BioTime or BAC, will be available free
of charge at the SEC's website (www.sec.gov) or by directing a request to
BioTime's Chief Financial Officer at 1301 Harbor Bay Parkway, Alameda,
California 94502 [e-mail].


Forward-Looking Statements

Statements pertaining to future financial and/or operating results, future
growth in research, technology, clinical development, and potential
opportunities for BioTime, along with other statements about the future
expectations, beliefs, goals, plans, or prospects expressed by management
constitute forward-looking statements. Any statements that are not historical
fact (including, but not limited to statements that contain words such as
"will," "believes," "plans," "anticipates," "expects," "estimates") should also
be considered to be forward-looking statements. Forward-looking statements
involve risks and uncertainties, including, without limitation, risks inherent
in the development and/or commercialization of potential products, uncertainty
in the results of clinical trials or regulatory approvals, need and ability to
obtain future capital, and maintenance of intellectual property rights. Actual
results may differ materially from the results anticipated in these
forward-looking statements and as such should be evaluated together with the
many uncertainties that affect the business of BioTime and BAC, particularly
those mentioned in cautionary statements that are found in BioTime's public
filings with the Securities and Exchange Commission, any prospectus/proxy
statement for the Stem Cell Transaction and prospectus for the Rights Offer,
and other filings that BioTime or BAC may make with the Securities and Exchange
Commission. BioTime and BAC each disclaims any intent or obligation to update
these forward-looking statements.

To receive ongoing BioTime corporate communications, please click on the
following link to join our email alert list: http://phx.corporate-ir.net/
phoenix.zhtml?c=83805&p=irol-alerts

Source: BioTime, Inc.

BioTime, Inc.
Peter Garcia, 510-521-3390, ext 367
Chief Financial Officer
[e-mail]

or

Judith Segall, 510-521-3390, ext 301
[e-mail]

                    British & American Investment Trust PLC                    

                                 WESSEX HOUSE                                  

                               1 CHESHAM STREET                                

                                LONDON SW1X 8ND                                

TELEPHONE: [phone] FAX: [phone]

                        Chairman: J ANTHONY V TOWNSEND                         

  Directors: JONATHAN C WOOLF (Managing) DOMINIC G DREYFUS RONALD G PATERSON   

                         KEITH J WILLIAMS (Secretary)                          

      Registered Office: Wessex House, 1 Chesham Street, London SW1X 8ND       

                Registered in England. Registered number 433137                

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