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.
Don't think so. The data certainly does not support it.
Look at the 10-K table under "Stock Purchase Warrants".
359m warrants
average contractual term 1.42 years
Any warrants that expire late April would have 0.33 years left as of year end. The percentage of those has to be tiny to produce an overall average of 1.42 unless you believe nwbo secretly extended some to 5-10 years.
Conclusion: very few warrants are expiring this spring.
You're reading an enormous amount into one word from a PR, seemingly weighting that more than the entire text of the 10-K.
In light of recent developments, there is no certainty that the ASM happens as scheduled. Perhaps a virtual meeting? Surely the SEC would give any company a pass for this spring.
Besides, if Linda had really significant news in hand (results, deal, partnership), it would likely be a required disclosure. So I'm inclined to think that is not the case.
As usual, you have a wildly optimistic spin.
If I had to guess, the explanation would be much simpler. Perhaps nwbo needs a new director to replace one who would otherwise be re-nominated this year? Boynton and Black (ages 75, 69 respectively) are the two Class I Directors who would be up for vote.
One 10-K oddity. This is typically a list of directors with short bios. Unless there is a change coming, not sure why this would be so.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by Item 10 is hereby incorporated by reference from our 2020 Proxy Statement under the captions “Election of Directors”, and “Code of Ethics.” To the extent that we do not file the 2020 Proxy Statement prior to the end of the 120-day period following December 31, 2019, we will amend this Annual Report on Form 10-K to provide the required information.
IV has opened a separate board for Coronavirus info.
https://www.investorvillage.com/smbd.asp?mb=19816
401k is just a type of account. There is nothing inherently risky about it. Rolling it over to a regular IRA at a broker is just another type of account, no change to risk.
The risk is determined by what funds/ETFs you invest in within the 401k account. You say "aggressive". Is that 100% equities? If so you have likely done very well the past few years.
You don't have to make an all-or-nothing decision. If you will sleep better by moving 20% to a Stable Value or Money Market fund, it's fine to take a bit of risk off without going to all cash.
Definitely do not cash it out. The redemption would be fully taxable plus a 10% penalty at your age.
I'm not aware of any laws against the US government buying equities, but that is not a typical behavior.
The government (Federal Reserve, Treasury) cares about the health of the banking system. Look at the actions from the 2008-9 financial crisis. All of it was directed at providing liquidity to the banking system, either directly or via fixed income asset markets (buying bonds, then the TARP programs).
When banks fail, the FDIC does not take long term ownership. It does what is necessary to make the failed bank sufficiently attractive to an acquirer. That commonly includes reducing deal risk by guaranteeing the value of questionable loans.
NBA season suspended for now. Utah Jazz center Rudy Gobert supposedly tests positive.
Tom Hanks and his wife test positive in Australia.
No. That is wildly inaccurate.
Latest FINRA reported short interest for nwbo is 5.4m shares.
I do not believe the naked short thesis at all, and certainly do not believe any nonsense about 250m shares short.
You have grossly mis-characterized other poster's beliefs.
correct.
@Hank,
I've posted the published data with regard to the number of warrants and average life a number of times, pretty much whenever someone posts a speculation that is inconsistent with known facts.
The latest short interest published by FINRA is 5.4m shares. Using warrants to fully hedge that position would require less than 2% of nwbo's outstanding warrants. From that, it seems obvious that short positions have no real impact on warrants.
Short interest is not included in nwbo's SEC filings. If there was naked shorting (you are correct that I do not believe this to be the case), it would also not be reflected in SEC filings.
The next SEC filing should be the 10-K reflecting 12/31/19 data. In the section on warrants, I'll be interested in how it compares to the 9/30/19 data (352m warrants, 1.53 year average life). The changes will reflect several influences:
- passage of 3 months time
- financing deals that include warrant extension terms
- any warrants exercised
- new warrants issued, if any
- warrants expired, if any
There is no way there are 250m un-extended warrants. The math does not work.
Look at the 10-Q as of 9/30/19.
352m warrants.
Average life 1.53 years
Any warrants expiring Apr/May 2020 would have about 7 months of life as of last September. If 250m were expiring, the average life of the other 102m would be 3.75 years. The numbers would be even more extreme since there have been more warrant exensions since then.
Latest reported short interest per FINRA is 5.4m shares. Even if all of that was fully hedged one warrant per share, it would be less than 2% of the nwbo warrants outstanding.
Reasonable concept, but not material once you look at the data.
There isn't enough data to give you an exact value, but the number of warrant expiring will be far less than 200m.
If there were 200m expiring in April (7 months from 9/30/19), the average maturity for the remainder would be ~32 months. Don't think they're extended any that far. And that's ignoring the extension deals subsequent to 9/30/19.
If you look at the last 10-Q, there are probably few warrants expiring soon. As of 9/30/2019,
352m warrants
1.53 year remaining contractual term
There have been more warrant extension deals subsequently.
I suspect you are thinking about Rule 105 of Regulation M. For example, SEC action against Fontana Capital.
The issue is perhaps not as broad as you think. It involves covering a short position with shares from a PUBLIC offering.
Pretty much every nwbo financing for the last several years has been a PRIVATE deal.
On a fully diluted nwbo share count, that would be over 5x Merck's total market cap, so I hope that you were just poking fun at other pie-in-the-sky posts.
In theory, Linda Powers' holdings data from the last 10-K should still be valid since there are no subsequent Form 3 or Form 4 filings.
Shares: 29.4m
The rest of her listing is potential shares from derivatives, not all of which are fully vested.
Warrants: 41.1m
Options: 34.1m
Convertibles: 37.7m
Now if you wanted the number she purchased rather than was given, that's a different, and much smaller, number.
Actually, yes. Even the vague potential for news is preferable to the usual nothing.
Here's a totally unfounded speculation about the reason for the ASM delay - a change in the nwbo Board of Directors.
And one high probability speculation - at least one fundraising between now and the annual meeting.
Annual meeting scheduled for Saturday, April 18th.
First question for the list: How does this not violate nwbo's bylaw for no more than 13 months after the previous annual meeting 2/3/19?
That's actually something that you implied in your post about high Cognate costs and LP "saving" nwbo.
How many years since any new patients? Suffice it to say that costs the last few years are not about cell manufacturing or producing vaccine. Must be the cost to reserve space (and some Advent setup costs).
From 2017 to 2018, Cognate expenses dropped from over 14m (combined Cognate US, Germany, Israel) to around 1m. Over the same two years, Advent ramped up from $1.8m to 6.2m.
https://www.sec.gov/Archives/edgar/data/1072379/000114420419017803/tv517288_10k.htm
Nwbo could not "keep" Cognate in 2017 as it never owned it. Toucan owned Cognate then.
If the costs were higher when Cognate was part of Toucan than after it was sold to Ganjei and other managemnet, that is on LP who negotiated the contracts from both sides.
Her actions only "saved NWBO" from her earlier mismanagement.
Good questions, but without full Advent financials (or more detail from nwbo) we have only incomplete answers.
Since Advent operated for several years as Cognate UK, fixed assets might already be fully depreciated? That's a weak guess, that I'm not happy with, as Advent is supposed to be ramping up.
Consider some of nwbo's description of work Advent is performing.
"The Advent Agreement provided for a program initiation payment of approximately $1.0 million (£0.7 million), in connection with technology transfer and operations transfer from Germany to the U.K., to an existing facility in London, development of new Standard Operating Procedures (SOPs), training of new personnel, selection of new suppliers and auditing for GMP compliance, and other preparatory activities. Such initiation payment was fully paid by the Company as of December 31, 2018."
Sure looks like there should be both revenues and expenses.
All of this is Balance Sheet data, which means point in time rather than over a period. It should match up pretty well.
Even if the entire next quarter business with nwbo was added, it would not explain everything already in Advent's year end numbers.
We don't have full audited financials for Advent, but there is some data on the CompaniesHouse site.
As of 12/31/18, Advebt was owed 5.459m GBP.
nwbo's 10-K of the same date includes a table for related-party Accounts Receivable, so we know that nwbo owed Advent 3.967m USD (roughly 3m GBP).
Combining those two know facts certainly makes it appear that Advent had 2.4m GBP in receivables that are not attributable to nwbo.
Consider the situation in light of maximizing Linda Powers' wealth rather than that of nwbo longs.
Via Toucan, Linda controlled Cognate. She benefitted from building it up, and monetized that asset by selling it to its management team. nwbo longs did not share in those sale proceeds.
Advent is also owned by Toucan as noted in the nwbo 10-K "Advent continues to be owned by Toucan Capital Fund III". Via Toucan, Linda benefits from any buildup of Advent, perhaps eventually with a similar exit strategy to Cognate. Once again, no proceeds would go to nwbo longs.
nwbo longs only have one way to win. Linda Powers has already made a killing in her biotech ventures. To her, nwbo success would be the cherry on top of an already generous sundae.
Our limited view into Cognate through its buyout and subsequent financing seems to show a thriving business despite limited revenue from nwbo.
It hardly seems surprising that a similarly situated UK business like Advent would be growing and staffing up.
A bit more reality please.
"were anticipated" would not be published in the 10-Q unless there was a Board of Directors discussion. There is no realistic alternative venue or group that would have led to that line in a formal SEC filing.
That is extremely obvious and requires no jumping to a conclusion.
"On November 11, 2018, the Company and Ms. Powers agreed to further extend the forbearance on the notes to a maturity of one year following the respective funding dates. In consideration of the continuing forbearance, the Company agreed to issue warrants representing 50% of the repayment amounts of the Notes. The warrants were anticipated have exercise price at $0.35 per share, and have an exercise period of 2 years. However, the Company has not finalized the terms of the warrant agreement."
If the Board had enough discussion to anticipate both the strike price and maturity, you seriously believe they couldn't take 1 minute to vote those terms as final?
Two additional points:
Linda Powers' loans were "demand loans" per SEC financial statements.
As of the latest 10-Q, they still haven't finalized the terms on the warrants related to the loans. I consider this inexcusably poor corporate governance.
"On November 11, 2018, the Company and Ms. Powers agreed to further extend the forbearance on the notes to a maturity of one year following the respective funding dates. In consideration of the continuing forbearance, the Company agreed to issue warrants representing 50% of the repayment amounts of the Convertible Notes. The Company has not yet finalized the terms of the warrant agreement."
nwbo's most recent balance sheet includes the item:
Warrant liability 31,579
Nwbo and GAAP accounting reject your assertion that the warrants are worthless.
Don't worry, she'll lower the strike price and/or extend the term as necessary. Linda always looks out for Linda.
Right. Let's ignore the fact that Linda Powers (nwbo) made the decision to put her personal loan in default, triggering the 18% rate, and gave herself warrants for her trouble.
One way to contact the SEC is this link:
https://www.sec.gov/whistleblower/submit-a-tip
Where nwbo recently settled with the SEC about governance issues, it might even get noticed.
Go to the latest 10-Q.
https://www.sec.gov/Archives/edgar/data/1072379/000110465919062726/tm1919565d1_10q.htm
On the Liability side of the balance sheet you find things like:
Accounts payable and accrued expenses $ 6,609
Accounts payable and accrued expenses to related parties and affiliates 788
Notes payable, net 6,310
Note payable, net of current portion, net 6,652
Lease liabilities, net of current portion 4,605
If you want more detail, search (control-F) for the term "Outstanding Debt" and there is a nice readable table with details.
Remember the loans from Directors a couple years back?
The obligations included loans of $50,000 from Cofer Black, a Company Director; $125,000 from Jerry Jasinowski, a Company Director; $125,000 from Robert Farmer, a Company Director;
Those amounts are all less than or equal to a year of fees as a Board member. Do you really believe those Directors wrote out checks rather than simply taking an IOU in lieu of cash?
Let's say a director of a public company like nwbo was scheduled to be paid $100k in fees as a Board member. That person is older and prefers cash, but the corporation has little or no cash. So take newly issued shares from the company in lieu of cash.
If the person really wants cash, then sell those shares in the market. None of us yet know that is the scenario, but the fact pattern is straightforward enough.
Wait a few days to see if there is a followup Form 4 filing with the SEC. No filing means still holding the new shares. Easy peasy.
You sure about those numbers?
The last 10-Q as of 9/30/19 showed 352m warrants with an average Remaining Contractual Term of 1.53 years. Subsequently there have been further warrant extension deals.
Unless you think Linda is extending some warrants into the 5-10 year range, it's hard to get the math to show a large number expiring soon.
I think it is more likely that almost all the outstanding warrants have been extended, with few expiring soon.
You might be on the right track here, but we won’t know more until 10-k, if then.
The filing says paid $100,000. That could mean effectively taking shares in liieu of Director fees. nwbo pays him 100k which he immediately returns for newly issued shares.
All speculation.
Suggest thinking about it somewhat differently.
Average daily volume has been running a bit over 1m shares per day, with peaks a bit over 3m.
If nwbo announces results, I'd expect 10m or more shares to trade. Don't think covering would be a problem, just a matter of price.
However, the vast majority of shorts are likely hedged by warrants. That would mean no urgency to cover, just exercise the warrants and deliver those shares.
Based on available info, shorting is irrelevant to the nwbo story.
I'm not aware that the warrants are trading at all.
FINRA short interest is down to 5.8m, lowest in quite a while. I've never believed the naked short speculation. Don't see any evidence that there is much going on on the short side.