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1.7m, 1.0m, 1.3m have been the revenue numbers for the last 3 years, so you are quite the optimist, Put me down for $1.4 million.
SEC filings say you're wrong about dilution.
Your claim: "Linda P has not diluted the company in last year and a half"
12/31/22 Fully Diluted Share count = 1,567 million comprised of:
Shares Outstanding: 1,068
"C" Preferred: 1.4, which is convertible to 21m
Potentially dilutive: 678
06/30/21 Fully Diluted Share count = 1170 million comprised of:
Shares Out: 857
Potentially Dilutive: 313
That's a 34% increase in Fuilly Diluted share count over 18 months.
Dilution is irrelevant because the deal is so small.
If they sold common (or C Preferred equivalent), it would have been less than 20 million shares. Less than 2% dilution is pretty much meaningless.
Next news is likely to be financing.
The last section of the 10-K is "Subsequent Events", which is usually new information. The last paragraph of the whole filing is interesting.
During February 2023, the Company extended approximate 37.7 million warrants with maturity dates through March 15, 2023 in order to finalize ongoing financing transactions. The holders of these 37.7 million warrants had cash deposit of approximately $2.6 million in December 2022, which was recognized as a cash advance as of December 31, 2022 on the Company’s consolidated balance sheet.
Total nonsense. It is absolutely absurd to claim Cognate funded nwbo.
Look at the Balance Sheet in the most recent 10-Q. https://www.sec.gov/ix?doc=/Archives/edgar/data/1072379/000141057822003073/nwbo-20220930x10q.htm
The Accumulated Deficit is $1,268,824,000, a reasonable rough guess at what it has cost to fund nwbo thus far.
Did a significant fraction of that come from Cognate? No, it did not.
The only "funding" from Cognate was occasionally taking nwbo stock in lieu of cash, and it only did that because Linda (Cognate) was negotiating with Linda (nwbo) for usurious rates. Of course that all changed once Linda no longer controlled Cognate as a related party.
ASCO 2023 is critical for nwbo.
Booth size will be 10 square centimeters larger than last year. Definitely a sign of FDA approval!
The nwbo booth will be near the restrooms instead of the snack bar. Linda Powers had the magical insight that while many people snack, everyone urinates. Major visibility increase!
Tote backs, keychains, and USB drives! FDA may pre-approve stuff nwbo hasn't even dreamed up yet!
What was posted earlier about stock lending and voting rights was mostly bad guesses. This link from Fidelity sums it up nicely:
VOTING RIGHTS
When you loan your shares, you relinquish voting rights. However, if you want to vote your shares, you can recall your loan in advance of the record date.
Source: https://www.fidelity.com/trading/fully-paid-lending
No. Boynton is giving away 18m options he already owns. See the footnote.
Explanation of Responses:
1. GIFTS FROM DR. BOYNTON FOR ESTATE PLANNING PURPOSES.
Has dcvax been tested on rGBM in any situation other than the P3 trial? Thought it was just the crossover patients. And didn't those crossover patients all receive SOC including chemo?
Are you aware that you can search on the SEC website by person as well as by security? Here's a link for nwbo CEO Linda Powers.
https://www.sec.gov/cgi-bin/own-disp?CIK=0001289624&action=getowner
You'll find no purchases in the last decade. The 2012 transactions are before my time.
It is possible to get a straight factual answer, but it depends on who you ask.
Fully diluted share count for nwbo was 1.523 billion shares as of the last 10-Q
Shares out: 1,051m
"C" preferred: 855k shares * 25 = 21m
Options: 304m
Warrants: 145m
For a shortcut, search the latest filing for a table whose summary line is labeled "Potentially Dilutive Securities". Add that total to shares outstanding for a quick and decent ballpark number.
Best of luck with that.
If the over/under for when the resolution fails was 3 days, I'd still bet under.
You are 100% correct there is a conflict of interest with LP controlling both nwbo and Advent, just as there was with nwbo and Cognate. No amount of rationalization can change that fact.
I don't expect a merger of nwbo and Advent. Since the Toucan partnership that owns Advent has a limited life, any deal would need to be structured as nwbo buying Advent. That structure doesn't makes sense because unless nwbo goes it alone, and realistically nwbo lacks the expertise and funds to go it alone.
All the talk about manufacturing is just distraction. nwbo needs to submit dcvax for approval.
My post clearly cited the 2017 10-K as its source.
Your post clarified nothing, was wrong about some of the details, and provided no source for anything.
Do you ever bother to read the thread to which you respond? The thread had nothing to do with when Cognate (owned by management after buyout) sold itself to CRL.
You are completely wrong that Toucan owned any of Cognate at the time of its sale to CRL. The nwbo PR at the time of the management buyout states: "Following this transaction, neither Linda Powers nor any Toucan Capital related entities have any ownership interest in Cognate or any role on Cognate's Board. "
It was about when Toucan sold Cognate to management in 2017. The 2017 nwbo 10-K directly states that "Cognate BioServices is owned by Toucan Capital Fund III, L.P.,"
We currently rely upon Cognate BioServices, Inc., or Cognate, to produce all of our DCVax product candidates in the U.S., and to supervise the production of our DCVax product candidates outside the U.S. Cognate BioServices is owned by Toucan Capital Fund III, L.P., one of our stockholders who is an affiliate. We have an agreement in place with Cognate BioServices pursuant to which Cognate BioServices has agreed to provide manufacturing and other services for the clinical trials and initial potential commercialization, in connection with our Phase III clinical trial of DCVax-L in brain cancer, and other programs. The agreement requires us to make certain minimum monthly payments to Cognate BioServices in order to have dedicated manufacturing capacity available for our products, irrespective of whether we actually order any DCVax products. The agreement also specifies the amounts we must pay for Cognate BioServices’ manufacturing of DCVax products for patients.
Source: nwbo 10-K for 2017
Cognate was owned by one of the Toucan Limited Partnerships. Those partnerships are not designed for unlimited duration, but rather to wind down after a number of years. Cognate was sold because it was a necessary step for timely liquidation of the Toucan investment.
No, if the vote to increase authorization fails (unlikely in my view), nwbo would not be barred from anything in the future.
They could adjourn the meeting to collect more votes on that issue, or call a special meeting.
That item is why the 14A filing talks about nwbo hiring proxy solicitors to round up votes. They need a majority of the common shares outstanding to increase authorization. The other votes only require a majority of votes cast, with no minimum required.
No, never met Malik. He was a fundamental analyst in biotech. I was a quant, and quant techniques tend to be perverse in biotech.
For a few examples; valuation, earnings surprise, and estimate revision all tend to give incorrect signals in biotech.
Consider estimate revision. In most cases, if analysts are raising estimates, that is based on good news. Plenty of research shows that positive revisions tend to be followed by more positive revisions, which is why it works. Now consider the example of a pre-revenue biotech with analyst coverage that has a successful P2 result. On to P3 - obviously great news. However, short term expenses increase to run the P3 trial, while revenues are still far in the future, which means FY1 and FY2 earnings estimates go down on good news.
You've probably seen Malik's bio in nwbo's proxy materials. For UK investment people, you can also look up their employment history on the FSA regulatory site.
https://www.fca.org.uk/firms/financial-services-register
You should really read Linda Powers' SEC Form 4 filing for this sale at $0.17
https://www.sec.gov/Archives/edgar/data/1072379/000114420419003609/xslF345X03/tv511975_4.xml
Regarding the Cognate shares, the footnote reads:
Explanation of Responses:
1. Toucan Capital Fund III, LP sold the 804,146 restricted shares of common stock that it owned, in preparation for the required dissolution due to the Toucan Fund reaching the end of its contractual term. The reporting person has management control as well as a partnership interest in the Toucan Fund.
Bolding is mine.
Did you not read Dr. Stupp's commentary? He articulated some doubts.
Not exactly lateral.
CFO was an officer level position with Sarbanes-Oxley responsibilities. CIO is not.
Davis is listed in the 2020 proxy as an officer, with her holdings shown. She is not mentioned in subsequent proxies.
https://www.sec.gov/Archives/edgar/data/1072379/000110465920039528/tm2013863-1_def14a.htm
No, what he said was that it was a scam for the CEO to hire her own CDMO firm.
That is not the same as your implication that it was a scam because nwbo received no funds from the Cognate sale. nwbo had not ownership stake in Cognate so obviously it would receive no proceeds.
Now do you understand the difference?
There was an erroneous claim that nwbo received cash when Cognate was sold. That was corrected.
Your points are off topic as you totally twisted the meaning of ex's post.
Thank you for noticing that my explanation of Jerry J's transaction was accurate rather than the jerry-rigged answer to which I responded.
By SEC definition, directors are insiders. That's the whole reason Janikowski needed to file Form 4. So pretty much everything you said is totally wrong.
Read the SEC regs on who needs to file Form 4.
"The federal securities laws require certain individuals (such as officers, directors, and those that hold more than 10% of any class of a company’s securities, together we’ll call, “insiders”) to report purchases, sales, and holdings of their company’s securities by filing Forms 3, 4, and 5."
source: https://www.investor.gov/introduction-investing/investing-basics/glossary/forms-3-4-and-5
There were multiple related companies.
Genzyme was the parent company. If they had a promising development in one of their subsidiaries, they spun it off as an independent separately traded company, so there were a bunch of offspring with Genzyme in the name.
Oddly this is not the first mention of goats and biotech together.
Those who have followed biotech long enough might remember a company called Genzyme Transgenics. Ticker was GZTC. They were trying to use genetically engineeried goats as biotech manufacturing. The goats would express the desired molecule in milk, which could be purified into the drug.
My observation was that the nwbo price was stable for months prior to the two week runup, and stable again for months thereafter. That does not require any assumption about whether that level was reasonable or not.
You've assumed the pre-runup price was undervalued. You've assumed the runup price was reasonable. Those are both opinions rather than fact.
Try removing those questionable assumptions and re-analyze the price action.
No, you're ignoring the fact that a 100%+ runup into leaked news is not at all standard.
If you look at a 2022 price chart for nwbo, the two week runup to 5/10 certainly stands out as an aberration. Relatively stable both before and after.
Manipulation upward (standard pump and dump) fits the observed price action better than the story that 5/10 was manipulation downward.
Correct.
Someone who lends shares can recall them at any time. If a recall occurs, the borrower either has to find another source of borrow, or buy to cover the short position.
"All those Fails-to-Deliver" ???
There were less than 10,000 shares for nwbo in the latest data.
Sounds very much like Dr. Carlo Rago's participation in the nwbo saga
One ASM detail
The first 5 items require a plurality of votes cast at the meeting. Broker non-votes and abstentions are irrelevant.
Item 6, expansion of Share Authorization to 1.7 billion, requires a majority of all shares outstanding. Broker non-votes and abstentions are effectively votes against this proposal. That's why you see a mention of nwbo having a proxy solicitation firm to get out the vote.
See nwbio.com for the full text. The quote about TLD is in the section labeled "About Northwest Biotherapeutics".
https://nwbio.com/northwest-biotherapeutics-announces-presentations-on-dcvax-l-personalized-vaccines-manufacturing-and-scale-up-and-dcvax-l-clinical-program/
Yes, nwbo did "walk back" TLD.
As shown in my post, company statements start relatively definitive, then add more qualifiers over time.
You've been performing semantic gymnastics for months on this point. You didn't convince me in May, and that has not changed.