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I have not seen you before putting words in someone's mouth so I guess Im honored to be that first then. I didn't say that,
I will vote NO if no news and many in my group will as well
As I was explaining to you. Even if the JA is out and TLD officially PRed NWBO risks getting a NO. Why because they will be needing 510 million shares (51% of present O/S) to say yes to an increase of A/S and many retailer shareholders forget to vote or can't be bothered. NWBO has many retail shareholders, is what I was saying.
They will actually need a big ASM vote yes dont forget to vote campaign.
Thus NWBO is taking a high legal risk here with the selling of these pref C's
Ps If the JA is out and TLD is PRed I will probably vote yes
wanne bet? I am telling you they won't get that 510 million shares to vote yes under present circumstances. So no is you who is wrong.
nope only outstanding common shares can vote on an increase of authorized shares when the vote is being put forward.
They will need 51% of the O/common Shares votes to say yes so that roughly counts to 510 million shares having to say yes sure go ahead.
So in my view, NWBO is taking a much bigger risk by asking for that vote and promising these pref C's a fast conversion to their 25 commons than they did in 2018 given the thousands of new retail shareholders NWBO has. Even with good news before the vote many will just note vote which in essence will be a no
again Delaware law clearly stipulates ONLY outstanding shares are able to vote on the increase of authorized shares. Thank God.
exactly
senti Delaware law clearly and thankfully stipulates that ONLY O/S can vote on an increase of A/S and NWBO acknowledges that
so NWBO can not just push this vote through they will need 510 million voting yes which Im pretty sure they will NOT get under present conditions (thankfullt)
if NWBO thinks they can ask the ASM to raise the A/S shares and count on 510 million shares to vote YES on that they should think twice especially when there is no news before that time. They will not get 510 million shares to vote yes on an increase of A/S probably even with JA out and TLD PRed
ok thanks,
well yes, its a lot to take in the 250m POTENTIAL increase of A/S via the preferred C shares, which is ultimo the same way as more or less selling warrants.
1. I believe they will NOT be able to get the 51% needed of ALL, so not just the common shares present at the ASM, but ALL O/S to increase the A/S with where they are today. I know some pretty big shareholders who told me so. Heck, I am doubting they will ever be able to do so even when they have good news for there are many many retail shareholders who just forget to vote which can be counted as a NO vote.
2. This creation of C preferred is actually a way for NWBOto blackmail the ASM when the vote is put forward. They will just say: look if we dont get the 51%NWBO will be in huge legal trouble
3. Selling 1 pref stock = 25 commons so these are bigger investors buying these prefs
3. Given 1 2 which their lawyers must have told them, I think the C pref stock will never be converted but will be bought off in a BO... also because of 3
IMO
right now Im a but fuzzed out from todays 8K what is your take?
Item 3.03. Material Modification to Rights of Security Holders.
The discussion in Item 5.03 of this Current Report on Form 8-K is hereby incorporated by reference in this Item 3.03.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Certificate of Elimination of Series A Preferred Stock and Series B Preferred Stock
On July 20, 2022, Northwest Biotherapeutics, Inc. (the “Company”) filed a Certificate of Elimination with the Secretary of State of the State of Delaware with respect to the Company’s Series A Preferred Stock and Series B Preferred Stock pursuant to which both series were eliminated and returned to the status of authorized and unissued preferred shares of the Company, as there are no Series A or Series B Preferred shares outstanding. The full text of the Certificate of Elimination is included as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Certificate of Designations of Series C Preferred Stock
Also on July 20, 2022, the Company filed the Certificate of Designations for Series C Preferred Stock (the “Series C Certificate of Designations”) with the Secretary of State of the State of Delaware, setting forth the terms of the Series C Preferred Stock. The Series C Certificate of Designations, effective as of July 20, 2022, was created out of the authorized and unissued shares of preferred stock of the Company the Series C Preferred Stock, provides for ten million shares, par value $0.001 per share, and establishes the rights, preferences and privileges of the Series C. A copy of the Series C Certificate of Designations is filed as Exhibit 3.2 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing does not purport to be a complete description of the Series C Certificate of Designations and is qualified in its entirety by reference to the full text of the Series C Certificate of Designations.
Item 9.01. Financial Statements and Exhibits.
I take $1.5 and this moment
Unfortunately, I cant say you are entirely wrong. Advent however is working like a swiss clock submitting all which is necessary with the authorities. Advent unlike NWBO has hired all the clever people paid by NWBO working for the benefit of well Advent to submit all the necessary licenses for manufacturing. The clever Advent staff will not support NWBO to submit the request for approval of DCVAXL.
The only person working for NWBO who may be able to submit for approval with the MHRA is Dr Bosch. But he is way overstretched already. No way Bosch is able to submit a BLA, he may perhaps be able to submit a request for approval in the UK but not with all the RAs.
Its a freaking outrage NWBO has not hired a team of specialists in order to submit a request for approval with the RA's a year ago.
Lets declare AoA as a household name and we can keep the faith ;)
I dont understand quite of what you are saying
1. Of course Advent wants a commercial GMP license to then be able to commercially produce DCVAXL. Thats what I said when I responded with 100% agree in the post you responded on. As what it now looks like its the only way for Advent to commercially survive, so far I have not seen any other evidence of any other Advent client, NWBO is the only client.
2. Advent ofcourse must have that commercial GMP license prior to DCVAX L being approved. So thats why its now in process.
3. The question as part of the discussion here was/is, is NWBO required by MHRA rules/reg to apply for approval of DCVAX L in order for Advent to get its GMP license. The answer to that is no. Advent could get its manufacturing license even if DCVAXL would not exist. This is important timeline-wise for there is, unfortunately, no rule/reg pressure on NWBO to submit a request to approve DCVAXL asap, as Flipper said, in order to unnecessarily waste MHRA time.
It's kind of relevant cause thats the whole point.
Advent can legally get its manufacturing licensing from the MHRA without NWBO requesting approval for DCVAXL first, last, in the middle or never.
So there is no immediate legal urgency for LP to request marketing approval for L in order to get the manufacturing licensing for Advent. Which was the whole point of this discussion going on here.
hehe
I agree with you but then lets make a distinction between what the MHRA legally requires and what is economically suicide for Advent. There is no Advent without DCVAX L being approved. But the debate was about when a CDMO can be granted a manufacturing license legally and Advent can get one even if DCVAX L would not exist.
I hate to say it, but you are right
Flipper and Senti are assuming a license for production can only be granted if the CDMO is involved and has a connection with a drug in the approval process/has been approved by the MHRA. That is just not the case. A CDMO can be granted a manufacturing license without having a third party (client) or themselves apply for approval for a drug.
In other words, Advent legally can be granted a manufacturing license without DCVAX L existens.
Next?
Ok do you believe that a manufacturing license will NOT be granted as long as a CDMO (any CDMO) is NOT involved in the request for marketing authorization of any medical product either direct or indirect via a third party (its client)?
In other words, do you think the MHRA has it so determined that CDMOs can NOT start /get in business and get a commercial license to produce without being involved have a connection with the request of a medical product for MHRA approval aka marketing authorization?
Judge when you said August TLD PRed Ii thought you were joking. Turn out the joke is on me lol
$40 per share minimum? Ok sold PM me ??
absolutely at $2 they are yours, please PM me so we can arrange this
100% agree
Im waiting for offcial TLD + JA and IF the SP pops Im out even if the next PR says they expect Saudi Arbi to buy Northwest for 1 trillion, Im out. I should have sold on May 7th, I won't pass on the next pop.
me too Im in the 85% camp as well so no surprise there. The 85% camp being extremely disappointed of management and the goals they have achieved so far. I am still hopeful we will one day see the results we deserve perhaps in fall 2022 who knows.
Sunday we celebrate 2 years anniversary of the completion of Phase 3 Trial Sites’ Databases. And here we sit still waiting for official TLD and JA
I would like to know Sentis's answer as well since you asked her almost the same Q as I asked you.
let's see what senti will answer
so let me ask you a simple question if dont mind to get all the confusion about what is what out of the way.
Do you or do you not believe/think/hold the opinion that a CDMO with the name XYZ in the UK after having thicked and checked all the right boxes (as Advent did but unrelated to Advent) can get a license/ authorization to commercially manufacture cellular therapies WITHOUT ANY medical drug product in ANY approval process of any (third party) client or XYZ itself (so no product involved in the approval process)?
Yes or No, please thanks.
hawaia
Such a manufacturing license is separate from any regulatory decision about approval of DCVax-L itself
means that Advent can get the manufacturing license no matter what they decide on the approval of DCVax-L itself. Lets say for the sake of argument DCVAX L will be dismissed not approved by the MHRA. Then according to you, Advent would NOT get a manufacturing license. No product no manufacturing license is what you say.
But thats NOT what NWBO says. They say the manufacturing license is not influenced by the decision of regulatory decision about the approval of DCVax-L itself so no DCVAXL product because its not approved (for sake of argument) no problem for you advent, you can still get the manufacturing license.
Hence the word separate. I know your English is sublime..
LG is a clown. LP I respect but LG is a clown who is excellent at lying to get finances in.
btw on the subject of a CDMO requesting manufacturing approval and the made-up 30 days after that a request to the MHRA for marketing approval of a drug (DVCAX L) should be submitted. This is what NWBO said about that:
Such a manufacturing license is separate from any regulatory decision about approval of DCVax-L itself.
Seperate
https://nwbio.com/northwest-biotherapeutics-announces-filing-of-application-for-license-for-commercial-manufacturing-at-sawston-uk-facility/
ooh come on senti. That's ridiculous. Its fair criticism toward NWBO management.
They have left shareholders in a mirage of mirrors wondering what the hell is going on.