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How about deterrent value? In your opinion can the MM's afford to ignore this suit and continue with more of the same under the circumstances? Are they likely to or not? Surely deterrence going forward is a major part of what LP is after.
I appreciate a well informed opinion and reality check.
Is there really no case in which a jury would be able to decide that the MMs egregiously wronged a very sympathetic company and also that this is their chance to send a strong message to MM that the public is not going to put up with this criminal behavior and hence they do a freestyle award of high damages?
Also, the issue of criminality is quite confusing because this is a civil case yet NWBO asks for the court to enter a judgment 'finding that the defendants violated federal and NY state laws'.
Can you please explain to a layman how this fits into a civil proceeding? I mean is it like 'finding them guilty of breaking laws, but the only penalties are via payment to the plaintiff', is that how it works? So the court can find that they broke the laws but no criminal jeopardy occurs? Can the SEC then turn around and fine them as well? Confusing!
That is extremely likely. It may take a while or even a couple of years to get any compensation for the bad behavior. However spoofing is illegal and I think it's clear that criminal prosecution could result, hence this will put 'fear of the lord' into the perps starting immediately, which is almost certainly what NWBO wants as good things for us are likely being ready to be announced in the very near future. There would be 2 reasons for the timing. First it's very obvious that the peer-reviewed JAMA Oncology article establishes 3rd party endorsed demonstration of inherent value, so that was needed before they filed the lawsuit. Second, I hope, this will help ensure less or no shenanigans are pulled by the MM on further significant announcements coming soon to a theater near you.
As I wrote this is a turbocharged cease and desist order. A vanilla cease and desist as I understand it is simply a stern letter from your lawyer demanding a party stop their behavior on the threat of a lawsuit. Here the letter comes with the lawsuit already filed with the court, and as has been pointed out, the wrong behavior is not just a commercial matter, but is de facto illegal and hence subject to prosecution. The prosecution's case is being presented wrapped and tied with a bow for the authorities to pursue. Seems a bit hard for the authorities to simply ignore as it's essentially a freebie for them. NWBO certainly has done all the heavy lifting already!
It's all about legally enforced cease and desist under very clear threat of sanction by the court. This is a turbo-charged cease and desist order imo.
Wrong. Many are confused about the 1st amendment. It asserts that we have the right to criticize the government without being arrested or having it legally suppressed. It is NOT a license to slander private individuals or organizations. Not all criticism is slander of course in the case of one individual speaking against another. Malicious falsehood is indeed required criticism slander if I am not mistaken, but the 1st amendment has nothing to do with individuals criticizing other private parties.
The 4th claim is for injunctive relief, i.e. court order to cease and desist.
btw upon reading the filing, it's pretty clear the reason for waiting is that the JAMA article provides a clear objective statement of the value of the company's product. Without that and not yet any RA approval it would be hard to clearly demonstrate that the venture has more than just speculative value.
Any settlement should go directly to shareholders, I believe. Damage to shareholders would be if one paid an inflated price to buy or got a diminished price to sell. Not clear if there is any damage to shareholders who e.g. bought before the relevant time period and held thru to the end of the period.
I'm not a legal expert but I did have a similar experience with another stock and that is how it worked. IIRC in that case only those who sold in the relevant time period received compensation.Though if the company made stock offerings in the time period then the company also would have been damaged by not getting the amount of proceeds they should have because the pps was suppressed. So the company might also stand to gain substantial cash. Arugably purchasers of shares might have actually benefitted by being able to buy at a lower price, hence maybe no settlement if you only bought and did not sell during the time period the manipulation was on. JMO recalling a similar scenaro from some years back.
That is both a non-sequitur and not for you to decide for me.
You never addressed my correction of your incorrect statement that management will necessarily be equally affected by any dilution as we shareholders will, which argument I completely demolished and you flailed about with completely clueless attempts to rebut me.
Please stop with the very dumb excuses like 'they are required to maintain ownership so that's why' - that is frankly ROTFLOL material dude. They were granted $17M and $10M worth of options as bonuses in 2020. That dog doesn't begin to hunt.
As for shareholders approving those massive bonuses in spite of no visible progress with completing the trial and applying for RA approval in 2020 (didn't even give us trial data until late 20222), I think most like you didn't bother to read nor did you even think about if you understood how massive the bonuses were. Especially because they were able to time the grants to when the pps was at rock bottom.
Again, we need to succeed for the options to really pay off, but I urge you to use your judgement about what is fair compensation and what is clearly excessive, outrageously so given actual lack if increase in shareholder value through 2020, and to some extent still so in 2022. Plus, shareholders having rubber stamped these massive bonuses, how much more will they be willing to rubber stamp if and when the value of the company actually does increase signifigantly.
Here are the up to 8 figure dollar amounts of the value of the options, and below the number. Those are just for 2020, after slightly smaller numbers were granted in 2018. See the proxy itself if you have trouble with the formatting here.
[img]Name and Principal Position
? ?
Year
? ?
Salary
($)
? ?
Accrued
Unpaid
Bonus
($)(1)
? ?
Option
Awards
($)(2)
? ?
Total
($)
?
Linda F. Powers
Chairperson, President and Chief Executive Officer, Chief Financial and Accounting Officer
? ? ? ? 2021 ? ? ? ? ? 700,000 ? ? ? ? ? 300,000 ? ? ? ? ? — ? ? ? ? ? 1,000,000 ? ?
? ? ? 2020 ? ? ? ? ? 700,000 ? ? ? ? ? — ? ? ? ? ? 17,317,000 ? ? ? ? ? 18,017,000 ? ?
? ? ? 2019 ? ? ? ? ? 502,000 ? ? ? ? ? 300,000 ? ? ? ? ? — ? ? ? ? ? 802,000 ? ?
Leslie Goldman
Senior Vice President,General Counsel and Business Development
? ? ? ? 2021 ? ? ? ? ? 525,000 ? ? ? ? ? 200,000 ? ? ? ? ? — ? ? ? ? ? 725,000 ? ?
? ? ? 2020 ? ? ? ? ? 525,000 ? ? ? ? ? — ? ? ? ? ? 10,548,000 ? ? ? ? ? 11,073,000 ? ?
? ? ? 2019 ? ? ? ? ? 375,000 ? ? ? ? ? 200,000 ? ? ? ? ? — ? ? ? ? ? 575,000 ? ?
Marnix L. Bosch, Ph.D.?(3)
Chief Technical Officer
? ? ? ? 2021 ? ? ? ? ? 480,000 ? ? ? ? ? 125,000 ? ? ? ? ? — ? ? ? ? ? 605,000 ? ?
? ? ? 2020 ? ? ? ? ? 480,000 ? ? ? ? ? — ? ? ? ? ? 7,494,000 ? ? ? ? ? 7,974,000 ? ?
? ? ? 2019 ? ? ? ? ? 397,000 ? ? ? ? ? 100,000 ? ? ? ? ? — ? ? ? ? ? 497,000 ? ?
[/img]
[img]Name
? ?
Number of
Securities
Underlying
Unexercised
Options (#)
Exercisable(1)
? ?
Number of
Securities
Underlying
Unexercised
Options (#)
Unexercisable
? ?
Equity
Incentive
Plan Awards:
Number of
Securities
Underlying
Unexercised
Unearned
Options (#)
? ?
Option
Exercise
Price
($)
? ?
Option
Expiration
Date
?
Linda F. Powers
Chairperson, President and Chief Executive Officer, Chief
Financial and Accounting Officer
? ? ? ? 39,200,000 ? ? ? ? ? — ? ? ? ? ? — ? ? ? ? ? 0.23 ? ? ? ? ? 5/28/2028 ? ?
? ? ? ? ? 10,770,429(2) ? ? ? ? ? — ? ? ? ? ? — ? ? ? ? ? 0.35 ? ? ? ? ? 7/2/2030 ? ?
? ? ? ? ? 23,062,432(3) ? ? ? ? ? 9,496,292 ? ? ? ? ? — ? ? ? ? ? 0.35 ? ? ? ? ? 12/1/2030 ? ?
? ? ? ? ? — ? ? ? ? ? — ? ? ? ? ? 11,789,879(4) ? ? ? ? ? 0.55 ? ? ? ? ? 9/2/2030 ? ?
Leslie J. Goldman
Senior Vice President, General Counsel and Business Development
? ? ? ? 24,500,000(5) ? ? ? ? ? — ? ? ? ? ? ? ? ? ? ? ? 0.23 ? ? ? ? ? 5/28/2028 ? ?
? ? ? ? ? — ? ? ? ? ? 20,000,000(6) ? ? ? ? ? — ? ? ? ? ? 0.35 ? ? ? ? ? 7/2/2030 ? ?
? ? ? ? ? 2,189,432(6) ? ? ? ? ? 6,365,023 ? ? ? ? ? — ? ? ? ? ? 0.35 ? ? ? ? ? 12/1/2030 ? ?
? ? ? ? ? ? ? ? ? ? ? — ? ? ? ? ? 5,894,939(7) ? ? ? ? ? 0.55 ? ? ? ? ? 9/2/2030 ? ?
Marnix L. Bosch ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ?
Chief Technical Officer
? ? ? ? 31,770 ? ? ? ? ? 21,355 ? ? ? ? ? — ? ? ? ? ? 11.20 ? ? ? ? ? 6/23/2022 ? ?
? ? ? ? ? 15,625(8) ? ? ? ? ? — ? ? ? ? ? — ? ? ? ? ? 8.80 ? ? ? ? ? 8/20/2022 ? ?
? ? ? ? ? 7,940,182(9) ? ? ? ? ? — ? ? ? ? ? — ? ? ? ? ? 0.25 ? ? ? ? ? 6/13/2027 ? ?
? ? ? ? ? 10,798,729(10) ? ? ? ? ? — ? ? ? ? ? — ? ? ? ? ? 0.35 ? ? ? ? ? 7/2/2030 ? ?
? ? ? ? ? 11,780,098(11) ? ? ? ? ? 4,850,628 ? ? ? ? ? — ? ? ? ? ? 0.35 ? ? ? ? ? 12/1/2030 ? ?
[/img]
[img]
Name(1)
? ?
Year
? ?
Fees Earned
or Paid in Cash
($)(3)
? ?
Option Awards
($)(2)
? ?
Total
($)
?
Dr. Navid Malik
? ? ? ? 2020 ? ? ? ? ? 150,000 ? ? ? ? ? 4,123,000 ? ? ? ? ? 4,273,000 ? ?
Jerry Jasinowski
? ? ? ? 2020 ? ? ? ? ? 150,000 ? ? ? ? ? 1,497,000 ? ? ? ? ? 1,647,000 ? ?
J. Cofer Black
? ? ? ? 2020 ? ? ? ? ? 150,000 ? ? ? ? ? 1,250,000 ? ? ? ? ? 1,400,000 ? ?
[/img]
2018 option grants
[img]Name
? ?
Number of
Securities
Underlying
Unexercised
Options (#)
Exercisable
? ?
Number of
Securities
Underlying
Unexercised
Options (#)
Unexercisable
? ?
Option
Exercise
Price
($)
? ?
Option
Expiration
Date
?
Linda F. Powers
Chief Executive Officer and President
? ? ? ? 37,495,653(1) ? ? ? ? ? 1,704,347 ? ? ? ? ? 0.23 ? ? ? ? ? 5/28/2028 ? ?
Alton Boynton
Chief Scientific Officer and Secretary
? ? ? ?
?
3,402,935(2) ? ? ? ? ? — ? ? ? ? ? 0.25 ? ? ? ? ? 6/13/2027 ? ?
? ? ? 4,686,959(3) ? ? ? ? ? 213,041 ? ? ? ? ? 0.23 ? ? ? ? ? 5/28/2028 ? ?
? ? ? 2,472,557(4) ? ? ? ? ? 494,508 ? ? ? ? ? 0.23 ? ? ? ? ? 8/31/2028 ? ?
Leslie J. Goldman
Senior Vice President and General Counsel
? ? ? ? 23,434,776(5) ? ? ? ? ? 1,065,224 ? ? ? ? ? 0.23 ? ? ? ? ? 5/28/2028 ? ?
Marnix L. Bosch
Chief Technical Officer
? ? ? ?
?
31,770(6) ? ? ? ? ? 21,355 ? ? ? ? ? 11.20 ? ? ? ? ? 6/23/2022 ? ?
? ? ? 15,625(7) ? ? ? ? ? — ? ? ? ? ? 8.80 ? ? ? ? ? 8/20/2022 ? ?
? ? ? 7,940,182(8) ? ? ? ? ? — ? ? ? ? ? 0.25 ? ? ? ? ? 6/13/2027 ? ?
Jean M. Davis
Chief Financial Officer, Chief Accounting Officer and
Interim Chief Information Officer
? ? ? ? —(9) ? ? ? ? ? 3,000,000 ? ? ? ? ? 0.22 ? ? ? ? ? 12/9/2029 ? ?
[/img]
Not an impossible scenario at all - read the current and prior year proxy statements (or see my earlier post where I extracted all the info for you), they did it already in 2020.
You didn't address my points other than to ignore me. As I wrote, exit strategy is not at issue, it's a matter of how richly rewarded management is through many millions options they effectively grant themselves IF AND WHEN successful especially if acquired. This is how they can immunize themselves against dilution. What part of that don't you understand? I'm thru trying to explain to you what is totally clear in the proxy statements.
Partly true only! For sure they must succeed for the options to provide value. BUT maybe you don't read so well but the ability to write themselves more options up to 20% of increase in share count puts them on a much different playing field from ordinary longs.
Management's financial interest in eventual success is not subject to dilution the same as all ordinary stockholders are.
Just to be clear, we absolutely need to approve the auth shares increase, not to do so would harm all shareholders. I am recommending voting no on all the executive comp proposals esp approving the 2020 massive option grants to management and BoD. If anybody has an argument why they were not obscenely excessive (and created IMO egregious conflicts of interest because the BoD who decided on them was also given gravy of several millions of dollars value of options themselves), I'd love to hear the case that this is within normal and reasonable parameters for CEO bonuses in spite of not yet getting any RA approvals yet, nor having successful trial even as of the time the options were granted in 2020.
They acquired the shares through options grants! They have to pay the stock price at time of the grants, yes, but we all are assuming a lot of appreciation if this succeeds and they can time the grants to a time when they think the pps is at a low point.
It's very true that the options will only pay off if the stock increases in the 10 year term of the options, i.e. no success no gain for management on those. And they can't easily exercise and take profits along the way without signaling to the market that insiders are not optimistic. So far from free shares however free options in the 10s of millions, yes.
Not true because as we've seen, the management very friendly BoD can at any time after the current (actually issued, not simply authorized) share count has increase vote to refresh the incentive options pool with 20% of the added share count, and then after waiting a bit or whenever the pps is at a low, grant most of those options to senior management. That's exactly what they did in 2020.
It's not clear the legal process involved: the options were granted then shareholders voted to ratify the grants on an 'advice only' proposition on the proxy. Now the same grants are on the proxy -- has it been decided by the company's lawyers that they actually do need to get these grants approved by shareholders??? But note that even if that is the case it's being presented as a fait accompli. I believe that few shareholders like you all here even know anything about the parameters of the $10M plus value at the bottom of the pps was granted to LP through more than 50M shares, fairly hefty bonus to LG and $1M or more to all the directors who approved those grants.
Don't kid yourselves, the stock options plan of record which was ratified prior to 2015 is still active so management does have a way to anti-dilute and added shares only for themselves.
Thanks for adding a lot of clarity on whose these dudes all are. The non-reporting of conflict of interest whether it's financially large or small is very disgusting.
How many lives will be saved per year if an extra 7% of GBM patients get 5 year survival (as far as I know 5 year remission is generally considered a cure for cancer in general)? And how many more going forward as optimal combinations of dc-vaxl and other agents are discovered in the research at UCLA and many other cancer centers? Tell me that the treatment doesn't really work and I'll tell you LL says you are full of shit.
Thanks but I want to reiterate what I've said very clearly. Voting to handcuff and prevent management from raising operating $ for a company that is pre-revenue is simply insane. No you can't 'send a message', you have no way to rationally force less spending or whatever; you can only force management into very subpar deals with no room to negotiate or into a firesale of the company. In otherwords, you can cut off your nose to spite your face, but that is ALL YOU CAN EVER HOPE TO ACHIEVE by voting No on proposal 6. That's not my opinion, that's fact.
What I do intend to vote no on is ONLY the executive and compensation via incentive stock options. I will vote no on items 3, 4, and 5 of the proxy. IMO the awards are obscene given the ruinous crash of the stock price up to and thru 2018 and the lack of progress in securing lasting shareholder value by achieving RA marketing approvals thru 2022, let alone through 2020 which is the time period in question. IMO, management needs to secure lasting shareholder value by achieving RA marketing approvals before deserving 8 figure bonuses paid in options. Maybe that's just me.
The huge number of options granted since 2018 is based on a long ago approved employee option plan which let management set aside up to 20% of outstanding share count for incentive options which could have been available e.g. to be able to attract new senior management, but in fact went almost exclusively to LP and LG as personal rewards. At the time that plan was approved by shareholders, the total capitalization was much lower (the plan may be an original plan dating back to 2007). At that time the cash value of 20% of the shares was a small % of what it is now. Below are the grants they want us to approve (not sure if only the 2020 year ones are up for our approval now):
year grantee # of shares cash equivalent strike price
2018 LP 37,500,000 $6,700,000 .23
2020 LP 35,000,000 $17,317,000 .35
2018 LG 24,500,000 $4,186,000 .23
2020 LP 28,500,000 $10,500,000 .35
Some figures are rounded down. BoD members including those who approved these grants ranged from 5M shares to 15M shares in 2020 for service from 2018 to 2020.
I know LG and LP worked hard and I'm willing to stipulate that they worked very smart using considerable skill and experience acquired over decades in relevant government and private positions, but did they really earn those level of bonuses? I'm no expert on executive compensation but don't think so, especially given that we still have not even applied for any RA marketing approvals. I have no idea what the directors may have actually done to earn 7 to 8 figure share awards worth a few millions of dollars. Were they simply bribed to approve the executive bonuses? I have no way of knowing either way how fair and reasonable those bonuses were.
What had they achieved in terms of regulatory progress and shareholder value added in 2018 thru 2020? Clearly no regulatory progress, and shareholder value added IMO not at all commensurate with those rewards.
Here's something else to consider: they are still operating under the options plan that allows the BoD at any time to reward additional bonuses totaling 20% of the outstanding share count. If the above awards sail through the approval vote, absolutely nothing stops the BoD from doing so and reasonably expecting shareholders to approve the same. Frankly I don't trust the BoD to refrain from doing exactly that. IMO it would be downright stupid not to expect that to happen. Without any reasonable restraint, I bet they will do just that - this time with actual RA approval granted, we might even see shareholder value to increase greatly in the meantime and then maybe the bonuses will feel more deserved, who knows? Note that 20% of all the shares added since 2020 at a pps which we can expect to see if and when RA approvals are in hand will be worth a heck of a lot more $, too. Will management and the BoD feel restrained from an even greater cash grab at that point? I'm not very confident about that, though at that point I might even feel like it's more deserved.
Excellent summary! To refine a bit, under manufacturing there is your #1 which is approval of the semi-automated manufacturing method, but also very meaningful forward progress on the very important flaskworks manufacturing which will be needed starting shortly after RA approval and dc-vaxl becoming SOC for GBM being able to meet rapidly increasing patient demand.
Flaskworks-based manufacturing needs to be divided into 2 phases, 1.2.A. internal certification that it's ready for prime time and B. getting RA approval for the move from semi to fully automated production. The 1.2.A line item could possibly come in the near term, like before RA acceptance (your #2). To those in the know, this will be a very significant event in terms of NWBO's bottom line going forward. 1.2.B will take unknown additional time, perhaps driven largely by clinical demand as dc-vaxl takes its place as SOC.
It has been opined by some who might know better than most here that the RA approval will be a very rigorous and very time-consuming process. OTOH NWBO lets facts on the ground drive their navigation of regulatory processes. I believe that once approved and fully released into the clinic as the new SOC for both nGBM and rGBM, demand for dc-vaxl will very quickly exceed supply and there will be considerable pressure from the clinic for increasing supply to the level that can only be readily met through flaskworks based production.
Flipper, this is a modified repost of a previously censored message where I had spelled out my position more fully and clearly vs the naysayers claims of fraud by LP, along with an issue I have with voting to ratify the massive number of incentive stock options granted to LP.
Back before 2015 shareholders had approved an incentive stock option plan that allowed the BoD to grant options up to 20% of the outstanding shares at their discretion, which they did repeatedly with most of those ending up being granted to LP. The current proxy asks us to re-accept that latest grant of hundreds of millions of options to LP which is IMO obscenely excessive even though I'm willing to stipulate that LP may well have been highly instrumental in moving the FDA to accept our new endpoints based on external comparison. Considering a future valuation of NWBO is likely to be either almost nothing or at least $5B-$10B, the granting of upwards of 20% of the company to LP in the form of ISOs is IMO way out of line with even very excessive standards of CEO compensation.
What we discuss on this MB has zero influence on actual voting as far as I can tell. I will say that my lot is in with management because I believe that dc-vax will be approved; I believe that because I know that leading clinicians are very sure that this treatment represents the base for the only way forward in treatment of GBM.
Drs. LL, AK and others are nationally and internationally recognized leading research and treating clinicians. They are hardly fools who don't understand the basic rules and parameters of clinical trials, nor are they involved in any attempt to scam anyone. LL's prestigious career has been entirely focused on her work on dc-vax therapy, in her own words. There is testimony from many other leading clinicians, e.g. that 'before dc-vax (and TTL) we never saw a single 5 year survivor of GBM'. The whole point of the clinical research is finding ways to give longer lives and even in some cases, cures to GBM patients. This is very clearly the way forward in the clinic. They will not be denied. All longs share my optimism in this, it's why we are in this, obviously.
The one point where I strongly disagree with management is the granting of stock options for 20% of the company to management, some 90% or so IIRC went to LP. Assuming an eventual value of $5B-10B which is pretty conservative assuming the treatment is approved, the payout to LP will be almost $1B, maybe $2B or more. IMO if they succeed LP and LG certainly deserved to be richly rewarded, but $1B is IMO way too much, In fact imo it's pure highway robbery, totally outrageous for a non-founding CEO. To me, that part seems beyond the pale of normal rewards. That alone makes this company seem like uncontrolled self-dealing cowboyism that would not be tolerated by very large backers. I'm no deep expert in this level of finance but to me this really stinks, even where CEO rewards have gone utterly insane as they have over the last 40 years in the US, and where LP may have been personally responsible for engineering the road to RA approvals behind the scenes, which I believe is very likely.
I will vote to approve everything else but ratifying those rewards to management. I'd be quite interested in feedback from anybody who knows more about these matters than I do but no way in hell do I think that level of reward is justified even if LP and LG have done a hell of a lot of heavy lifting in managing to work with the FDA and other RAs to negotiate the path to regulatory success which I believe they have. Even if they deserve most of the credit on that, the reward of that level just seems insane and obscene.
Of course I am not, rather that is precisely what those who claim that 'everybody knows' that the endpoint change will never be accepted and LP is only planning on letting NWBO go BK so that Advent can take over the Sawston as their own are positing.
Yes, it might be called self-kneecapping or slitting one's own throat - it's that self harming. No doubt there will be a serious get out the vote campaign as we saw before. The biggest likely problem is simply not enough retail owners returning their proxy vote. IMO this is a legit reason to speculate that they might just have some more news coming in the meantime to help raise enthusiasm and get out the vote. Pure speculation and no guarantee of that as you know well, though it would certainly make sense if they did.
As a theory in Tokyo they'd call that "baka bakashii" (or as they say south of the US border, mucho estupido). No less estupido IMHO than the theory that the distinguished Drs LL and AK and other noted oncobrain surgeons are trying to help LP pull off a fraud.
Wrong again. All experienced investors know what 'fully diluted' means and it means the count including currently outstanding in the money warrants and incentive options (also convertible debt which we do have some of but it's de minimus) and of course the issued convertible preferreds. The incentive options need to be authorized in this proxy vote but I'm sure that a done deal. The additional defined but not yet outstanding C preferred are not counted.
The key to the common understanding of outstanding count is what is the net count of in the money instruments outstanding which will all absolutely be exercised before any BO would occur. The correct math for a per share amount to be paid in a buyout includes all the in the money instruments which have been issued but not yet exercised.
If you didn't count the unexercised outstanding warrants and options then you will seriously overestimate how much you will get for your shares given a buyout for X total dollars. The in the money warrants and options are a done deal unless the pps were to go below the strike price. That is the common understanding of anybody who knows what they are doing.
Quite correct and it's also notable that so far no warrants have been attached to the sales of the C preferred.
Correct - you are way off on the actual %-wise dilution of new total authorized shares.
Again, remember that the current outstanding share count plus outstanding warrants and outstanding employee options push the current fully diluted share count to 1,500,000 shares more or less. So the dilution with additional authorized but not issued increase in count at 1.7B authorized according to the proxy is way, way less than 40% dilution of the current issued plus committed count. I don't know how investors fail to understand and remember the actual current count and to the simple math of that potential additional dilution under the proposed authorization is way less than 40% dilution vs the current. Especially so assuming that as with the C shares already sold, any warrant kickers seem very likely to require far less than 1-1 warrant coverage, if warrants were to be required at all.
'massive dilution' and or '40% dilution' is nonsense per 3rd grade arithmetic.
100M shares at $1 gives them $100M and is at most 1/15 dilution. Is 6.5% dilution what you consider 'massive'? I don't. Just do the math. We're not yet at stable $1+ but a bottom at .65 has held, and the sales of the C preferred have not come with any warrant kickers. Your tale of pending 'massive dilution' is nonsense.
I think you are very wise. There is IMO no way that the change of endpoints will not be highly controversial until RA approvals start coming through. I think any RA approval will be a watershed moment in pps solidification. I've always kept the chart of CPXX in mind, BUT we clearly need for the whole market to get turned around to see that sort of movement in NWBO is what has finally been beaten into my head by the May fiasco.
That being said, with news getting out widely now, maybe a move to $1.50 or so might be sustainable just to speculate. And while that is small potatoes compared to what we longs all see as intrinsic value of the dc-vax-l franchise alone, in the current market or any market a 50% gain in say 1-2 quarters is huge.
We've been waiting for years to see the solid progress. The events of May made it clear to me that the hedge funds watch this with lots of skepticism and will likely continue to see a safe opportunity to skim off any cream when the advance in pps get frothy while we remain far from being on strong financial footing and where the longs will get enthusiastic on any advances but the hedgies will be far from convinced that we will achieve RA approval, with AF always there to egg them on. Plus the overall market Is in the toilet already and subject to getting worse if the feared economic slowdown coupled with continuing inflation comes in.
I'm pretty sure this stock will be extremely profitable for longs eventually but esp under current market and economic conditions and with the very painful experience of May I'm looking for fairly slow gains only to be sustainable for the near future. This year especially has been a 'well don't touch a hot stove' sort of experience for me.
I anticipate filing an MAA in the near term, and possible solid progress with flaskworks. However we don't know how long it will take for flaskworks to get accepted as producing product bioequivalent to the manual process, and just filing the MAA is not going to convince any serious sceptics that RA approval will ensue any time soon if at all. There will be IMO very good reasons for longs to rejoyce but the real battle for market acceptance of the value of NWBO might not come to any great degree until RA acceptance falls, IMO. Partnership news would move us to possible much more solid ground in the meantime, of course.
Definitely not so because PM made a joke about his being a 'thermos to keep tea warm',
Though I accept your point that I was harsh. A weakness of mine esp wrt those who seem to have potential yet have flaws in not reaching enough for perfection in my mind (I have always been a perfectionist and self critical when I fall short, mostly due to my upbringing with a somewhat cold serious professor father, FWIW). I've always been too wound up and I see that it's ugly.
Disagree. The reality is that they have to either get the authorized share count increased or else they probably have no choice but to do the RS as they specifically stated. A large majority of shares are held by those who understand this and prefer not to knee-cap themselves.
With the last authorization there were a large number of whining longs on the MB but in the event the vote was not even near to being at all close IIRC.
This view is ignorant because there are actually 1.5B shares currently existing plus committed (i.e. a done deal) - meaning that the current outstanding issued share count doesn't include some 100M shares of unexercised warrants and about 250M already granted performance stock options (counts are appx and off the top of my head), plus what 25M shares when the 1M already purchased C preferred are converted to common. So the current fully diluted count is already at 1.5B shares. BTW this has been discussed many times here, esp by our friendly helper exWanna, but I guess some don't read his posts or whatever, hence remain ignorant.
Hence the authorization to 1.7B only increases by about 200M more common shares, 200M/1.5B is less than 15% increase in actual additional new shares. Furthermore, if the new shares are actually issued at a higher pps, e.g. let's say at $1.80 per share, then the dilution vs current shares at the current price is only 7%.
You really need to understand the financial structure! Otherwise, your math is absurdly incorrect. Lastly, when do you think the company will reach operational break-even -- certainly not before RA approvals and ramping up demand and production capacity to reach enough production to get to break-even point? How much additional $ infusion will be needed to reach that point?
Some partnership deal could well happen in the meantime but certainly should not be counted on when understanding the current financial underpinnings and the additional financing that will be required without assuming some $ comes in from a partnership deal in the meantime. THAT IS THE CURRENT BASELINE - better understand it, otherwise, you will be making clueless judgments.
Linda P, on the other hand, wants to keep the share price down, as her warrants then get a much cheaper acquisition price.
The strike price on the warrants is fixed when they are issued, so it's hard to understand what you could possibly mean by this. As for cashless exercise, the greater the stock price the less number of warrants need to be surrendered to gain full possession of the rest.
Sorry but you are just confusing the issue. From you what you wrote it's obvious that you were not loaned anything on your NWBO position. Rather your other marginable position gave you a large margin credit that you borrowed against and bought NWBO on a pure cash-only basis. Every $1 you spent on NWBO certainly reduced your amount available to borrow by $1. I'm sure of that because that's how any broker treats NWBO as a low-priced high volatility stock.
Brokers have their own limits e.g. a minimum of $3 or more likely $4 stock price limit for allowing borrowing against any position, plus they have to see the price remain above the limit for some 60-90 days. But NWBO is insanely volatile and as such will remain risky for an immediate margin call. E.g. even if we say close above $3 or $4 for the required number of days and they start allowing margin, if the pps then moves significantly downward say even 10-15%, even while remaining above the price limit for marginability the brokers will almost certainly pull the rug anyway and demand immediate covering of any borrowed amount. They won't hesitate to turn the screws, either. Even if for example the price rises so they allow you to borrow up to 40% they can instantly drop it to zero as their sole discretion - i.e. they can and will declare it non-marginable in a heartbeat if there is any sign at all that the client has the slightest risk of end up in a net negative equity position. And they can give you as little as a day to cover the loan in full or sell stock. If you don't sell they will sell it for you.
Hence from my painful experience, I'd say that the only way it's likely to make any sense to borrow more than a trivial amount even if NWBO does become marginable would be if it gets bought out and nwbo shares are replaced with a much more stable BP stock. JMHO.
Well I wouldn't run around and shout much over shares not yet sold. It remains to be seen how many more shares they will actually need to issue and what price they can for them. I expect they'll sell the minimum they can at these prices. Once they get AR approval the pps will be higher AND they will be able to borrow $ against future sales. So far the Cs are selling with zero warrant coverage and discounted just a few % below market pps. I.e. buyers are no longer demanding a big risk premium*. That says a lot to me.
* per a qualified investor I've spoken with who was quoted a price.
How does selling 25M new shares against 1B outstanding amount to 20% dilution?
The diver posts on twitter as Gregory Zivic, MD. Aekusterer often digests twitter posts here including those by diver, eg his post # 516196.
Unlike cc's created by a person, or machine-generated but then edited by a human, autogenerated cc's, that is purely machine-generated cc's are often wildly inaccurate. VR software doesn't understand context, it just uses algorithms to translate sound waves into words. It may be that the most advanced algos also back that up with some grammatical analysis as a sanity check, but most I've seen is sometimes is accurate but at times produces garbage. That's a given.
In this day and age, I would expect anybody who watches any videos online would know that and hence read cc's knowing that except for videos with high production values, cc's are 'quick and dirty' period and often wildly inaccurate. Do some people not know that?