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One thing you have wrong is that Linda Powers is not required to pay $30m to exercise. She has the same cashless option as with other options and warrants nwbo has issued.
The cashless option is documented in the "Equity Compensation Plan", one of the items in the long list of links in the 10-K.
https://www.sec.gov/Archives/edgar/data/1072379/000110465921044832/nwbo-20201231xex10d81.htm
Merck is running?
That implies that Merck initiated and is running the trial. Got a link for that?
There are dozens of trials where Merck supplies Keytruda so some other sponsor else can run combo trials. That does not mean that Merck is running the trial, or that Merck has passed judgment on the other ingredients.
Illogical.
Covid has not diminished need by GBM patients. Since you imply there is no longer a significant waiting list, those new patients must be choosing non-nwbo options.
No one questions the unmet need for GBM patients.
That does not change the fact that nwbo was not fully utilizing the London capacity for specials. That is proven by the minimal revenue reported.
Creating more supply does not automatically translate into increased demand.
There's hardly the full story. Let's go back to the 2017 10-K for details on the remediation plan referenced in the settlement.
"The Company proposed a remediation plan (the “Remediation Plan”) that Cognate would surrender certain shares and warrants it had received in connection with the Contracts, Cognate would accept an increase in the exercise price of certain warrants received in connection with the Contracts, and the most favored nation anti-dilution provisions would be deleted from the Contracts.
The Remediation Plan was accepted by the Nasdaq staff on August 30, 2016. Pursuant to the Remediation Plan:
(a) Cognate returned and the Company canceled 8,052,092 restricted shares previously issued to Cognate under the most favored nation anti-dilution provisions of the Contracts, and the most favored nation provisions were deleted from the Contracts. The Company debited par value and credited additional paid in capital on August 30, 2016.
(b) Cognate returned and the Company canceled warrants for 6,880,574 shares issued under the 2014 Agreements, and the Company issued to Cognate new warrants for 4,305,772 shares at a higher exercise price ($4.27) with 5 year term (see FN 4).
(c) Cognate returned and the Company canceled 731,980 of the total of 5,101,330 restricted shares initially issued under the 2014 Agreements. The Company debit $732 to the par value and credit same amount to additional paid in capital.
The remaining portions of the multi-year lock-up and vesting periods relating to shares and warrants held by Cognate were also cancelled."
When I worked for a UK investment firm, we had a CEO. One difference from US governance was having a non-executive Chairman, a fairly typical UK construct.
Have you seen the Companies House page on Advent "persons with significant control"?
1 = Toucan for ownsership
2 = Linda Powers for "Right to approve and remove Directors"
https://find-and-update.company-information.service.gov.uk/company/08717711/persons-with-significant-control
1) Obtaining a GBM population that closely matches nwbo's screening criteria in terms of disease state, age, operable, health, etc. The control group treatment must closely match. Doubt they can consider treatment patients from other trials.
2) How cooperative are other firms at providing data? How much are they allowed to share under agreements with trial patients? Have they continued to follow patients after the trial?
3) Can't use data that is too old because newer patients might benefit from newer surgical techniques. Ex: 5-ala allowing a higher percentage of total resection.
4) Did other trials record all the data that nwbo might want/need for its analysis? Do they need to re-read old scans?
There's probably lots more.
@Senti, That is a pretty reasonable guess.
Assembling an external control arm is yet another thing nwbo has never done before. Probably had no understanding of the technical challenges.
They no doubt started the process with no idea what would be acceptable to regulators, although they may have a clue now if there have been failed iterations.
Since use of external control arms is a newer concept, there isn't a herd of consultants nwbo can hire that have done it before.
If nwbo ever completes all the multi-month processes they uncover in the external control arm project, they may find they are just as screwed as they were using the original P3 control arm.
It was silly. Almost as silly as fabricating a claim of 1 billion shares naked shorted. Same total lack of evidence too.
Voluntarily left is a seriously misleading statement.
nwbo violated the same NASDAQ rule twice. They had zero prospect of maintaining a listed. Those are the circumstances under which they left "voluntarily".
Think you are on the right track rather than the "nefarious intent' folks.
In addition to trying to recover self-gifted shares and options, the lawsuit might chill any future efforts by management to self-enrich.
Every quarter that passes must be financed, so there has been considerable dilution to keep nwbo running. If shareholders suffer from that dilution, management should as well instead of maintaining its ownership percentage indefinitely via "trueup".
The lawsuit is clearly positive for shareholders if it succeeds.
There is no potential damage to nwbo, only disgorgement of share and option grants by its officers and board. If the suit succeeds, it will REDUCE shares outstanding, which BENEFITS all other holders.
nwbo has typically made the 14A filing about 3 weeks prior to the annual meeting date. Last year was a bit of an outlier at 32 days. The previous 5 meetings (including one special) ranged from 12 to 25 days.
Let's review the data and math.
From the 10-K section on Financing Activities, nwbo says they received $20.0m from warrant exercise for 2021.
20/12 = $1.66m per month. Your value of 1.2m is wrong.
So far in 2.5 months of 2022, shares outstanding have risen 19.6m. Let's assume the most favorable case that the entire rise is warrant exercise for cash rather than cashless, with an average strike price of $0.25. $19.6 * 0.25 = $4.9m raised, best case.
4.9/2.5 = $1.96m per month.
So if the entire share increase is cash warrant exercise, they would be $300,000 per month ahead of last year's pace, certainly not a material amount.
11) Thou shalt not question Linda Powers.
12) Thou shalt believe in naked shorting on faith alone
13) Thou shalt believe that ASCO is the one true venue where the truth is revealed, notwithstanding that nothing ever happens there.
14) Do not take the name of Linda Powers in vain.
15) Thou must believe TLD is coming within the next week, no matter how many years it takes.
I said underhanded. You said illegal.
This is one case where you might be right.
The underhanded part is not the language. The underhanded part is the pricing that favors Linda (Advent) as negotiated with Linda (nwbo).
It doesn't matter how often posters claim that shady business practices are standard. That does not make it so.
Sub-lease agreement filed with the SEC as part of the nwbo 10-K if anyone wants to read the details for themselves.
https://www.sec.gov/Archives/edgar/data/1072379/000141057822000244/nwbo-20211231xex10d87.htm
SUB-LEASE AGREEMENT
This Sub-lease Agreement (“Agreement”) is made and entered into effective as of December 31, 2021 (the “Effective Date”), by and between Aracaris Ltd. (“Aracaris”), a United Kingdom (U.K.) company and Northwest Biotherapeutics, Inc. (“NWBio”), a U.S. Delaware company (Aracaris and NWBio, collectively, the “Sub-Lessor”), and Advent BioServices, Ltd. (the “Sub-Lessee”), a U.K. company.
My post included absolutely nothing about any of the topics in your rant.
Advent BioServices, Ltd. (“Advent”) is a related party based in the U.K. and owned by Toucan Holdings, which is controlled by our Chairperson and Chief Executive Officer, Linda F. Powers.
If you think quoting nwbo's proxy statement is in any way related to libel, you have proved beyond any shadow of a doubt that you know nothing about libel.
Advent BioServices, Ltd. (“Advent”) is a related party based in the U.K. and owned by Toucan Holdings, which is controlled by our Chairperson and Chief Executive Officer, Linda F. Powers.
That is directly from the most recent proxy statement.
https://www.sec.gov/Archives/edgar/data/1072379/000110465921051466/tm212568-1_def14a.htm
nwbo management does this voluntarily, obviously because it benefits themselves. Here are 3 places that you see the impact in the 10-K and proxy.
1) Most importantly, it keeps them legal regarding share authorization. See this 10-K note: "While temporary suspensions are in place to keep the potential exercises beneath the number authorized..."
2) On Powers' options, she did not suspend for 6 months for free. The term was extended another 6 months.
3) On the proxy, those suspended derivatives are excluded from calculations of personal ownership.
You are wrong.
The annual meeting last year was May 18, 2021. Here is a link to the SEC 8-K filing with the voting results.
https://www.sec.gov/ix?doc=/Archives/edgar/data/1072379/000110465921071233/tm2117426d1_8k.htm
Then again, you might have made another mistake.
No. You don't understand what daily short data means. It is MARKET MAKER ACTIVITY, not end user short selling. Maybe it will help to look at some data for other active otc stocks compared to nwbo.
% of Vol Shorted
RHHBY GBTC NSRGY NWBO CYTR
38.96 32.85 25.45 32.36 59.17
27.10 27.59 36.34 48.61 26.89
33.89 28.95 19.97 49.51 26.13
63.79 29.30 44.33 27.86 10.86
49.36 22.59 23.48 17.80 -----
42.54 33.41 30.13 33.09 11.35
63.92 32.10 31.33 23.67 48.60
52.61 29.41 31.87 34.86 29.11
45.48 23.62 26.47 30.15 17.48
59.68 26.43 29.93 23.95 17.43
55.55 28.91 36.48 40.41 15.81
35.59 29.65 36.70 31.16 27.88
39.08 29.31 29.09 36.66 00.18
23.48 21.44 34.97 35.88 23.33
32.46 26.44 26.57 21.25 19.15
19.20 24.22 28.44 27.54 24.58
25.23 33.95 24.62 28.25 06.23
28.44 32.51 32.06 43.08 50.61
51.32 36.42 30.44 37.05 27.87
There is nothing even remotely unusual about the daily short interest for nwbo. It is not an indicator of nefarious activity that you mistakenly believe.
Fintel just echoes exactly what the SEC says if you bothered to read the SEC link.
The SEC link also explains how fails can occur.
https://www.sec.gov/data/foiadocsfailsdatahtm
Fails to deliver is SEC data. Once again, folks have not read what the SEC itself says about the data.
https://www.sec.gov/data/foiadocsfailsdatahtm
A couple of key points quoting the SEC:
"The figure is not a daily amount of fails, but a combined figure that includes both new fails on the reporting day as well as existing fails."
"Please note that fails-to-deliver can occur for a number of reasons on both long and short sales. Therefore, fails-to-deliver are not necessarily the result of short selling, and are not evidence of abusive short selling or “naked” short selling."
Emphasis is mine.
You clearly do not understand the Madoff story.
Madoff claimed fairly modest returns, which was why he did not attract regulatory scrutiny. Most scams promise outsize returns.
What tipped off Harry Markopolous was that those modest returns came with almost no volatility. A couple of other red flags were not even a hint at describing the strategy and no independent custodian.
30 seconds of quant.
Roughly 20% of screened patients made it into the nwbo trial. They're seriously unlikely to get approval and reimbursement for the 80% of cases they did not test.
Lots of GBM patients didn't even make it to the screening stage; too sick, too old, not operable, etc. So even the 20% that made it through screening is way too high.
10% market share would be a seriously aggressive assumption. 50% is pie in the sky dreaming.
We disagree because I don't think there is anything remotely conservative about your estimates.
Did you miss the part of the PR about capacity to treat 450-500 patients per year in the UK? The thread about whether or not there is a current agreement in place for the US?
Assuming 100% market share is just a tad aggressive.
But if you want to make up fantasy numbers, go big or go home.
No, Smith's credibility is suspect because he cited data with zero understanding of that data, and based a ridiculous claim about naked shorting on that unsound foundation.
The fact that Smith was banned from the investment industry by FINRA is a second clue that he is not a credible source.
All facts.
Did you bother to read the SEC link? Good opportunity to learn.
SoS is NOT a credible source.
Years ago when he was claiming just a few million nwbo naked shorts on seekingAlpha, he cited SEC fails-to-deliver data. I posted a link to the SEC saying (about their own data):
Please note that fails-to-deliver can occur for a number of reasons on both long and short sales. Therefore, fails-to-deliver are not necessarily the result of short selling, and are not evidence of abusive short selling or “naked” short selling.
https://www.sec.gov/data/foiadocsfailsdatahtm
Still waiting for Smith's response.
The only nonsensical part is that an nwbo uplist could happen as quickly as 4 months. While that may be theoretically possible, it is seriously unlikely they could clear all the hurdles in such a short period.
Correct. nwbo buying Advent would launch a flurry of lawsuits on both sides of the Atlantic.
It is not even a remote possibility, yet somehow it is part of the narrative.
Why would Linda (Toucan) want to sell Advent to Linda (nwbo)?
Plus nwbo has other needs for its limited cash resources.
Cognate made the vaccine for most trial sites.
Cognate made the vaccine for US Compassionate Use. I believe Les Goldman's wife was (is?) in charge of that program.
All before FDA approval.
Go back and read my post which refers to Compassionate Use, not Right to Try.
Absolute nonsense.
What about Cognate/CRL? Everyone seems to think that there is still an active contract to manufacture dcvax-L. If that's true, then there is capacity to treat a fair number of patients without Sawston.
Oncologists are not going to tease patients with a treatment that is unavailable, so most patients wouldn't even know it exists. So there are no thousands of patients to inform.
All you have done is fabricate a ridiculous straw man that is easy to demolish.