BETHESDA, MD, December 8, 2015 – Northwest Biotherapeutics (NASDAQ: NWBO) (“NW Bio”), a U.S. biotechnology company developing DCVax® personalized immune therapies for solid tumor cancers, announced today that a Special Committee has been established by the Board of Directors to oversee an independent investigation of recent allegations in an anonymous internet report and a derivative lawsuit which cites the anonymous internet report. The Special Committee has selected a highly experienced independent law firm to lead an Investigation Team to conduct the investigation.
In establishing the Special Committee, the Board authorized the Committee to conduct a full and complete investigation of the allegations in the anonymous report and the lawsuit. As is customary in such matters, the Special Committee is comprised of independent Directors Mr. Jerry Jasinowski and Mr. Robert Farmer.
The Company is also in the process of finalizing the appointment of another independent Director to the Board, as previously announced.
Mr. Jasinowski commented: “As we announced last week, we welcome Mr. Woodford’s recent call for an investigation to address the allegations in a recent anonymous internet report and lawsuit, and we agree with Mr. Woodford that the investigation needs to be fully independent. We are particularly pleased that after considering various possibilities, we have selected accomplished, experienced, respected and fully independent parties to assist us in the investigation.”
The Special Committee considered various candidates to head the Investigation Team and selected Messrs. Irvin Nathan and Steven Kaplan of Arnold & Porter LLP. Neither Arnold & Porter LLP nor Mr. Nathan or Mr. Kaplan has previously done any work for NW Bio, or otherwise been connected with the Company or its Board or management.
Mr. Nathan’s background includes service in the Justice Department as a Deputy Assistant Attorney General, as well as service as General Counsel for the U.S. House of Representatives, Attorney General of the District of Columbia, Vice Chairman of the D.C. Board of Professional Responsibility and Chair of the Ethics Committee of the D.C. Bar, as well as many years in private practice and extensive experience in conducting investigations.
Mr. Kaplan’s background includes heading the Corporate and Securities law practice of Arnold & Porter LLP, with extensive experience with corporate governance and internal investigations, in addition to securities law compliance, capital markets and mergers and acquisitions.
The Special Committee anticipates that the investigation will get under way in the coming week and will likely take at least 90 days.
as well as
Mr. Charles Price has been engaged to be available as a resource for the independent investigation, and to help seek action by the authorities in regard to manipulation of the Company’s stock. Mr. Price is a highly decorated, nationally recognized former FBI Special Agent and certified public accountant (CPA) who retired from the FBI approximately a year ago after a 28-year career with the Bureau, and is now a Managing Director with MorganFranklin Consulting, LLC where he is a leader in their Corporate Investigations and Dispute Solutions practice. Mr. Price received the FBI Director’s Award for Excellence in HUMINT (human intelligence), the Bureau’s highest award, in 2011, and received more than a dozen Outstanding Public Service Awards from US Attorney’s offices, as well as numerous commendations and awards from the FBI for excellence in investigation. Prior to joining the FBI, Mr. Price worked as a CPA at Arthur Andersen & Co. performing financial statement audits in the financial services industry.
AI
