NorthWest Biotherapeutics Inc (NWBO)

[TC_Trader]

(PRN) NW BIO Announces Registered Direct Offering Of $7.5 Millio n

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NW BIO Announces Registered Direct Offering Of $7.5 Million
2017-03-17 13:00:10.902 GMT

NW BIO Announces Registered Direct Offering Of $7.5 Million

PR Newswire

BETHESDA, Md., March 17, 2017

BETHESDA, Md., March 17, 2017 /PRNewswire/ -- Northwest Biotherapeutics
(OTCQB: NWBO) (NW Bio), a biotechnology company developing DCVax® personalized immune therapies for solid tumor cancers, today announced that it has entered into definitive agreements with institutional investors for a registered direct offering with gross proceeds of $7.5 million.

In the transaction, the Company will sell approximately 28.8 million shares of common stock at a purchase price of $0.26 per share, or pre-funded warrants in lieu of shares. Additionally, the investors will receive five year Class A warrants to purchase up to approximately 21.6 million shares of common stock with an exercise price of $0.26 per share. They also will receive three month Class B warrants to purchase up to approximately 21.6 million shares of common stock with an exercise price of $1.00 per share. Finally, in lieu of shares, to the extent required to prevent the beneficial ownership of an investor, together with affiliates, of our Common Stock from exceeding 4.99%, investors will receive pre-funded Class C warrants which are exercisable immediately. The exercise price of these Class C warrants will also be $0.26 per share, with $0.25 per share pre-funded at the time of closing and another $0.01 per share payable upon exercise of each Class C Warrant.

Rodman & Renshaw, a unit of H.C. Wainwright & Co., acted as the exclusive placement agent for the transaction. The placement is expected to close on or about March 22, 2017, subject to satisfaction of customary closing conditions.

The securities described above are being offered pursuant to a shelf registration statement (File No. 333-213777), which was declared effective by the United States Securities and Exchange Commission ("SEC") on October 18, 2016. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
When filed with the SEC, copies of the prospectus supplement and the accompanying base prospectus relating to this offering may be obtained at the SEC's website at http://www.sec.gov or by request at H.C. Wainwright & Co. at [e-mail].