NorthWest Biotherapeutics Inc (NWBO)

[kabunushi]

Flipper, I think you're making an incorrect assumption. Material information CAN be disclosed under an NDA in connection with an offering. This question seems to keep coming up here. RegFD prevents disclosure to one group of investors and not to all, but the NDA sets up an exception. Here's one reference that seems to be very clear on this.

https://www.wsgr.com/PDFs/regulation-FD.pdf

How does Regulation FD work?
• Intentional Disclosures: If the company discloses material, non-public
information to investors and securities market professionals, the company
must make simultaneous disclosure by press release, previously announced
public conference call or webcast or by an 8-K.

Exceptions to Regulation FD
• Regulation FD does NOT cover communications to:
– Customers and suppliers if ordinary course
– Employees and consultants if ordinary course
– Press, if broadly disseminated (although best practice is to observe
same practices with news media as with analysts and investors)
– People who owe a duty of trust – outside bankers working on a
transaction, lawyers and accountants
– People who expressly agree (written or verbal NDA) to maintain the
disclosure in confidence
– Communications in connection with offerings of registered securities
– Credit rating agencies, if results are publicly available