May 28, 2019
Dear Axelvento,
In our continuing effort to stay in touch with our shareholders, I am very pleased to attach this latest release regarding the successful resolution of our contract issues with Cognate BioServices relating to past periods, and successful negotiation of a flexible new manufacturing agreement for DCVax®-Direct. This clears the slate from the past, and accomplishes a key step needed for moving forward with new DCVax-Direct studies which we have been planning as mentioned in our prior releases.
Please keep the emails and calls coming and I will be in touch soon.
Best,
Dave Innes
Vice President, Investor Relations
NW Bio?
4800 Montgomery Lane
Suite 800
Bethesda, MD 20814
t (240) 497-9024 ____www.nwbio.com
f (240) 627-4121 ____OTCQB: NWBO
For immediate release on Tuesday, May 28, 2019
NW Bio Announces Settlement with Cognate BioServices
Resolving Past Matters and Providing for Restart of DCVax®-Direct Production
Resolution and Reduction Of Past Billings & Pending Stock Issuances and
New DCVax®-Direct Manufacturing Agreement
BETHESDA, MD., May 28, 2019 Northwest Biotherapeutics (NWBO) (“NW Bio”), a biotechnology company developing DCVax® personalized immune therapies for solid tumor cancers, today announced that it has entered into a settlement agreement with Cognate BioServices, Inc., resolving past matters and providing for restart of DCVax®-Direct Production.
NW Bio and Cognate agreed upon revised market terms for a new Manufacturing Services Agreement for production of DCVax-Direct to be used by NW Bio in clinical trials. Production of DCVax-Direct is scheduled to start in 10 weeks. Other terms provide for a dedicated cleanroom suite, an upfront payment of $2 million for partial payment of certain past obligations, restart of new manufacturing of DCVax-Direct, and revised product manufacturing fees which incorporate certain volume discounts.
Cognate billings to NW Bio for prior periods were reduced by approximately $10 million, with some amounts related to periods of inactivity being cancelled and with $1.1 million being deferred until 2020. In addition, 52 million shares of NW Bio’s stock which NW Bio had previously agreed to issue to Cognate were reduced to 12 million shares. As part of this overall settlement, NW Bio also provided for additional consideration of $10 million that is only payable to Cognate after DCVax product approval in or outside of the U.S.
In connection with the overall settlement, all past obligations of both Cognate and NW Bio were settled and all claims of both Cognate and NW Bio were released.
Linda Powers, CEO of NW Bio, observed, “We are happy to have resolved the past contractual issues and reached agreement on terms for a new manufacturing relationship with Cognate, putting us both in a position to move forward with a clean slate. We believe this is good for NW Bio and Cognate, good for our patients, and good for our shareholders. We greatly appreciate Cognate’s belief in NW Bio and its DCVax technology, and we look forward to a strengthened and reinvigorated partnership with Cognate as we move forward on our exciting programs.”
