NorthWest Biotherapeutics Inc (NWBO)

[skitahoe]

I proposed what I did because I believe it would keep the overall shares outstanding to under what would require a shareholders vote to increase the O/S. I also believe that with a BP partner and $750 million to work with, they could afford the necessary trials, gain approval of DCVax-L, then have substantial revenue coming in from sales.

I've seen partnerships of this sort used in the past where it went well for both the company, and the shareholders. In such a scenario I wouldn't tinder my shares, but it wouldn't surprise me of some of the corporate officers might not choose to, not because the company doesn't remain a good investment, but more a case of having the opportunity to diversify rather than having a very concentrated position if in fact that were the case.

Also, by having shareholders tinder half the shares, the total number to gain a 30% position in the company isn't nearly as great as if all the shares are newly issued. I see it as a good compromise position. Of course there is nothing mandatory about gaining 30% of the company, it's just a figure that I've seen used that give a partner substantial control. Most certainly they'd get one or more seats on the Board.

I don't think that shareholders would balk at raising the O/S to gain a partnership, but I believe a vote to do so complicates the arrangement, by structuring it as I did, I'm not sure if the company couldn't make such a partnership without a shareholder vote. No doubt, if the company is not bought out, at some point a vote to increase the authorized shares will occur, if for no other reason than to give the company some flexibility in financial negotiations.
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I believe there is a right time for companies to dilute, I just hate to see it when the price is a tiny fraction of what I believe it will be in the not too distant future. Companies have a hard time turning down the MM's or brokerages when they've already got the shares sold if the company agrees to issue them. Companies like having Institutional investors, so they're willing to give them a sweetheart deal to bring them in. I believe before most offerings become public all, or nearly all the share in the offering are spoken for.

Gary