Replies to post #59810 on NorthWest Biotherapeutics Inc (NWBO)

[beachlifeisfun]

Yes, it was clearly a distressed financing, but the interesting thing is that both sides expect something to happen very soon, but clearly neither side has a good idea of when.

The shorts went in wanting to protect their downside if positive catalysts were announced. NWBO essentially put a 60 day expiration on that downside protection. At this point it would be in NWBO's and shareholders best interest to let the options expire before announcing anything (less dilution and less shares to obvious shorts). But again, it is clear that both sides expect something big to happen soon and they do not think that it is going to be a negative catalyst.

[beachlifeisfun]

The press release doesn't paint the entire picture...from the 10-K annual report:

Equity Financing

On February 29, 2016, the Company entered into a Securities Purchase Agreement (the “Agreement”) with certain institutional investors (the “Purchasers”), for a registered direct offering (the “Offering”) of 5,882,353 shares (the “Shares”) of the Company’s Common Stock at the purchase price of $1.70 per share, and Series A Warrants (the “Series A Warrants”) to purchase an additional 2,941,177 shares of Common Stock at an exercise price of $2.25 per share. The Series A Warrants will become exercisable on the six month anniversary of issuance and expire five years thereafter.

In addition, the Company granted the Purchasers a sixty (60) day overallotment option in the form of Series B Warrants to purchase an additional 5,882,353 shares of Common Stock at an exercise price of $3.00 per share (the “Series B Warrants”. The Series B Warrants shall be exercisable immediately and expire within sixty (60) days. The Company and the Purchasers consummated the purchase and sale of the Securities on March 3, 2016 (the “Closing”) and the Company raised gross proceeds of $10 million and net proceeds of approximately $9,210,000, after deducting placement agent fees, attorneys’ fees and other expenses.

In a concurrent private placement, each Purchaser will also receive Series C Warrants (the “Series C Warrants”) to purchase up to 2,941,177 shares of Common Stock. The Series C Warrants vest and become exercisable only if, and to the extent that, the Series B Warrants held by such Purchaser are exercised on a basis of one-half share of Common Stock per each Series B Warrant exercised. The Series C Warrants have an exercise price of $4.00 per share, shall be exercisable on the six month anniversary of issuance and will expire five years thereafter..

So when the 60 day warrants expire...then the "purchaser" also loses access to the 2,941,177 shares represented by the C Warrants.

They took a chunk in distressed conditions, but they clearly need more. And, like you said, they can't really purchase those numbers of shares on the open market without causing a considerable SP spike.