Replies to post #571034 on NorthWest Biotherapeutics Inc (NWBO)

[Poor Man -]

Here’s my concern with acquiring Advent.

First, I believe it’s the correct thing to do in order to eliminate the related party conflicts of interest. And in fact may be required by other parties, such as Nasdaq/NYSE or institutional investors. But the fear is Linda Powers will use this transaction as a vehicle to enrich Toucan and herself by making NWBO purchase Advent at an inflated purchase price…after NWBO shareholders have effectively funded Advent and should have owned it outright from the start!

But there’s no way Linda Powers is handing over Advent without shareholders having to pay for it a second time. That’s how she rolls. So hopefully the Board and shareholders at the very least receive a fairness opinion from a reputable FA. Otherwise there will be another lawsuit in the offering; and even then there still might be one.

And as a sidebar, NWBO acquiring Advent is tacit admission that all the critics of the Toucan and Advent relationship have been right all along.

[dennisdave]

The theory of NWBO merging with Cognate was brought up dozens of times. The Advent flavor is no different.

Will not happen because Advent is where LP collects cash while NWBO is where retail pays the bills.

I dont think its going to happen either. I have predicted and I will stick with my prediction that Advent will be bought by Merck from Toucan after Merck has bought NWBO.

[biosectinvestor]

No, Cognate funded NWBO and was a huge reason for the short attack because a lot of their production was paid for with high priced NWBO shares that had a most favored nation clause to ensure Cognate was topped up for its actual expenditures so long as Cognate held the shares and did not sell them. It was a mutually beneficial arrangement so long as shorts did not collapse the price.

So no, that was not the arrangement. Further with Advent, there is not a lot of cash flow going through and again you have bonuses for shares because the markup is just 10% as I recall. The reality is that Advent is a useful way to keep NWBO’s immediate cash burn low. Most CDMO’s including Cognate would require a lot of cash, millions up front to sink into the development of the operation and to be sure that no matter what happens at the client company, there is cash to maintain the facility pursuant to the contract including personnel. Maintaining a GMP facility is no joke and requires long-term planning and financing. In this case the facility is NWBO’s but Advent is the facilities operator, so the cash flow is mitigated. Sawston’s development was also largely funded by 1) the sale and leaseback of the facility, and 2) the regional development plan which created for a small part of the capacity of the facility, effectively an accelerator for local cell therapy research and companies in the Cambridge research area, with Advent basically as the contractor providing such services on NWBO’s behalf. Advent then pays NWBO rent for the office and those facilities, and these things create a virtuous and symbiotic relationship as the facility is not idle and has paying customers that can help cover the costs of maintaining the facility.

It’s a very innovative, project finance based structure even if it is in the interests of Bears to misconstrue and pretend not to understand it.