NWBS Northw.Bio Regs

 

TIDMNWBS TIDMNWBT 
 
RNS Number : 2497Q 
Northwest Biotherapeutics Inc 
07 April 2009 
 

 
 
Northwest Biotherapeutics, Inc. 
("NWBT", "Northwest" or the "Company") 
 
 
Northwest Secures US$1.1 Million Financing 
 
 
 
 
Bethesda, MD- April 7, 2009 - Northwest Biotherapeutics, Inc. (AIM: NWBS and 
NWBT; OTC BB: NWBO) announces today that it is receiving bridge funding totaling 
US$1.1 million. Private investors from both the US and the UK are participating, 
along with an institutional investor from the UK. Of the total funding amount, 
US$400,000 is coming from the US and GBP500,000 (approximately US$700,000) is 
coming from the UK. 
 
 
The US investors are investing in the form of convertible notes (the "Notes") 
that are unsecured obligations of the Company and have a maturity of two years 
from the date of issuance. The Notes accrue interest at the rate of 6% per year. 
At maturity, the principal and interest under each Note (the "Repayment Amount") 
is convertible in whole or in part, at the discretion of the Holders, into 
common stock of the Company. The conversion price for any such conversion will 
be $0.53 per share of common stock. (The conversion price was the average of the 
closing prices of the Company's stock on the US NASD Over the Counter Bulletin 
Board on the five trading days preceding the date of determination of the terms 
for this bridge funding.) Accordingly, the total number of shares of the 
Company's common stock that will be issued to the US investors, if all of them 
elect to convert the entire repayment Amount, will be 848,000. Upon issuance, 
the conversion shares will not be registered. The Company granted customary 
registration rights, including piggyback registration rights, for those 
conversion shares. The Notes may be prepaid at the discretion of the Company at 
any time prior to maturity, without any prepayment penalty. The Note also 
contains customary representations, warranties and covenants. 
 
 
The UK investors are investing in the form of a purchase of common stock (the 
"Shares")which will be admitted to trading on AIM and a further announcement 
will be issued in this respect in due course. The purchase price per Share is 
the same as the conversion price in the convertible notes for the US investors: 
$0.53 per Share. Accordingly, the total number of Shares being issued to the UK 
investors is 1,377,356. In addition, the UK investors are receiving 15% warrant 
coverage, under which they may purchase up to a total of 206,760 shares of the 
Company's common stock at an exercise price of $0.53 per share. The warrant 
coverage was determined to address the difference in the Company's stock price 
on the London AIM Market and the US NASD Over the Counter Bulletin Board. The 
exercise period for the warrant is five years from the date of issuance. Upon 
issuance, the Shares (and the shares issuable upon exercise of the warrant) will 
not be registered, but will be admitted to trading on AIM. The Company granted 
customary registration rights, including piggyback registration rights. The 
Securities Purchase Agreement also contains customary representations, 
warranties and covenants. 
 
 
Approximately US$400,000 is being invested in the form of Notes and 
approximately US$700,000 is comprised in the form of Shares. 
 
 
"We are very pleased to have completed another interim financing despite 
severely adverse general market conditions," said NWBT's Chief Executive Officer 
Alton Boynton. "We look forward to continuing the financing discussions 
currently under way with several additional parties for short-term and long-term 
funding of the Company". 
 
 
The US$1.1 million received by the Company will be sufficient to fund its cash 
needs into June, 2009. The Company remains in an advanced stage of negotiations 
with several different providers for additional near-term funding and longer 
term funding, which it hopes to complete during Q2 of 2009. 
 
 
The Company will need to raise additional capital to fund its clinical trials 
and other operating activities and to repay indebtedness in due course. 
Shareholders should be aware that if the Company's capital raising efforts are 
unsuccessful, this will have a material adverse effect on the Company's 
financial position and operations. 
 
 
 
 
About Northwest Biotherapeutics 
 
Northwest Biotherapeutics is a biotechnology company focused on developing 
immunotherapy products that treat cancers more effectively than current 
treatments, without toxicity, on a cost-effective basis. The Company has two 
broad platform technologies: dendritic cell-based vaccines, and therapeutic 
antibodies. The Company is currently conducting a large clinical trial in 
Glioblastoma multiforme, which is designed and powered to serve as a pivotal 
trial. The Company has also received clearance from the FDA for a large Phase 
III trial in prostate cancer, and clearance from the FDA for Phase I trials in 
five other cancers. The Company also has a second technology platform, involving 
monoclonal antibodies to CXCR4, which is at the late pre-clinical development 
stage. 
 
 
For further information, please visit the company web site at www.nwbio.com. 
 
 
Disclaimer 
 
 
Statements made in this news release that are not historical facts are 
forward-looking statements within the meaning of the Private Securities 
Litigation Reform Act of 1995. Words such as "expects," "believes," "intends," 
and similar expressions are intended to identify forward-looking statements. 
Actual results may differ materially from those projected in any forward-looking 
statement. Specifically, there are a number of important factors that could 
cause actual results to differ materially from those anticipated. Additional 
information on these and other factors, which could affect the company's 
results, is included in its Securities and Exchange Commission ("SEC") filings. 
Finally, there may be other factors not mentioned above or included in the 
company's SEC filings that may cause actual results to differ materially those 
projected in any forward-looking statement. You should not place undue reliance 
on any forward-looking statements. The company assumes no obligation to update 
any forward-looking statements as a result of new information, future events or 
developments, except as required by securities laws. 
 
 
For further information, please contact: 
 
 
+----------------------------------------------------------------+----------------------+ 
| Northwest Biotherapeutics, Inc.                                |                      | 
+----------------------------------------------------------------+----------------------+ 
| Alton L. Boynton, Chief Executive Officer                      | +1 240 497 9024      | 
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|                                                                |                      | 
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| Buchanan Communications                                        |                      | 
+----------------------------------------------------------------+----------------------+ 
| Lisa Baderoon (lisab@buchanan.uk.com) / Mary-Jane Johnson /    | +44 (0)20 7466 5000  | 
| Catherine Breen                                                |                      | 
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|                                                                |                      | 
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| Collins Stewart Europe Limited                                 |                      | 
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| Adrian Hadden/ Adam Cowen                                      | +44 (0)20 7523 8350  | 
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This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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