No mention of FDA application in the 10-k?
NWBO: Once In A Decade Best Stock Investment -- Regulatory Approvals Coming! [Dec10, 2022 在第一页加了中文简述]
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No, it doesn't. I guess they are focusing on UK approval. After that US will follow.
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@hoffmann6383
Northwest Biotherapeutics Second Amended Complaint
$NWBO
The Case: Northwest Biotherapeutics, Inc v. Canaccord Genuity LLC, 1:22-cv-10185, (S.D.N.Y.)
In this post I'll go over the highlights of the Second Amended Complaint filed on 3-15-24 and then offer some thoughts.
The outline of the First Amended Complaint and the Second Amended Complaints were identical. See Image 1. The significant changes started on page 90 with the section titled Loss Causation and Standing.
HIGHLIGHTS
Total Shares Sold at Depressed Prices
Went from approximately 283m to 274m
Shares sold within 24 hours of spoofing
Went from approximately 49m to 40m.
"In total, Plaintiff sold 40,507,628 shares in 95 transactions within 24 hours after Defendants’ Spoofing."
"These sales took two forms: Cash Stock Sales and Exchange Agreement Sales. "
Cash Stock Sales
"In Cash Stock Sales, Plaintiff sold shares in transactions that were executed at the secondary market closing price on a single given date (a “Pricing Date”) or at a price equal to the average secondary market closing price of NWBO’s shares over one or more Pricing Dates. Because a decline in any component of an average mathematically leads to a decline in the average, a decline in the closing price of NWBO’s shares on the days included in that average led to a decline in the price at which Plaintiff sold shares of stock."
"Attached as Exhibit 4 is a chart containing Plaintiff’s Cash Stock Sales in which the sale price was determined by the closing price of NWBO shares on one or more Pricing Dates having one or more Spoofing Episodes in the final hour of a trading day (i.e., between 3pm – 4pm). There were forty-four (44) such transactions, across which a total of 14,141,632 shares were sold at artificially depressed prices."
Exchange Agreement Sales
"In Exchange Agreement Sales, Plaintiff sold shares to lenders in exchange for the extinguishment of debt obligations having an outstanding value equal to the market value of Plaintiff’s shares as determined by a standard pricing formula. In these transactions, the price at which Plaintiff sold shares to lenders was determined by a single formula: (a) 85% multiplied by (b) the average of the five lowest closing sale prices of NWBO shares in the last twenty trading days immediately preceding the date of each exchange agreement. Because a decline in any component of an average mathematically leads to a decline in the average, a decline in the closing price of NWBO’s shares on the days included in that average led to a decline in the price at which Plaintiff sold shares of stock."
"Attached as Exhibit 6 is a chart containing Plaintiff’s Exchange Agreement Sales in which the sale price was determined by the closing price of NWBO shares on dates where one or more Spoofing Episodes took place in the final hour of trading on the Pricing Date (i.e., between 3pm – 4pm). There were twenty-three (23) such transactions, across which a total of 8,379,501 shares were sold at artificially depressed prices."
"Attached as Exhibit 7 is a chart containing Plaintiff’s Exchange Agreement Sales in which the sale price was determined by the closing price of NWBO shares on dates where the closing price was affected by one or more Spoofing Episodes that took place between one hour and twenty-four hours before the close of trading on the Pricing Date. There were twenty-five (25) such transactions, across which a total of 16,872,872 shares were sold at artificially depressed prices. "
Image Two Explanation
"As the above figure shows, the periods after Spoofing Episodes were characterized by a price decline followed by a partial reversion that provided Defendants an opportunity to profit from their purchases (including Executing Purchases) at depressed prices. Following the partial reversion, NWBO’s share price stabilized, but at a still depressed level."
Image Three Explanation
"As the above figure shows, the negative price impact of Spoofing Episodes persisted up to sixty (60) trading days following the Spoofing Episodes, during times when both NASX and NBI were increasing in value. After twenty (20) days, NWBO’s price decline stabilized, but persisted at a depressed price and did not revert in the following trading days. "
Image Four Explanation
"Defendants tended to engage in Spoofing Episodes during periods of time when investor enthusiasm over NWBO was rising. 76 This evidence demonstrates that, absent Defendants’ spoofing, the price of NWBO shares would have increased following the Spoofing Episodes. This evidence also demonstrates that Spoofing Episodes “cut off” investor enthusiasm, preventing NWBO’s share price from rising even further. For this reason,increases in the price of NWBO shares do not reflect that the price impact of Defendants’ spoofing had dissipated fully. Whether NWBO’s share price increased or decreased following the Spoofing Episode, but for Defendants’ manipulative conduct, the price of NWBO shares would have been even higher"
Why were sales based on closing prices after the alleged sale?
"In certain instances, the terms of an Exchange Agreement Sale provided that Plaintiff would sell additional shares of stock to the purchaser if the share price of NWBO declined following the date of the Exchange Agreement. These so-called “true-up” provisions always applied the same formula: a “true-up” price would be calculated as 85% of the average of those five lowest closing prices in the twenty trading days following the date of the Exchange Agreement. If the “true-up” price was below the original sale price, Plaintiff would sell additional shares to adjust the final price paid by the purchaser for the entire transaction. For any Exchange Agreement Sale where true-up shares were issued (i.e., where the true-up price was below the original sale price), Spoofing Episodes on the pricing dates used to calculate the true-up price would cause Plaintiff to sell shares at a lower price than would otherwise have occurred absent the spoofing. For this reason, transactions in Exhibits 6 and 7 sometimes include Pricing Dates after the transaction date which had Spoofing Episodes within 1 hour or within 24 hours, respectively, before the close of trading on those Pricing Dates. Those Spoofing Episodes led to the sale of additional shares pursuant to true-up provisions at a sale price that was artificially depressed by spoofing activity on those true-up Pricing Dates."
NWBO Has Hired Experts to Review IHub
"Defendants’ manipulative spoofing often occurred during periods when there was increasing investor enthusiasm concerning NWBO’s share price. Plaintiff examined posts concerning NWBO on the popular message board platform InvestorsHub. This message board is popular among investors in small-cap and over-the-counter stocks, including NWBO, and the U.S. Department of Justice and Securities and Exchange Commission have alleged that posts on InvestorsHub are material for OTC stocks."
"To measure investor enthusiasm, Plaintiff downloaded all 235,194 posts during the Relevant Period on the NWBO message board on InvestorsHub, and applied standard sentiment analysis, which scores the message board post according to standard methods employed in the peer-reviewed literature."
THOUGHTS
The Second Amended Complaint clearly addresses the Judge's concern as to loss causation. It provides the formulaic connection between the referenced pricing dates and the sales price. It survives the MTD on that alone, but they went a step further. Cohen's attorneys spent considerable time and resources to beef up other portions of the complaint, namely the long term price impact of spoofing.
Expert disclosure, reports and depositions are usually the last part of the discovery phase. While I'm sure Cohen had an expert put together and review the spoofing data, you typically don't see this sort of expert analysis this early in a case. It appears Cohen has retained an expert as to the long term effects of spoofing and that expert has done extensive analysis. See Images 2 & 3. They've also retained an expert that has done extensive social media analysis and how social media sentiment relates to spoofing. See Image 4. This sort of expert analysis is extremely costly and time consuming. Cohen and their attorneys are not sparing any expenses. This tells me they strongly believe in this case. That is exactly what you want to see at this stage.
I was impressed with the Second Amended Complaint.
We will still likely have to go through another MTD + briefings before we move on to discovery. I believe the next thing we will see is a letter from the Defendants asking for leave to file a MTD.
Have a good weekend.
p.s. Keep an eye out here. I'd bet Cohen eventually posts a public copy of the Second Amended Complaint.
cohenmilstein.com
Last edited
1:06 AM · Mar 16, 2024
·
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Northwest Biotherapeutics Second Amended Complaint
$NWBO
The Case: Northwest Biotherapeutics, Inc v. Canaccord Genuity LLC, 1:22-cv-10185, (S.D.N.Y.)
In this post I'll go over the highlights of the Second Amended Complaint filed on 3-15-24 and then offer some thoughts.
The outline of the First Amended Complaint and the Second Amended Complaints were identical. See Image 1. The significant changes started on page 90 with the section titled Loss Causation and Standing.
HIGHLIGHTS
Total Shares Sold at Depressed Prices
Went from approximately 283m to 274m
Shares sold within 24 hours of spoofing
Went from approximately 49m to 40m.
"In total, Plaintiff sold 40,507,628 shares in 95 transactions within 24 hours after Defendants’ Spoofing."
"These sales took two forms: Cash Stock Sales and Exchange Agreement Sales. "
Cash Stock Sales
"In Cash Stock Sales, Plaintiff sold shares in transactions that were executed at the secondary market closing price on a single given date (a “Pricing Date”) or at a price equal to the average secondary market closing price of NWBO’s shares over one or more Pricing Dates. Because a decline in any component of an average mathematically leads to a decline in the average, a decline in the closing price of NWBO’s shares on the days included in that average led to a decline in the price at which Plaintiff sold shares of stock."
"Attached as Exhibit 4 is a chart containing Plaintiff’s Cash Stock Sales in which the sale price was determined by the closing price of NWBO shares on one or more Pricing Dates having one or more Spoofing Episodes in the final hour of a trading day (i.e., between 3pm – 4pm). There were forty-four (44) such transactions, across which a total of 14,141,632 shares were sold at artificially depressed prices."
Exchange Agreement Sales
"In Exchange Agreement Sales, Plaintiff sold shares to lenders in exchange for the extinguishment of debt obligations having an outstanding value equal to the market value of Plaintiff’s shares as determined by a standard pricing formula. In these transactions, the price at which Plaintiff sold shares to lenders was determined by a single formula: (a) 85% multiplied by (b) the average of the five lowest closing sale prices of NWBO shares in the last twenty trading days immediately preceding the date of each exchange agreement. Because a decline in any component of an average mathematically leads to a decline in the average, a decline in the closing price of NWBO’s shares on the days included in that average led to a decline in the price at which Plaintiff sold shares of stock."
"Attached as Exhibit 6 is a chart containing Plaintiff’s Exchange Agreement Sales in which the sale price was determined by the closing price of NWBO shares on dates where one or more Spoofing Episodes took place in the final hour of trading on the Pricing Date (i.e., between 3pm – 4pm). There were twenty-three (23) such transactions, across which a total of 8,379,501 shares were sold at artificially depressed prices."
"Attached as Exhibit 7 is a chart containing Plaintiff’s Exchange Agreement Sales in which the sale price was determined by the closing price of NWBO shares on dates where the closing price was affected by one or more Spoofing Episodes that took place between one hour and twenty-four hours before the close of trading on the Pricing Date. There were twenty-five (25) such transactions, across which a total of 16,872,872 shares were sold at artificially depressed prices. "
Image Two Explanation
"As the above figure shows, the periods after Spoofing Episodes were characterized by a price decline followed by a partial reversion that provided Defendants an opportunity to profit from their purchases (including Executing Purchases) at depressed prices. Following the partial reversion, NWBO’s share price stabilized, but at a still depressed level."
Image Three Explanation
"As the above figure shows, the negative price impact of Spoofing Episodes persisted up to sixty (60) trading days following the Spoofing Episodes, during times when both NASX and NBI were increasing in value. After twenty (20) days, NWBO’s price decline stabilized, but persisted at a depressed price and did not revert in the following trading days. "
Image Four Explanation
"Defendants tended to engage in Spoofing Episodes during periods of time when investor enthusiasm over NWBO was rising. 76 This evidence demonstrates that, absent Defendants’ spoofing, the price of NWBO shares would have increased following the Spoofing Episodes. This evidence also demonstrates that Spoofing Episodes “cut off” investor enthusiasm, preventing NWBO’s share price from rising even further. For this reason,increases in the price of NWBO shares do not reflect that the price impact of Defendants’ spoofing had dissipated fully. Whether NWBO’s share price increased or decreased following the Spoofing Episode, but for Defendants’ manipulative conduct, the price of NWBO shares would have been even higher"
Why were sales based on closing prices after the alleged sale?
"In certain instances, the terms of an Exchange Agreement Sale provided that Plaintiff would sell additional shares of stock to the purchaser if the share price of NWBO declined following the date of the Exchange Agreement. These so-called “true-up” provisions always applied the same formula: a “true-up” price would be calculated as 85% of the average of those five lowest closing prices in the twenty trading days following the date of the Exchange Agreement. If the “true-up” price was below the original sale price, Plaintiff would sell additional shares to adjust the final price paid by the purchaser for the entire transaction. For any Exchange Agreement Sale where true-up shares were issued (i.e., where the true-up price was below the original sale price), Spoofing Episodes on the pricing dates used to calculate the true-up price would cause Plaintiff to sell shares at a lower price than would otherwise have occurred absent the spoofing. For this reason, transactions in Exhibits 6 and 7 sometimes include Pricing Dates after the transaction date which had Spoofing Episodes within 1 hour or within 24 hours, respectively, before the close of trading on those Pricing Dates. Those Spoofing Episodes led to the sale of additional shares pursuant to true-up provisions at a sale price that was artificially depressed by spoofing activity on those true-up Pricing Dates."
NWBO Has Hired Experts to Review IHub
"Defendants’ manipulative spoofing often occurred during periods when there was increasing investor enthusiasm concerning NWBO’s share price. Plaintiff examined posts concerning NWBO on the popular message board platform InvestorsHub. This message board is popular among investors in small-cap and over-the-counter stocks, including NWBO, and the U.S. Department of Justice and Securities and Exchange Commission have alleged that posts on InvestorsHub are material for OTC stocks."
"To measure investor enthusiasm, Plaintiff downloaded all 235,194 posts during the Relevant Period on the NWBO message board on InvestorsHub, and applied standard sentiment analysis, which scores the message board post according to standard methods employed in the peer-reviewed literature."
THOUGHTS
The Second Amended Complaint clearly addresses the Judge's concern as to loss causation. It provides the formulaic connection between the referenced pricing dates and the sales price. It survives the MTD on that alone, but they went a step further. Cohen's attorneys spent considerable time and resources to beef up other portions of the complaint, namely the long term price impact of spoofing.
Expert disclosure, reports and depositions are usually the last part of the discovery phase. While I'm sure Cohen had an expert put together and review the spoofing data, you typically don't see this sort of expert analysis this early in a case. It appears Cohen has retained an expert as to the long term effects of spoofing and that expert has done extensive analysis. See Images 2 & 3. They've also retained an expert that has done extensive social media analysis and how social media sentiment relates to spoofing. See Image 4. This sort of expert analysis is extremely costly and time consuming. Cohen and their attorneys are not sparing any expenses. This tells me they strongly believe in this case. That is exactly what you want to see at this stage.
I was impressed with the Second Amended Complaint.
We will still likely have to go through another MTD + briefings before we move on to discovery. I believe the next thing we will see is a letter from the Defendants asking for leave to file a MTD.
Have a good weekend.
p.s. Keep an eye out here. I'd bet Cohen eventually posts a public copy of the Second Amended Complaint.
Northwest Biotherapeutics, Inc. v. Canaccord Genuity LLC, et al.
Northwest Biotherapeutics, Inc. v. Canaccord Genuity LLC, et al. (S.D.N.Y.): Cohen Milstein is leading this securities litigation against market makers Canaccord Genuity LLC, Citadel Securities LLC…
cohenmilstein.com
Last edited
1:06 AM · Mar 16, 2024
·
4,440
Views
GlobeCitizen
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New board director added today. The guy sold his shares of American Megatrends Inc. (AMI) he co-founded for $80 millions decades ago.
Northwest Biotherapeutics Appoints Seasoned Business Executive and Investor To Its Board of Directors
Northwest Biotherapeutics Appoints Seasoned Business Executive and Investor To Its Board of Directors
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Chiugray Free 03/26/24 7:54 PM
Post #681,428
To counter the Short’s continual manipulation, I wanted to share my belief that NWBO’s intrinsic value is worth at least $10/share today at this pre-approval stage from an “at least” perspective. Here is my thinking.
Complexity
It is similar to early investors trying to figure out what Amazon was worth, and year after year “suddenly realizing” it was worth more.
- A new kind of book selling company,
- wait, it is e-commerce,
- wait, it is massive customer driven data personalization,
- wait, it is massive logistics and supply chain,
- wait, it is massive cloud computing with AWS,
- wait, it is massive AI and machine learning,
- wait, it is approaching $2T in market cap…
DCVax is a disruptive technology platform
It continually adapts by leveraging our immune system that is already forever adapting to new diseases. A possible scenario…
- A new drug for late-stage (GBM, malignant brain tumors)
- wait, it is for early-stage (non-toxic, ideal as prophylactic)
- wait, it is SOC for the entire cancer type
- wait, it is state-of-the-art, low-cost manufacturing of live cell therapies
- wait, it is a broad-spectrum cancer vaccine (for multiple cancers)
- wait, it is a modular therapy (to optimize and cure, DCVax base layer, add adjuvants from menu)
- wait, it is SOC for multiple cancers
- wait, it is anti-viral (vaccine for chronic viral conditions like long-covid, herpes, HIV)
- wait, it is approaching $2T in market cap…
Narrow example to illustrate relative size of realizable markets
Kite Pharma (Car-T) was sold to Gilead for $12B in 2017, had only a completed Phase 2 trial, only for relapsed or refractory large B-cell lymphoma (LBCL). Ignoring inflation, $12B today is roughly $10/sh for NWBO today.
Kite for NHL drill down
- Based on Phase 2 clinical trial
- “Relapsed or refractory” means only for a subset % of a % of a % of cancer population
- LBCL is a subset of non-Hodgkin lymphoma (which is a subset of lymphomas)
- Relapsed refers to recurrent LBCL only (not for newly diagnosed)
- Refractory refers to 2nd line of treatment (for patients that did not respond to initial treatment or SOC)
- Only approved in USA
- Car-T is known for high toxicity risks
- Newly diagnosed LBCL in USA – 18K per year
- 30-40% of LBCL will need a 2nd line of treatment – 5K to 7K per year
www.kitepharma.com
- Calculation (per Bard, Yescarta has maybe 50% of LBCL) - ~3K patients
DCVax-L for GBM drill down
- Based on Phase 3 clinical trial (landmark success)
- MAA submitted in UK is to treat GBM (upside, all malignant gliomas)
- Both newly diagnosed and recurrent (all GBM)
- As SOC therapy (as the 1st line of treatment)
- Global clinical trial, means global markets (UK, USA, Germany/EU, and Canada)
- Efficacy, non-toxic, and immune memory
- Upside, anticipate off-label use in benign brain tumors
USA Brain Tumor statistics 2023
- Newly Diagnosed is 94K per year (28% GBM/malignant, 72% benign)
- Living with brain tumor is 1,000,000
To roughly extrapolate for the aggregate UK, Canada, and Germany/EU/EMA addressable markets, I count the cancer incident rates by country is approx 1.9X of USA.
www.wcrf.org
Comparing the two
NWBO should be worth multiple times more than Kite.
All is IMHO.
Post #681,428
To counter the Short’s continual manipulation, I wanted to share my belief that NWBO’s intrinsic value is worth at least $10/share today at this pre-approval stage from an “at least” perspective. Here is my thinking.
Complexity
It is similar to early investors trying to figure out what Amazon was worth, and year after year “suddenly realizing” it was worth more.
- A new kind of book selling company,
- wait, it is e-commerce,
- wait, it is massive customer driven data personalization,
- wait, it is massive logistics and supply chain,
- wait, it is massive cloud computing with AWS,
- wait, it is massive AI and machine learning,
- wait, it is approaching $2T in market cap…
DCVax is a disruptive technology platform
It continually adapts by leveraging our immune system that is already forever adapting to new diseases. A possible scenario…
- A new drug for late-stage (GBM, malignant brain tumors)
- wait, it is for early-stage (non-toxic, ideal as prophylactic)
- wait, it is SOC for the entire cancer type
- wait, it is state-of-the-art, low-cost manufacturing of live cell therapies
- wait, it is a broad-spectrum cancer vaccine (for multiple cancers)
- wait, it is a modular therapy (to optimize and cure, DCVax base layer, add adjuvants from menu)
- wait, it is SOC for multiple cancers
- wait, it is anti-viral (vaccine for chronic viral conditions like long-covid, herpes, HIV)
- wait, it is approaching $2T in market cap…
Narrow example to illustrate relative size of realizable markets
Kite Pharma (Car-T) was sold to Gilead for $12B in 2017, had only a completed Phase 2 trial, only for relapsed or refractory large B-cell lymphoma (LBCL). Ignoring inflation, $12B today is roughly $10/sh for NWBO today.
Kite for NHL drill down
- Based on Phase 2 clinical trial
- “Relapsed or refractory” means only for a subset % of a % of a % of cancer population
- LBCL is a subset of non-Hodgkin lymphoma (which is a subset of lymphomas)
- Relapsed refers to recurrent LBCL only (not for newly diagnosed)
- Refractory refers to 2nd line of treatment (for patients that did not respond to initial treatment or SOC)
- Only approved in USA
- Car-T is known for high toxicity risks
- Newly diagnosed LBCL in USA – 18K per year
- 30-40% of LBCL will need a 2nd line of treatment – 5K to 7K per year
U.S. FDA Approves Label Update for Kite’s Yescarta® CAR T-Cell Therapy to Include Overall Survival Data
U.S. FDA Approves Label Update for Kite’s Yescarta® CAR T-Cell Therapy to Include Overall Survival Data
www.kitepharma.com
DCVax-L for GBM drill down
- Based on Phase 3 clinical trial (landmark success)
- MAA submitted in UK is to treat GBM (upside, all malignant gliomas)
- Both newly diagnosed and recurrent (all GBM)
- As SOC therapy (as the 1st line of treatment)
- Global clinical trial, means global markets (UK, USA, Germany/EU, and Canada)
- Efficacy, non-toxic, and immune memory
- Upside, anticipate off-label use in benign brain tumors
USA Brain Tumor statistics 2023
Brain Tumor Facts - National Brain Tumor Society
Information about brain tumors: Facts and statistics
braintumor.org
- Living with brain tumor is 1,000,000
To roughly extrapolate for the aggregate UK, Canada, and Germany/EU/EMA addressable markets, I count the cancer incident rates by country is approx 1.9X of USA.
Global cancer data by country | World Cancer Research Fund International
Explore rates of cancer according to country, including statistics for men and women, and discover which country has the highest cancer rates
www.wcrf.org
Comparing the two
NWBO should be worth multiple times more than Kite.
All is IMHO.
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Not much to say while we are waiting for approval or not or potentially delay or something unexpected. As we wait, I add more. It's go big or go home for me.
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Yesterday 10k at $0.47, today 6k at $0.4603.
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FORM 10-K/A (Amendment No. 1) filed today: NORTHWEST BIOTHERAPEUTICS INC (Form: 10-K/A, Received: 04/29/2024 17:04:30)
base salaries were raised for 2023, some bonuses and options were delayed for obvious reasons (guess maybe after approval); Pat Sarma owned 12,535,165 shares (1.0%) before he joined the company as director.
"Potential Payments on Termination or Change in Control
The Company does not currently have any arrangements that would trigger payments upon termination of a NEO or upon a change in control of the Company. However, the Company plans to enter into employment agreements with Ms. Powers, Mr. Goldman and Dr. Boynton in due course, which may contain such arrangements."
Seem they are getting ready for eventuality that is buyout.
base salaries were raised for 2023, some bonuses and options were delayed for obvious reasons (guess maybe after approval); Pat Sarma owned 12,535,165 shares (1.0%) before he joined the company as director.
"Potential Payments on Termination or Change in Control
The Company does not currently have any arrangements that would trigger payments upon termination of a NEO or upon a change in control of the Company. However, the Company plans to enter into employment agreements with Ms. Powers, Mr. Goldman and Dr. Boynton in due course, which may contain such arrangements."
Seem they are getting ready for eventuality that is buyout.
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10k filed for securing about $11 million loan and note and the terms: NORTHWEST BIOTHERAPEUTICS INC (Form: 8-K, Received: 05/02/2024 16:40:10)
Also the 7 defendants market makers filed their joint MTD:
@hoffmann6383
Defendants’ Joint Memorandum of Law in Support of Motion to Dismiss Second Amended Complaint (“MTD”)
$NWBO
Yesterday the Defendant Market Makers in the NWBO spoofing case filed their MTD NWBO's Second Amended Complaint.
The Case: Northwest Biotherapeutics, Inc v. Canaccord Genuity LLC, 1:22-cv-10185, (S.D.N.Y.)
Docket: https://courtlistener.com/docket/66579590/northwest-biotherapeutics-inc-v-canaccord-genuity-llc/
In this post I'll also be making references to the Phunware case, which can be found here: https://courtlistener.com/docket/67634609/phunware-inc-v-ubs-securities-llc/
Before going into the newly filed MTD, lets see what got us here.
Recall the Report and Recommendation (“R&R”) adopted in full by Judge Woods. The R&R stated, in relevant part:
“Accordingly, the Court finds that NWBO has sufficiently alleged loss causation based on the temporal proximity between the spoofing and stock sales in the case of the 30 asterisked transactions in the chart in Paragraph 289, provided it submits an amended complaint adequately explaining how the sales prices were “formulaically derived” from the relevant closing prices, but that NWBO has not otherwise adequately pled loss causation under this theory.” (emphasis added)
The Court asked for one thing: a formulaic connection between sales prices and closing prices on days where spoofing occurred within one hour of close.
NWBO provided the formulaic connection in their Second Amended Complaint.
Did Defendants address this formulaic connection?
Defendants did not address the formulaic connection provided by NWBO until page 22 of their 25 page MTD. One single page in the 25-page MTD is directly relevant to the Judge’s findings.
Instead, Defendants spend nearly their entire MTD attacking points already decided in the R&R. Defendants want to redefine what the Court determined to be relevant spoofing periods. The Court looked at spoofing episodes within an hour of market close and the Defendants state they should have only looked at spoofing episodes within seconds, or milliseconds, of market close. Further, the Defendants went on to state that even if we consider spoofing episodes within an hour of close, the Court got it wrong in considering the 30 asterisked transactions as spoofing.
It's important to understand that the MTD is full of recycled arguments, arguments irrelevant at the MTD stage, and arguments that have already been decided in the R&R. Page 22 is the most relevant portion of the MTD. It directly addresses what the Judge deemed to be the only shortcoming of NWBO's First Amended Complaint.
In this post I’ll start with a short summary of Defendants’ MTD. Next, I’ll provide a long summary of the arguments found within Defendants’ MTD. Defendants largely argue NWBO failed to plead loss causation under the (1) “temporal proximity” theory and NWBO failed to plead loss causation under the (2) “long-term” negative price impact theory.
As part of the long summary I’ll touch on a few additional arguments Defendants’ briefly make in their attempt to dismiss NWBO’s Second Amended Complaint.
SHORT SUMMARY
Defendants’ MTD primarily rests on an alleged contradiction found in NWBO’s Second Amended Complaint. The alleged contradiction:
“Ultimately, NWBO’s loss causation allegations rest on an irreconcilable contradiction: that the market rapidly assimilated information and corrected artificial prices (when that suits NWBO’s scienter and reliance allegations) but somehow also left manipulated prices uncorrected for hours or days after the spoof orders were cancelled (when that suits NWBO’s loss causation allegations)."
Defendants’ argument relies heavily on the Phunware case.
The Court in Phunware stated, in relevant part:
“This is insufficient to establish harm from Defendant’s activity, because the Complaint does not sufficiently plead that the immediate price impact of spoofing lasts for almost two hours.…the Complaint seems to point in the opposite direction: when describing two of the example episodes of spoofing, Defendant is said to have “convert[ed] profits from its spoofing activity to cash” by selling shares only seconds later, suggesting a much shorter rebound period.”
The Court in Phunware went on to state:
“However, Plaintiff may seek leave to amend if it has a good faith basis to plead loss causation in accordance with the holdings given above.”
The defendant in Phunware, UBS Securities, LLC, opposed Plaintiff’s Motion for Leave to File First Amended Complaint by stating, in part:
“The PAC fails to plead loss causation as required. The fundamental and unavoidable problem with Plaintiff’s position is that it is saying two contradictory things at the same time: (1) it alleges that the share price almost immediately rebounded after the alleged spoofing incidents, in order to show that UBS profited from its supposed scheme by quickly selling Phunware shares at the rebounded share price; and (2) it also alleges that price declines persisted for months, in order to claim that all of Plaintiff’s sales over a two-year period were made at prices that were artificially depressed by the alleged spoofing scheme. These conflicting factual allegations cannot both be true, and should not be credited.”
Laura Posner, on behalf of the Plaintiff, Phunware, stated there was no contradiction because there was only a partial reversion of the share price after spoofing. This means Defendant can both profit from a spoof and the share price can remain artificially depressed for minutes, hours, days or even weeks. Posner stated, in part:
“Based on detailed quantitative analysis, the Amended Complaint also pleads how, following the immediate price decline caused by Defendant’s spoofing, Phunware’s share price partially reverts, providing Defendant an opportunity to profit from its purchases, including its Executing Purchases, at artificially depressed prices. ¶125. Specifically, the Amended Complaint shows how between 4 and 7 days after Spoofing Episodes, Phunware’s stock partially reverts. Following the partial reversion, however, this quantitative analysis shows that Phunware’s share price then continues to decline, ultimately gradually stabilizing between 20 and 60 days after Spoofing Episodes at a still artificially depressed price.”
I believe we would see a similar response in the NWBO case as we saw in Phunware.
LONG SUMMARY
1⃣ Defendants’ Allege NWBO Failed to Plead Loss Causation Under the Temporal Proximity Theory
“The SAC should be dismissed because it does not allege spoofing close enough in time to the close on any “Pricing Date” used to determine NWBO’s sale price. “
“In an efficient market, the alleged spoofing would cause mispricing for seconds at most, not the hours or days NWBO claims."
"No court has ever found spoofing’s impact lasts more than seconds, let alone an hour."
"In 17 of 31 (55%) of the “last hour” Spoofing Episodes and 14 of 16 (88%) of the “example” episodes, NWBO specifically alleges price reversion to or above the pre-spoofing level before the close. Rapid reversions within seconds or minutes clearly “point in the opposite direction” of an inference that spoofing’s effects lasted an entire hour."
"As Judge Ho explained, where a defendant allegedly “‘convert[ed] profits from its spoofing activity to cash’ by selling shares only seconds” after its “Executing Purchase,” the plaintiff failed to “sufficiently plead that the immediate price impact of spoofing” lasted until its sale of stock two hours later. Phunware, 2024 WL 1465244, at *7."
2⃣ Defendants’ Allege NWBO Failed to Plead Loss Causation Under the Long-Term Price Impact Theory
"The SAC is also replete with examples of dramatic price increases on days with alleged spoofing, refuting any “cumulative effect.” For example, on October 12, 2020, a day with 28 alleged Spoofing Episodes, NWBO’s “Best Offer” rose 19%, from $0.91 to $1.08.23 To the extent NWBO’s stock price declined at times, the far more plausible explanations are NWBO’s mismanagement, product failures, securities violations, and dilutive share issuances."
"NWBO’s “partial reversion” theory posits that after each alleged Spoofing Episode, prices rebounded incompletely, with some lingering depressive effects. ¶ 312. NWBO never explains why this would be, relying instead on an unexplained chart supposedly showing “the average price impact of Spoofing Episodes over the minutes following each Spoofing Episode… the “partial reversion” theory and chart cannot be reconciled with the SAC, which alleges that 65% of the Spoofing Episodes involved a “Next Sale” at or above the pre-spoofing price before market close.”"
"NWBO’s reliance on the Milgrom Report only underscores the deficiency of its pleading…As this Court explained, the Milgrom Report does not concern spoofing…"
Defendants allege there was no spoofing within the last hour of market close
Contrary to the R&R finding 30 spoofing episodes within the last hour before market close, Defendants allege no such spoofing occurred within the last hour of market close:
“...the SAC does not identify a single viable Spoofing Episode in the final hour of a Pricing Date that actually impacted the closing price, and NWBO thus cannot establish loss.”
Defendants allege NWBO’s formulaic connections are insufficient
I believe this to be the most relevant section of the MTD that directly addresses Judge Woods findings.
“The purported sale “formulas” provided in the SAC do not plausibly connect NWBO’s sale prices to the purported spoofing.”
I do not find these arguments convincing. There is a reason we don't find this section until page 22 of 25.
Defendants allege no single spoofing episode satisfies all the elements of a market manipulation claim
“…a fatal defect in NWBO’s claims is the complete absence of even a single episode that satisfies all elements of a market manipulation claim.”
Defendants allege NWBO’s claims under loss causation undermine those of reliance and scienter
“NWBO “may not at the same time presume an efficient market to prove reliance and an inefficient market to prove loss causation,”…”
ADDITIONAL INTERESTING POINTS
iHub
"First, the iHub posts are untethered from any well-pled facts about the alleged spoofing or price impact… Second, NWBO’s suggestion that positive iHub posts reliably evidence “investor enthusiasm” ignores its own pleading, which highlights how such posts are rife with “false” and “misleading” information… Finally, NWBO’s purported sentiment analysis methodology is junk science. NWBO allegedly downloaded over 235,000 iHub posts and fed them into a canned “dictionary” of words deemed positive or negative in SEC filings decades ago."
May 10th
"NWBO’s 78% decline on May 10, 2022 is not to the contrary, as all news that day was negative. See supra at 4 & n.5; see also In re Flag Telecom Holdings, Ltd. Sec. Litig., 574 F.3d 29, 36 (2nd Cir. 2009) (plaintiffs must disaggregate losses “caused by … firm-specific facts, conditions, or other events”)."
"For example, NWBO alleges that on May 10, 2022, “the market learned excellent news” regarding NWBO’s clinical trial, which “should have caused NWBO’s share price to increase, absent manipulation.” ¶ 73. However, all contemporaneous reporting on this trial was negative, R&R at 27—such as that NWBO’s product “perform[ed] worse than a placebo,” Ex. 3, May 10, 2022 StatNews article. The SAC also omits that, on the morning of May 10, NWBO publicly disclosed unusually heavy losses. See Ex. 4, NWBO Form 10-Q for the Quarter Ended March 31, 2022."
THOUGHTS
This filing is replete with recycled arguments, conclusory statements without cites, and arguments irrelevant for the MTD stage. As pointed out earlier, only one page in the MTD addresses Judge Woods' finding of a single shortcoming in the First Amended Complaint. What we're seeing here is a last minute desperate attempt by Defendant Market Makers to end every single spoofing case at the motion to dismiss stage.
Under Defendants’ position that spoofing effects last seconds and reverts to the pre-spoof price, there will never be any damages to the underlying company unless said company sold shares (or priced shares) within seconds, or milliseconds, of spoofing. Thus, potential plaintiffs in a civil spoofing case will never be able to show any loss. This would be fatal to nearly every civil spoofing case.
Defendants have to bring this argument, especially when considering the potential civil liability defendant market makers face.
Recall, Defendant Market Makers consider their behavior to be "bedrock market making activity" done in "virtually every stock in every trading venue."
"This is bedrock market-making activity that the Securities and Exchange Commission has explained is an “indispensable part of an efficient and liquid market.” Yet NWBO’s contrived theory would convert routine, regulated market making in virtually every stock in every trading venue across the country into securities fraud, flooding the courts with frivolous copycat lawsuits attempting to end-run the PSLRA, potentially upending the entire U.S. equity market system." (emphasis added)
Judge Woods asked NWBO for the formulaic connection. NWBO provided it. The case moves on.
MTD Briefing Timeline
May 31, 2024: NWBO's opposition
June 14, 2024: Defendant's reply
Also the 7 defendants market makers filed their joint MTD:
@hoffmann6383
Defendants’ Joint Memorandum of Law in Support of Motion to Dismiss Second Amended Complaint (“MTD”)$NWBO
Yesterday the Defendant Market Makers in the NWBO spoofing case filed their MTD NWBO's Second Amended Complaint.
The Case: Northwest Biotherapeutics, Inc v. Canaccord Genuity LLC, 1:22-cv-10185, (S.D.N.Y.)
Docket: https://courtlistener.com/docket/66579590/northwest-biotherapeutics-inc-v-canaccord-genuity-llc/
In this post I'll also be making references to the Phunware case, which can be found here: https://courtlistener.com/docket/67634609/phunware-inc-v-ubs-securities-llc/
Before going into the newly filed MTD, lets see what got us here.
Recall the Report and Recommendation (“R&R”) adopted in full by Judge Woods. The R&R stated, in relevant part:
“Accordingly, the Court finds that NWBO has sufficiently alleged loss causation based on the temporal proximity between the spoofing and stock sales in the case of the 30 asterisked transactions in the chart in Paragraph 289, provided it submits an amended complaint adequately explaining how the sales prices were “formulaically derived” from the relevant closing prices, but that NWBO has not otherwise adequately pled loss causation under this theory.” (emphasis added)
The Court asked for one thing: a formulaic connection between sales prices and closing prices on days where spoofing occurred within one hour of close.
NWBO provided the formulaic connection in their Second Amended Complaint.
Did Defendants address this formulaic connection?
Defendants did not address the formulaic connection provided by NWBO until page 22 of their 25 page MTD. One single page in the 25-page MTD is directly relevant to the Judge’s findings.
Instead, Defendants spend nearly their entire MTD attacking points already decided in the R&R. Defendants want to redefine what the Court determined to be relevant spoofing periods. The Court looked at spoofing episodes within an hour of market close and the Defendants state they should have only looked at spoofing episodes within seconds, or milliseconds, of market close. Further, the Defendants went on to state that even if we consider spoofing episodes within an hour of close, the Court got it wrong in considering the 30 asterisked transactions as spoofing.
It's important to understand that the MTD is full of recycled arguments, arguments irrelevant at the MTD stage, and arguments that have already been decided in the R&R. Page 22 is the most relevant portion of the MTD. It directly addresses what the Judge deemed to be the only shortcoming of NWBO's First Amended Complaint.
In this post I’ll start with a short summary of Defendants’ MTD. Next, I’ll provide a long summary of the arguments found within Defendants’ MTD. Defendants largely argue NWBO failed to plead loss causation under the (1) “temporal proximity” theory and NWBO failed to plead loss causation under the (2) “long-term” negative price impact theory.
As part of the long summary I’ll touch on a few additional arguments Defendants’ briefly make in their attempt to dismiss NWBO’s Second Amended Complaint.
SHORT SUMMARY
Defendants’ MTD primarily rests on an alleged contradiction found in NWBO’s Second Amended Complaint. The alleged contradiction:
“Ultimately, NWBO’s loss causation allegations rest on an irreconcilable contradiction: that the market rapidly assimilated information and corrected artificial prices (when that suits NWBO’s scienter and reliance allegations) but somehow also left manipulated prices uncorrected for hours or days after the spoof orders were cancelled (when that suits NWBO’s loss causation allegations)."
Defendants’ argument relies heavily on the Phunware case.
The Court in Phunware stated, in relevant part:
“This is insufficient to establish harm from Defendant’s activity, because the Complaint does not sufficiently plead that the immediate price impact of spoofing lasts for almost two hours.…the Complaint seems to point in the opposite direction: when describing two of the example episodes of spoofing, Defendant is said to have “convert[ed] profits from its spoofing activity to cash” by selling shares only seconds later, suggesting a much shorter rebound period.”
The Court in Phunware went on to state:
“However, Plaintiff may seek leave to amend if it has a good faith basis to plead loss causation in accordance with the holdings given above.”
The defendant in Phunware, UBS Securities, LLC, opposed Plaintiff’s Motion for Leave to File First Amended Complaint by stating, in part:
“The PAC fails to plead loss causation as required. The fundamental and unavoidable problem with Plaintiff’s position is that it is saying two contradictory things at the same time: (1) it alleges that the share price almost immediately rebounded after the alleged spoofing incidents, in order to show that UBS profited from its supposed scheme by quickly selling Phunware shares at the rebounded share price; and (2) it also alleges that price declines persisted for months, in order to claim that all of Plaintiff’s sales over a two-year period were made at prices that were artificially depressed by the alleged spoofing scheme. These conflicting factual allegations cannot both be true, and should not be credited.”
Laura Posner, on behalf of the Plaintiff, Phunware, stated there was no contradiction because there was only a partial reversion of the share price after spoofing. This means Defendant can both profit from a spoof and the share price can remain artificially depressed for minutes, hours, days or even weeks. Posner stated, in part:
“Based on detailed quantitative analysis, the Amended Complaint also pleads how, following the immediate price decline caused by Defendant’s spoofing, Phunware’s share price partially reverts, providing Defendant an opportunity to profit from its purchases, including its Executing Purchases, at artificially depressed prices. ¶125. Specifically, the Amended Complaint shows how between 4 and 7 days after Spoofing Episodes, Phunware’s stock partially reverts. Following the partial reversion, however, this quantitative analysis shows that Phunware’s share price then continues to decline, ultimately gradually stabilizing between 20 and 60 days after Spoofing Episodes at a still artificially depressed price.”
I believe we would see a similar response in the NWBO case as we saw in Phunware.
LONG SUMMARY
1⃣ Defendants’ Allege NWBO Failed to Plead Loss Causation Under the Temporal Proximity Theory
“The SAC should be dismissed because it does not allege spoofing close enough in time to the close on any “Pricing Date” used to determine NWBO’s sale price. “
“In an efficient market, the alleged spoofing would cause mispricing for seconds at most, not the hours or days NWBO claims."
"No court has ever found spoofing’s impact lasts more than seconds, let alone an hour."
"In 17 of 31 (55%) of the “last hour” Spoofing Episodes and 14 of 16 (88%) of the “example” episodes, NWBO specifically alleges price reversion to or above the pre-spoofing level before the close. Rapid reversions within seconds or minutes clearly “point in the opposite direction” of an inference that spoofing’s effects lasted an entire hour."
"As Judge Ho explained, where a defendant allegedly “‘convert[ed] profits from its spoofing activity to cash’ by selling shares only seconds” after its “Executing Purchase,” the plaintiff failed to “sufficiently plead that the immediate price impact of spoofing” lasted until its sale of stock two hours later. Phunware, 2024 WL 1465244, at *7."
2⃣ Defendants’ Allege NWBO Failed to Plead Loss Causation Under the Long-Term Price Impact Theory
"The SAC is also replete with examples of dramatic price increases on days with alleged spoofing, refuting any “cumulative effect.” For example, on October 12, 2020, a day with 28 alleged Spoofing Episodes, NWBO’s “Best Offer” rose 19%, from $0.91 to $1.08.23 To the extent NWBO’s stock price declined at times, the far more plausible explanations are NWBO’s mismanagement, product failures, securities violations, and dilutive share issuances."
"NWBO’s “partial reversion” theory posits that after each alleged Spoofing Episode, prices rebounded incompletely, with some lingering depressive effects. ¶ 312. NWBO never explains why this would be, relying instead on an unexplained chart supposedly showing “the average price impact of Spoofing Episodes over the minutes following each Spoofing Episode… the “partial reversion” theory and chart cannot be reconciled with the SAC, which alleges that 65% of the Spoofing Episodes involved a “Next Sale” at or above the pre-spoofing price before market close.”"
"NWBO’s reliance on the Milgrom Report only underscores the deficiency of its pleading…As this Court explained, the Milgrom Report does not concern spoofing…"
Defendants allege there was no spoofing within the last hour of market close
Contrary to the R&R finding 30 spoofing episodes within the last hour before market close, Defendants allege no such spoofing occurred within the last hour of market close:
“...the SAC does not identify a single viable Spoofing Episode in the final hour of a Pricing Date that actually impacted the closing price, and NWBO thus cannot establish loss.”
Defendants allege NWBO’s formulaic connections are insufficient
I believe this to be the most relevant section of the MTD that directly addresses Judge Woods findings.
“The purported sale “formulas” provided in the SAC do not plausibly connect NWBO’s sale prices to the purported spoofing.”
I do not find these arguments convincing. There is a reason we don't find this section until page 22 of 25.
Defendants allege no single spoofing episode satisfies all the elements of a market manipulation claim
“…a fatal defect in NWBO’s claims is the complete absence of even a single episode that satisfies all elements of a market manipulation claim.”
Defendants allege NWBO’s claims under loss causation undermine those of reliance and scienter
“NWBO “may not at the same time presume an efficient market to prove reliance and an inefficient market to prove loss causation,”…”
ADDITIONAL INTERESTING POINTS
iHub
"First, the iHub posts are untethered from any well-pled facts about the alleged spoofing or price impact… Second, NWBO’s suggestion that positive iHub posts reliably evidence “investor enthusiasm” ignores its own pleading, which highlights how such posts are rife with “false” and “misleading” information… Finally, NWBO’s purported sentiment analysis methodology is junk science. NWBO allegedly downloaded over 235,000 iHub posts and fed them into a canned “dictionary” of words deemed positive or negative in SEC filings decades ago."
May 10th
"NWBO’s 78% decline on May 10, 2022 is not to the contrary, as all news that day was negative. See supra at 4 & n.5; see also In re Flag Telecom Holdings, Ltd. Sec. Litig., 574 F.3d 29, 36 (2nd Cir. 2009) (plaintiffs must disaggregate losses “caused by … firm-specific facts, conditions, or other events”)."
"For example, NWBO alleges that on May 10, 2022, “the market learned excellent news” regarding NWBO’s clinical trial, which “should have caused NWBO’s share price to increase, absent manipulation.” ¶ 73. However, all contemporaneous reporting on this trial was negative, R&R at 27—such as that NWBO’s product “perform[ed] worse than a placebo,” Ex. 3, May 10, 2022 StatNews article. The SAC also omits that, on the morning of May 10, NWBO publicly disclosed unusually heavy losses. See Ex. 4, NWBO Form 10-Q for the Quarter Ended March 31, 2022."
THOUGHTS
This filing is replete with recycled arguments, conclusory statements without cites, and arguments irrelevant for the MTD stage. As pointed out earlier, only one page in the MTD addresses Judge Woods' finding of a single shortcoming in the First Amended Complaint. What we're seeing here is a last minute desperate attempt by Defendant Market Makers to end every single spoofing case at the motion to dismiss stage.
Under Defendants’ position that spoofing effects last seconds and reverts to the pre-spoof price, there will never be any damages to the underlying company unless said company sold shares (or priced shares) within seconds, or milliseconds, of spoofing. Thus, potential plaintiffs in a civil spoofing case will never be able to show any loss. This would be fatal to nearly every civil spoofing case.
Defendants have to bring this argument, especially when considering the potential civil liability defendant market makers face.
Recall, Defendant Market Makers consider their behavior to be "bedrock market making activity" done in "virtually every stock in every trading venue."
"This is bedrock market-making activity that the Securities and Exchange Commission has explained is an “indispensable part of an efficient and liquid market.” Yet NWBO’s contrived theory would convert routine, regulated market making in virtually every stock in every trading venue across the country into securities fraud, flooding the courts with frivolous copycat lawsuits attempting to end-run the PSLRA, potentially upending the entire U.S. equity market system." (emphasis added)
Judge Woods asked NWBO for the formulaic connection. NWBO provided it. The case moves on.
MTD Briefing Timeline
May 31, 2024: NWBO's opposition
June 14, 2024: Defendant's reply
GlobeCitizen
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10Q out today: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001072379/000141057824000741/nwbo-20240331x10q.htm
"
MAA Application. As previously reported, the Company filed a Marketing Authorization Application (MAA) to the U.K. Medicines and Healthcare Products Regulatory Agency (MHRA) on December 20, 2023, seeking regulatory approval for commercialization of DCVax - L for newly diagnosed and recurrent Glioblastoma (GBM). On January 24, 2024 the Company received notification from the MHRA that the MAA had passed validation. On March 7, 2024, the Company received notification from the MHRA that the validation was confirmed. The Company did not make any amendment or addition to its MAA after the original December 20, 2023 submission.
As is typical, the Company does not plan to make any interim announcements while its MAA is going through the regulatory process. The Company will announce the results when the regulatory review and decision - making about the MAA is complete.
Preparations for Regulatory Inspections. As anticipated in the Company’s prior reports, preparations for regulatory inspections associated with the MAA have continued to be a major focus of the Company’s activities this year to date. The Company has continued working intensively with teams of expert consultants in both the U.S. and U.K. on these preparations, and has also arranged for further mock inspections by specialists who were formerly inspectors for regulatory agencies. It is anticipated that teams of multiple inspectors for extended periods will conduct comprehensive inspections of all the key parties involved conducting in the Phase 3 trial and of all documentation and records. The Company does not know when MAA - related inspections may take place."
"Annual Shareholder Meeting. The Company plans to conduct its Annual Shareholder Meeting before the end of June 2024."
"
MAA Application. As previously reported, the Company filed a Marketing Authorization Application (MAA) to the U.K. Medicines and Healthcare Products Regulatory Agency (MHRA) on December 20, 2023, seeking regulatory approval for commercialization of DCVax - L for newly diagnosed and recurrent Glioblastoma (GBM). On January 24, 2024 the Company received notification from the MHRA that the MAA had passed validation. On March 7, 2024, the Company received notification from the MHRA that the validation was confirmed. The Company did not make any amendment or addition to its MAA after the original December 20, 2023 submission.
As is typical, the Company does not plan to make any interim announcements while its MAA is going through the regulatory process. The Company will announce the results when the regulatory review and decision - making about the MAA is complete.
Preparations for Regulatory Inspections. As anticipated in the Company’s prior reports, preparations for regulatory inspections associated with the MAA have continued to be a major focus of the Company’s activities this year to date. The Company has continued working intensively with teams of expert consultants in both the U.S. and U.K. on these preparations, and has also arranged for further mock inspections by specialists who were formerly inspectors for regulatory agencies. It is anticipated that teams of multiple inspectors for extended periods will conduct comprehensive inspections of all the key parties involved conducting in the Phase 3 trial and of all documentation and records. The Company does not know when MAA - related inspections may take place."
"Annual Shareholder Meeting. The Company plans to conduct its Annual Shareholder Meeting before the end of June 2024."
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This part is very interesting too
"Intellectual Properties and Collaborations: The Company also continued discussions and negotiations during the first quarter of 2024 relating to collaborations which the Company believes will help it build a broad franchise in dendritic cell-based immunotherapies."
"Intellectual Properties and Collaborations: The Company also continued discussions and negotiations during the first quarter of 2024 relating to collaborations which the Company believes will help it build a broad franchise in dendritic cell-based immunotherapies."
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Dan88
Re: None
Friday, May 17, 2024 11:35:34 AM
Post# of 692365
The cold bloody reality why sp has been so low for so long after beautiful JAMA Oncology paper published, concluding the results are "both statistically significant and clinically meaningful" is that nobody except fucked retails want it to rise or to reflect on the true value of the underlining vaccine.
A. The numerous of lenders that NWBio so far can come up with are in nature and in a understandable way vultures, such as Streeterville Capital which has converted significant portions of its notes into about 47 millions of shares as of April 2024, or Derby Group which has also converted its notes into about 2.7 millions of shares as of Sep 2023. They may have no fault for that because the company just cannot pay them back with cash though, but why we have got into such situation, and didn't Linda see this eventuality?;
B. The short, including the wolfpack naked short, or directly or indirectly the 7 accused MMs of course don't want the sp to rise for obvious reason. They collectively have shorted too many of millions, or even billions to a point they have given up to let the sp rise higher, then to short it back down, or themselves manipulate aiming for a price as higher as they can get, then short. Such usual game for the short to profit from any biotech companies awaiting any binary events is thus removed from their dictionary because of the above and most importantly of the ongoing spoofing lawsuit;
C. The management which also wants to be rewarded shares at low price whenever a milestone is reached with the excuse of preventing potential costly, time-consuming lawsuit so they conveniently shed its fiduciary duty for most shareholders interests, so they are unusually quiet, or sometimes commit such strange actions as going onto the BigBiz bar shows, saying something seemingly to negate a previous or later good news/suggestions, so it seems they can have a perfect explanation if something good suggested not pan out later as expected; and
D. All other forces non-investors who are of course have fun watching the long, the short, the outcast or the like debating, arguing, killing-time posting back and forth. And sometimes they may dip into the water buying some shares, happily or reluctantly join the vast numbers of fucked retail investors who can only pray or dream for a big fat return some time in the future.
The cold fact is we cannot do anything but buying more, or go away holding and waiting for that inevitable news. I have been waiting for that inevitable news for fucking a decade. At least this time I know it's close and I have added shares to a level too bizarre in numbers to fathom by any standard or concept.
God I hope it ends tomorrow, but I will wait, add shares even until "later, in the fall" or beyond, simply I having no other options despite all the above.
Have you added today?
Re: None
Friday, May 17, 2024 11:35:34 AM
Post# of 692365
The cold bloody reality why sp has been so low for so long after beautiful JAMA Oncology paper published, concluding the results are "both statistically significant and clinically meaningful" is that nobody except fucked retails want it to rise or to reflect on the true value of the underlining vaccine.
A. The numerous of lenders that NWBio so far can come up with are in nature and in a understandable way vultures, such as Streeterville Capital which has converted significant portions of its notes into about 47 millions of shares as of April 2024, or Derby Group which has also converted its notes into about 2.7 millions of shares as of Sep 2023. They may have no fault for that because the company just cannot pay them back with cash though, but why we have got into such situation, and didn't Linda see this eventuality?;
B. The short, including the wolfpack naked short, or directly or indirectly the 7 accused MMs of course don't want the sp to rise for obvious reason. They collectively have shorted too many of millions, or even billions to a point they have given up to let the sp rise higher, then to short it back down, or themselves manipulate aiming for a price as higher as they can get, then short. Such usual game for the short to profit from any biotech companies awaiting any binary events is thus removed from their dictionary because of the above and most importantly of the ongoing spoofing lawsuit;
C. The management which also wants to be rewarded shares at low price whenever a milestone is reached with the excuse of preventing potential costly, time-consuming lawsuit so they conveniently shed its fiduciary duty for most shareholders interests, so they are unusually quiet, or sometimes commit such strange actions as going onto the BigBiz bar shows, saying something seemingly to negate a previous or later good news/suggestions, so it seems they can have a perfect explanation if something good suggested not pan out later as expected; and
D. All other forces non-investors who are of course have fun watching the long, the short, the outcast or the like debating, arguing, killing-time posting back and forth. And sometimes they may dip into the water buying some shares, happily or reluctantly join the vast numbers of fucked retail investors who can only pray or dream for a big fat return some time in the future.
The cold fact is we cannot do anything but buying more, or go away holding and waiting for that inevitable news. I have been waiting for that inevitable news for fucking a decade. At least this time I know it's close and I have added shares to a level too bizarre in numbers to fathom by any standard or concept.
God I hope it ends tomorrow, but I will wait, add shares even until "later, in the fall" or beyond, simply I having no other options despite all the above.
Have you added today?
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A bit of teasing the management with actual action:
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seemed I forgot to add this Nature article:
www.nature.com
TLR agonists polarize interferon responses in conjunction with dendritic cell vaccination in malignant glioma: a randomized phase II Trial - Nature Communications
Autologous tumor lysate (ATL) dendritic cell (DC) vaccination can induce local and systemic anti-tumor immune responses in malignant glioma patients. In this randomized phase II clinical trial, the authors evaluate the effectiveness of adding the TLR agonists, poly-ICLC or resiquimod, to ATL-DC...
www.nature.com
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Legal wrangling in the case of NWBio v 7 Market Makers for manipulation of share price seems close to a concrete decision: MTD will be denied in favor of NWBio.
https://x.com/hoffmann6383
@hoffmann6383 on X
The quick and dirty....exactly the impression I got when reading the MTD:"Rather than address these well-pled allegations, Defendants baselessly attempt to relitigate elements already found to be sufficient by the Court, and make arguments completely divorced from both the allegations (that must be accepted as true), as well as caselaw and economic theory. Defendants’ motion to dismiss should be denied....The R&R held the First Amended Complaint (“FAC,” ECF #95) adequately pled every element of a market manipulation claim except for loss causation, and held that because the FAC adequately pled price impact of at least one hour, all that was required in an amendment for those sales was for Plaintiff to plead the formula for how the sales were priced....The SAC satisfies the sole deficiency identified in the R&R for sales within one hour of Spoofing Episodes by explaining in detail the formulaic connection between Plaintiff’s sale prices and Defendants’ spoofing."As you recall, the Court found a sole deficiency in NWBO's Complaint. NWBO sufficiently addressed that deficiency. Defendants spent one page in their 25 page MTD addressing this sole deficiency and NWBO's response. The remaining 24/25 pages were rehashed arguments and arguments inappropriate at the MTD stage. Motion to Dismiss denied
I'll offer some additional thoughts tomorrow. I've only skimmed the introduction so far. Lots of reading left to do.
https://x.com/hoffmann6383
https://x.com/hoffmann6383
@hoffmann6383 on X
The quick and dirty....exactly the impression I got when reading the MTD:"Rather than address these well-pled allegations, Defendants baselessly attempt to relitigate elements already found to be sufficient by the Court, and make arguments completely divorced from both the allegations (that must be accepted as true), as well as caselaw and economic theory. Defendants’ motion to dismiss should be denied....The R&R held the First Amended Complaint (“FAC,” ECF #95) adequately pled every element of a market manipulation claim except for loss causation, and held that because the FAC adequately pled price impact of at least one hour, all that was required in an amendment for those sales was for Plaintiff to plead the formula for how the sales were priced....The SAC satisfies the sole deficiency identified in the R&R for sales within one hour of Spoofing Episodes by explaining in detail the formulaic connection between Plaintiff’s sale prices and Defendants’ spoofing."As you recall, the Court found a sole deficiency in NWBO's Complaint. NWBO sufficiently addressed that deficiency. Defendants spent one page in their 25 page MTD addressing this sole deficiency and NWBO's response. The remaining 24/25 pages were rehashed arguments and arguments inappropriate at the MTD stage. Motion to Dismiss denied