Northwest Biotherapeutics, Inc. (OTCMKTS:NWBO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
| Entry into a Material Definitive Agreement |
As previously reported by Northwest Biotherapeutics, Inc. (the
Company), the Company and the holders (the Holders) of the
Companys 5.00% Convertible Senior Notes due 2017 (the 2017 Notes)
entered into a Note Repurchase Agreement (the Original Repurchase
Agreement) on March 9, 2017. Thereafter, to allow time for
negotiations with unaffiliated institutional investors who were
interested in purchasing certain Notes directly from the Holders,
the Company and the Holders entered into a Forbearance Agreement
(the Forbearance Agreement). On June 2, 2017, to allow time for
completion and closing of the unaffiliated institutional
investors purchase of the Notes, the Company and the Holders
entered into a second forbearance agreement (the Second
Forbearance Agreement), under which the Holders agreed to extend
the date for payment of the forbearance fees due under the
Forbearance Agreement from May 26, 2017 to June 12, 2017.
The investors purchase of such Notes was completed within the
period permitted under the Second Forbearance Agreement, and the
Company paid the applicable forbearance fee within the permitted
period.
On June 7, 2017, the Company executed a second supplemental
indenture (the Second Indenture Supplement) to the Indenture in
order to conform the Indenture to the terms of the Second
Forbearance Agreement.
Accordingly, to the Second Indenture Supplement, a default or
breach of the terms of the first or second Forbearance Agreement,
or an amendment to the Repurchase Agreement executed May 31, 2017
or the Original Repurchase Agreement is also a default under the
Indenture. As was originally the case under the Indenture after
certain notice procedures, if such a default occurs and is
continuing, the principal of all the Notes and accrued and unpaid
interest will become automatically due and payable. A copy of the
Second Supplemental Indenture is attached hereto as Exhibit 10.1
and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Description |
| 10.1 |
Second Supplemental Indenture, dated June 7, 2017, between Northwest Biotherapeutics, Inc. and The Bank of New York Mellon, as trustee |
About Northwest Biotherapeutics, Inc. (OTCMKTS:NWBO)
Northwest Biotherapeutics, Inc. is a biotechnology company. The Company is focused on developing immunotherapy products to treat cancer. One of the product lines (DCVax-L) is designed to cover all solid tumor cancers in which the tumors can be surgically removed. Another product line (DCVax-Direct) is designed for all solid tumor cancers. The Company’s lead product, DCVax-L, is in an ongoing Phase III trial for diagnosed Glioblastome multiforme (GBM), with over 60 trial sites. Its second product, DCVax-Direct, is being studied in a 60-patient Phase I/II trial for all types of inoperable solid tumors. The 40-patient Phase I stage of the trial has been completed. The Company is working on preparations for Phase II trials of DCVax-Direct. The Company’s platform technology, DCVax, uses activated dendritic cells to mobilize a patient’s own immune system, including T cells, B cells and antibodies and natural killer cells, among others to attack cancer cells to attack their cancer.
