Biotech firm sells promissory notes at 10% original issue discount
By Devika Patel
Knoxville, Tenn., Feb. 6 - Northwest Biotherapeutics, Inc. completed a $1.61 million private placement of three secured convertible promissory notes on Jan. 31, according to an 8-K filed Monday with the Securities and Exchange Commission. The initial note has a $605,000 principal, the second note has a principal of $200,000 and the third note's principal is $802,000.
The first and second notes were issued at an original issue discount of 10% and will accrue interest at 6% per year. The third note also has an original issue discount of 10% and carries a 9% coupon.
The first two notes convert to common shares at a price equal to 95% of the average of the daily volume-weighted price of the stock at the time of conversion.
The third note attributed $220,000 of the proceeds as a payment in lieu of the company drawing upon an earlier convertible obligation of $666,666, which would have carried a 40% discount to the market price upon conversion.
The note also allows for an additional $500,000 advance. The conversion price for the $500,000 tranche is equal to 80% of the market price at the time of conversion. The conversion price for the $220,000 tranche is equal to 85% of the market price at the time of conversion.
The first note was sold to Toucan Partners. These notes include 100% warrant coverage.
Northwest is a development-stage biotechnology company based in Bothell, Wash.
| Issuer: | Northwest Biotherapeutics, Inc.
|
| Issue: | Secured convertible promissory notes
|
| Amount: | $1,607,000
|
| Price: | 90
|
| Settlement date: | Jan. 31
|
| Stock symbol: | OTCBB: NWBO
|
| Stock price: | $0.37 at close Jan. 31
|
| Market capitalization: | $53.89 million
|
|
|
| First note
|
| Amount: | $605,000
|
| Coupon: | 6%
|
| Conversion price: | 95% of the market price at the time of conversion
|
| Warrants: | 100% coverage
|
| Investor: | Toucan Partners
|
|
|
| Second note
|
| Amount: | $200,000
|
| Conversion price: | 95% of the market price at the time of conversion
|
| Coupon: | 6%
|
| Warrants: | No
|
|
|
| Third note
|
| Amount: | $802,000
|
| Conversion price: | 80% of the market price at the time of conversion (for $500,000), 85% of market price (for $220,000)
|
| Coupon: | 9%
|
| Warrants: | No
|
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