NW BIO Announces Registered Direct Offering Of $7.5 Million

3/19/17

Northwest Biotherapeutics (OTCQB: NWBO) (NW Bio), a biotechnology company developing DCVax® personalized immune therapies for solid tumor cancers, today announced that it has entered into definitive agreements with institutional investors for a registered direct offering with gross proceeds of $7.5 million.

In the transaction, the Company will sell approximately 28.8 million shares of common stock at a purchase price of $0.26 per share, or pre-funded warrants in lieu of shares. Additionally, the investors will receive five year Class A warrants to purchase up to approximately 21.6 million shares of common stock with an exercise price of $0.26 per share. They also will receive three month Class B warrants to purchase up to approximately 21.6 million shares of common stock with an exercise price of $1.00 per share. Finally, in lieu of shares, to the extent required to prevent the beneficial ownership of an investor, together with affiliates, of our Common Stock from exceeding 4.99%, investors will receive pre-funded Class C warrants which are exercisable immediately. The exercise price of these Class C warrants will also be $0.26 per share, with $0.25 per share pre-funded at the time of closing and another $0.01 per share payable upon exercise of each Class C Warrant.

Rodman & Renshaw, a unit of H.C. Wainwright & Co., acted as the exclusive placement agent for the transaction. The placement is expected to close on or about March 22, 2017, subject to satisfaction of customary closing conditions.

About Northwest Biotherapeutics

Northwest Biotherapeutics is a biotechnology company focused on developing personalized immunotherapy products designed to treat cancers more effectively than current treatments, without toxicities of the kind associated with chemotherapies, and on a cost-effective basis, in both the United States and Europe. The Company has a broad platform technology for DCVax dendritic cell-based vaccines. The Company's lead program is a 331-patient Phase III trial in newly diagnosed Glioblastoma multiforme (GBM). GBM is the most aggressive and lethal form of brain cancer, and is an "orphan disease." The Company is also pursuing a Phase I/II trial with DCVax-Direct for all types of inoperable solid tumor cancers. It has completed the 40-patient Phase I portion of the trial, and is preparing for the Phase II portion. The Company previously conducted a Phase I/II trial with DCVax-L for metastatic ovarian cancer together with the University of Pennsylvania.

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