10,727,500 Shares ENTREMED, INC. Common Stock PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 13th, 2006 • Entremed Inc • Biological products, (no disgnostic substances) • New York
EntreMed, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell up to an aggregate of 10,727,500 shares (the “Shares”) of the Company’s common stock, $0.01 par value per share (the “Common Stock”) to certain investors (each an “Investor” and, collectively, the “Investors”). The Company desires to engage ThinkEquity Partners LLC (“ThinkEquity”) as lead placement agent, and Rodman & Renshaw, LLC (“Rodman” and together with ThinkEquity, the “Placement Agents”) as co-placement agent, as set forth herein in connection with such issuance and sale. ThinkEquity is acting as representative of the Placement Agents (the “Representative”). The Shares are more fully described in the Registration Statement (as hereinafter defined).
