SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 30th, 2008 • Cell Therapeutics Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 29, 2008, between Cell Therapeutics, Inc., a Washington corporation (the “Company”), and Midsummer Investment, Ltd., a Bermuda corporation (the “Purchaser”).
COMMON STOCK PURCHASE WARRANT To Purchase up to $12,000,000 in Shares of Common Stock of CELL THERAPEUTICS, INC.Common Stock Purchase Warrant • July 30th, 2008 • Cell Therapeutics Inc • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Midsummer Investment, Ltd. (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, from time to time on or after the first Closing Date (as defined in the Purchase Agreement, defined below), subject to any suspension of such exercise pursuant to a Suspension Notice issued under the Purchase Agreement, until the earliest of (a) the termination of the Securities Purchase Agreement according to its terms, (b) the date when this Warrant has been exercised in full or (c) the day before the date on which the indicated additional exercise of the Warrant would (if not limited by Section 3(b) of this Warrant) result in the aggregate exercise of this Warrant for common stock, no par value (the “Common Stock”) of Cell Therapeutics, Inc., a Washington corporation (the “Company”) in excess of 19.9% of the number of shares of the Common Stock
