2,164,000 SHARES of Common Stock, 8,872 SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO 4,436,000 SHARES OF COMMON STOCK) AND 6,600,000 Warrants (exercisable for 6,600,000 shares of common stock) of CYCLACEL PHARMACEUTICALS, INC.Underwriting Agreement • July 21st, 2017 • Cyclacel Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
The undersigned, Cyclacel Pharmaceuticals, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Cyclacel Pharmaceuticals, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
