EpiCept signs definitive agreements for purchase of 6.1M shares of common stock

EpiCept Corporation (Nasdaq and OMX Nordic Exchange: EPCT) announced today that it entered into definitive agreements for the purchase of approximately 6.1 million shares of its common stock at $1.10 per share, five year warrants to purchase up to approximately 4.6 million shares of common stock at an exercise price of $1.57 per share exercisable beginning December 30, 2010 and one year warrants to purchase up to approximately 6.1 million shares of common stock at an exercise price of $1.57 per share exercisable beginning December 30, 2010. The company also has the right to call the short-term warrants if the stock trades at or above $2 per share for 20 consecutive trading days. The offering is expected to close on or about June 30, 2010, subject to the satisfaction of customary closing conditions. EpiCept will receive approximately $6.2 million in net proceeds from the offering.

Rodman & Renshaw, LLC, a subsidiary of Rodman & Renshaw Capital Group, Inc. (Nasdaq: RODM) acted as the exclusive placement agent for the offering.

Net proceeds from the offering will be used to meet working capital needs and for general corporate purposes. The proceeds of this offering together with existing cash are expected to be sufficient to fund most of the balance of the Company's anticipated cash expenditures for 2010.

The proposed public offering is being made pursuant to an effective registration statement, and may be made only by means of a prospectus and prospectus supplement. A copy of the prospectus supplement relating to the common stock and warrants can be obtained from Rodman & Renshaw LLC, 1251 Avenue of the Americas, 20^th Floor, New York, NY 10020, or by calling 212-356-0549.