Cell Therapeutics to sell $30 million of Preferred Stock and warrants in registered offering

Cell Therapeutics, Inc. (Nasdaq and MTA:CTIC) (the "Company") today announced that it has entered into an agreement to sell, subject to customary closing conditions, $30 million of shares of its Series 13 Preferred Stock and warrants to purchase shares of its common stock in a registered offering to six institutional investors. Each share of Series 13 Preferred Stock is convertible at the option of the holder, at any time during its existence, into approximately 588 shares of common stock at a conversion price of $1.70 per share of common stock, for a total of approximately 17,647,059 shares of common stock.

In connection with the offering, the investors received warrants to purchase up to 8,820,000 shares of common stock. The warrants have an exercise price of $2.15 per warrant share, for total potential additional proceeds to the Company of approximately $19 million upon exercise of the warrants for cash. The warrants are exercisable beginning six months and one day after the date of issuance and expire five years and one day after the date of issuance.

The Company intends to use the net proceeds from the offering for general corporate purposes, which may include, among other things, paying interest on and/or retiring portions of its outstanding debt, funding research and development, preclinical and clinical trials, the preparation and filing of new drug applications and general working capital. The Company may also use a portion of the net proceeds to fund possible investments in, or acquisitions of, complementary businesses, technologies or products. The Company has recently engaged in limited discussions with third parties regarding such investments or acquisitions, but has no current agreements or commitments with respect to any investment or acquisition.

Shares of the Series 13 Preferred Stock will receive dividends in the same amount as any dividends declared and paid on shares of common stock and have no voting rights on general corporate matters.

The closing of the offering is expected to occur on July 5, 2011, at which time the Company will receive the cash proceeds and deliver the securities.

Rodman & Renshaw, LLC, a wholly-owned subsidiary of Rodman & Renshaw Capital Group, Inc., (Nasdaq: RODM), acted as the exclusive placement agent for the offering.  Trout Capital LLC provided financial advisory services.