To: SpectrumPharmaceuticals, Inc. 11500 South Eastern Avenue, Suite 240 Henderson, Nevada 89052 Attention: Chief Financial Officer Telephone No.: 702-835-6300 Facsimile No.: 702-260-7405 Re: Additional WarrantsLetter Agreement • December 23rd, 2013 • Spectrum Pharmaceuticals Inc • Pharmaceutical preparations
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Spectrum Pharmaceuticals, Inc. (“Company”) to Royal Bank of Canada (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below.
SPECTRUM PHARMACEUTICALS, INC. 2.75% Convertible Senior Notes due 2018 PURCHASE AGREEMENTPurchase Agreement • December 23rd, 2013 • Spectrum Pharmaceuticals Inc • Pharmaceutical preparations • New York
This opinion is provided to you at the request of Spectrum Pharmaceuticals, Inc. (the “Company”), pursuant to Section [7(a)(vi)] of the Purchase Agreement, dated December [—], 2013 (the “Purchase Agreement”), between Jefferies LLC and RBC Capital Markets, LLC, as representative of the several Initial Purchasers listed in Schedule I thereto (collectively, the “Initial Purchasers”) and the Company. Capitalized terms below that are not otherwise defined shall have the meaning ascribed to them in the Purchase Agreement.
RBC Capital Markets, LLC 3 World Financial Center 200 Vesey Street New York, New York 10281 Telephone: (212) 858-7000Letter Agreement • December 23rd, 2013 • Spectrum Pharmaceuticals Inc • Pharmaceutical preparations
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Royal Bank of Canada (“Dealer”) and Spectrum Pharmaceuticals, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below.
