SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 26th, 2011 • Celsion CORP • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 20, 2011, between Celsion Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PURCHASE AGREEMENTPurchase Agreement • July 26th, 2011 • Celsion CORP • Pharmaceutical preparations • New York
THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 20th day of July, 2011 by and among Celsion Corporation, a Delaware corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 26th, 2011 • Celsion CORP • Pharmaceutical preparations • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 25th day of July, 2011 by and among Celsion Corporation, a Delaware corporation (the “Company”), and the Investors named in that certain Purchase Agreement by and among the Company and the Investors dated as of July 20, 2011 (the “Purchase Agreement”).
STRICTLY CONFIDENTIAL Michael Tardugno President & Chief Executive Officer Celsion Corporation 10220-L Old Columbia Rd. Columbia, MD 21046 Dear Mr. Tardugno:Letter Agreement • July 26th, 2011 • Celsion CORP • Pharmaceutical preparations
Reference is made to that certain letter agreement (“Letter Agreement”), dated June 30, 2011, by and between Celsion Corporation (the “Company”) and Rodman & Renshaw, LLC (“Rodman”) pursuant to which Rodman shall serve as the exclusive lead placement agent (the “Services”) for the Company, on a reasonable best efforts basis, in connection with the proposed offer and placement (the “Offering”) by the Company of securities of the Company (the “Securities”). The Company and Rodman hereby agree amend the Letter Agreement in order to reduce the Placement Agent’s Fee to equal 6.75% of the aggregate purchase price paid by each purchaser of Securities that are placed in the Offering, solely in connection with the Offering of $18,445,508.57 of Securities, in the aggregate, pursuant to the certain Purchase Agreements, dated July 20, 2011. For purposes of clarification, the Placement Agent’s Fee shall remain equal to 7.25% of the aggregate purchase price paid by each purchaser of Securities that
