SECURITIES PURCHASE AGREEMENT

 

 

This Securities Purchase Agreement (the “Agreement”) is made as of December 13, 2002, by and between                              (“Purchaser”), and Spectrum Pharmaceuticals, Inc. (“Company”), whereby the parties agree as follows:

 

The Purchaser shall buy from the Company and the Company agrees to sell to the Purchaser: (i)              shares (the “Shares”) of the Company’s common stock, par value $.001 per share (the “Common Stock”), at a price of $2.10 per share for an aggregate purchase price of                              (the “Purchase Price”), and (ii) a five-year warrant to purchase up to              shares of Common Stock (the “Warrant”), at an exercise price of $3.10 per share, in the form attached hereto as Exhibit A.

 

The Company warrants that as of December 13, 2002 there are 2,477,020 shares of common stock issued and outstanding and that in no way will this purchase represent more than 4.99% of the outstanding common shares.

 

The Shares and the Warrant are being issued and sold pursuant to a registration statement on Form S-3, File No. 333-53108, which registration statement has been declared effective by the Securities and Exchange Commission. The Company is delivering herewith a prospectus supplement on Form 424(b)(5) regarding the issuance and sale of the Shares and the Warrant prior to funding, a copy of which is attached hereto as Exhibit B. The Shares and Warrant are free of restrictive legends and the Shares and the shares of Common Stock issuable upon exercise of the Warrant, when issued upon exercise of the Warrant in accordance with its terms and as described in the prospectus supplement, will be free of any resale restrictions.

 

Prior to the close of business on the date hereof:

 

 

Company Wire Transfer Instructions:

                                                                                      

                                                                                      

                                                                                      

 

 

Purchaser DWAC Instructions:

 

DTC No.                                                                   

Account No.                                                            

Account Name:                                                       

 

Notices to the Company shall be delivered to:

 

Spectrum Pharmaceuticals, Inc.

Attention: Rajesh Shrotriya, M.D.

Chairman and Chief Executive Officer

157 Technology Drive,

Irvine, California 92618

Facsimile: (949) 788-6706

 

Notices to Purchaser shall be delivered to:

                                                                                               

                                                                                               

                                                                                               

                                                                                               

 

 

 

Delivery of an executed copy of a signature page to this Agreement by facsimile transmission shall be effective as delivery of a manually executed copy of this Agreement and shall be effective and enforceable as the original. This Agreement shall be governed and construed in accordance with the internal laws of the State of California without giving effect to the conflicts of law principles thereunder.

 

AGREED AND ACCEPTED, as of the date indicated above:

 

By:		/s/    RAJESH SHROTRIYA

Name:		Rajesh Shrotriya, M.D.

Title:		Chief Executive Officer and President

Purchaser Name:

By:

Name:

Title:

 

 

 

 

Purchaser		Shares		Purchase Price			Warrant Shares
Verticle Ventures, LLC		95,000		$	199,500		21,850
Midsummer Capital, LLC		95,000		$	199,500		21,850
ICN Capital, Ltd.		95,000		$	199,500		21,850