Cell Therapeutics to Exchange up to $89.2 million of Its Outstanding Convertible Notes in a 'Modified Dutch Auction' Te... ( SEATTLE May 12 /- Cell T...)

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Cell Therapeutics to Exchange up to $89.2 million of Its Outstanding Convertible Notes in a 'Modified Dutch Auction' Tender Offer

Date:5/12/2009

SEATTLE, May 12 /PRNewswire-FirstCall/ -- Cell Therapeutics, Inc. ("CTI") (Nasdaq and MTA: CTIC) today announced that it has commenced a "Modified Dutch Auction" tender offer (the "Exchange Offer") to exchange shares of its common stock, no par value ("Common Stock"), and cash for an aggregate of $89.2 million principal amount for the following outstanding series of Convertible Notes (the "Notes"):

4% Convertible Senior Subordinated Notes due 2010
5.75% Convertible Senior Notes due 2011
6.75% Convertible Senior Notes due 2010
7.5% Convertible Senior Notes due 2011
9% Convertible Senior Notes due 2012

The Company is conducting the Exchange Offer in order to reduce the principal amount of its outstanding indebtedness. The Company believes that reducing its outstanding indebtedness is necessary in order for its business to operate in light of its current asset base and revenue prospects.

The Company will exchange up to an aggregate of $89.2 million principal amount of Notes representing 75% of the currently outstanding Notes. The Exchange Offer is conditioned on a minimum of $83.2 million aggregate principal amount of Notes being validly tendered and not withdrawn. For each $1,000 principal amount of Notes, holders will receive consideration with a value not greater than $300 nor less than $250 (the "Exchange Consideration"), with such value determined by a "Modified Dutch Auction" procedure, plus accrued and unpaid interest to, but excluding, the settlement date payable in shares of Common Stock. A "Modified Dutch Auction" tender offer allows holders of the Notes to indicate the principal amount of Notes that such holders desire to tender and the consideration within the specified range at which they wish to tender such Notes. The mix of Exchange Considerat
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Cell Therapeutics to Exchange up to $89.2 million of Its Outstanding Convertible Notes in a 'Modified Dutch Auction' Te...( SEATTLE May 12 /- Cell T...)