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Cell Therapeutics' CEO Hosts Annual Shareholder Meeting (Transcript)

Cell Therapeutics, Inc. (CTIC)

Annual Shareholder Meeting Call

August 31, 2012 01:00 pm ET


Dan Eramian - EVP, Corporate Communications



Dan Eramian

Good morning. Welcome to the Cell Therapeutics 2012 annual meeting of shareholders. Now if everyone attending the meeting could please dial and should turn off your cellphones or pagers at this time, I would like to call the meeting to order. I am Dan Eramian, Executive Vice President of Corporate Communications at Cell Therapeutics and I will chair today’s meeting.

Ed Bell, Senior Director of Investor Relations will act as secretary of the meeting and Mr. Brophy Christensen of O'Melveny & Myers has been appointed Inspector of Election to examine and count proxies and ballots of this meeting.

Thank you all for coming today. To make the meeting as efficient as possible, I would like to remind all of our shareholders in attendance of all the procedural rules for the meeting. A copy of the rules is available at the registration desk. The Secretary has delivered an affidavit of mailing, establishing that notice of this meeting was duly given and a copy of the notice of the meeting and the affidavit of the mailing will be incorporated into minutes.

Our Board of Directors set July 20, 2012 as a record date for this meeting. Only shareholders of record on that date are entitled to vote at this meeting. Let me summarize the agenda for today's meeting. First we will address the business items that for the shareholders had set forth in the proxy statement, including voting to elect three directors to our Board of Directors to serve until the 2015 annual meeting of shareholders; voting on an amendment to our amended and restated articles of incorporation to increase the number of authorized shares and shares of common stock; voting on an amendment to our 2007 equity incentives plan to increase the number of shares available for issuance under the plan; voting on a proposal to approve the shares issued to S*BIO in connection with or to finance the acquisition of assets of S*BIO and at our option to issue shares of common stock or shares of preferred stock in lieu of cash for up to 50% of the milestone payments pursuant to the asset purchase agreement entered into with S*BIO on April 18, 2012; voting on a proposal to approve the issuance of shares of preferred stock and shares of common stock issuable upon conversion of the preferred stock, warrants and shares of common stock issuable upon the exercise of the warrants and that our option, the issuance of shares of common stock in lieu of cash upon exchange of special warrants issued to associates, [CG2] pursuant to the securities purchase agreement entered into connection with the offering of Series 15 preferred stock on May 29, 2012; and finally the ratifying of the selection of Marcum LLP as our independent auditors for the year ending December 31, 2012.

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