FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report: (Date of earliest event reported): July 31, 2006

CELL THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

Washington   001-12465   91-1533912

(State or other jurisdiction of

incorporation or organization)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

501 Elliott Avenue West, Suite 400

Seattle, Washington 98119

(Address of principal executive offices)

Registrant’s telephone number, including area code: (206) 282-7100

Not applicable

(Former name or former address, if changed since last report).

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 1.01. Entry into a Material Definitive Agreement.

On July 31, 2006, Cell Therapeutics, Inc. (the “Corporation”) entered into an amendment (the “Amendment”) to the Step-Up Equity Financing Agreement (the “Agreement”) by and between Société Générale and the Corporation. The Amendment primarily extends the Agreement’s early termination date from July 31, 2006 to September 30, 2006 in the event that the Company and Société Générale shall not have received certain approvals from Italian regulatory authorities or otherwise deemed such approvals not required.

The description of the terms of the Amendment set forth herein does not purport to be complete and is qualified in its entirety by the full text of the Amendment, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The Corporation knows of no material relationship between the Corporation or its affiliates and Société Générale other than in respect of the Amendment and the related Agreement.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are attached with this report on Form 8-K:

 

10.1    Amendment No. 1 to the Step-Up Equity Financing Agreement, dated July 31, 2006, by and between Cell Therapeutics, Inc. and Société Générale

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    CELL THERAPEUTICS, INC.
Date: August 3, 2006    

By:

 

/s/ Louis A. Bianco

       

Louis A. Bianco

       

Executive Vice President, Finance & Administration

 

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EXHIBIT INDEX

 

Exhibit
Number
    
10.1    Amendment No. 1 to the Step-Up Equity Financing Agreement, dated July 31, 2006, by and between Cell Therapeutics, Inc. and Société Générale

 

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