Celator Pharmaceuticals Announces Pricing Of A $12.9M Public Offering Of Common Stock And Warrants To Purchase Common Stock

Celator Pharmaceuticals, Inc.

, a pharmaceutical company developing new and more effective therapies to treat cancer, today announced the pricing of an underwritten public offering of 6,611,150 shares of common stock and warrants to purchase up to 661,115 shares of its common stock. The shares of common stock and warrants are being offered in units consisting of one share of common stock and a warrant to purchase 0.10 of a share of common stock at a price of $1.95 per unit. The gross proceeds to Celator from this offering are expected to be approximately $12.9 million, before deducting the underwriting discounts and commissions and other estimated offering expenses payable by the Company and exclusive of any warrant exercises. The shares of common stock and the warrants are immediately separable and will be issued separately. The warrants will be exercisable upon issuance at an exercise price of $3.58 per whole share and will have a term of five years. The Company has granted to the underwriters participating in the offering a 30-day option to purchase up to an additional 991,673 units to cover over-allotments, if any. The offering is expected to close on or about October 28, 2014, subject to customary closing conditions. Celator intends to use the net proceeds received from the sale of the securities for general corporate purposes, including clinical trial expenses, research and development expenses, general and administrative expenses, manufacturing expenses and potential acquisitions of companies and technologies that complement Celator's business. Roth Capital Partners and National Securities Corporation are acting as joint book-running managers for the offering. The securities are being offered by Celator pursuant to a shelf registration statement previously filed with and declared effective by the Securities and Exchange Commission (the "SEC") on February 12, 2014. The offering will be made by means of the written prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement and the accompanying prospectus relating to the offering was filed with the SEC on October 17, 2014. A final prospectus supplement and the accompanying prospectus relating to the offering will be filed with the SEC. Electronic copies of the prospectus supplement and accompanying prospectus relating to the offering can be obtained through the website of the SEC at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained, when available, from Roth Capital Partners, 888 San Clemente Drive, Newport Beach, CA 92660 Attention: Roth Equity Capital Markets, or via telephone at (800) 678-9147; or from National Securities Corporation, 410 Park Ave, 14th Floor, New York, NY 10022 Attention: Kim E. Addarich, via telephone at (212) 417-8164 or email at kaddarich@nhldcorp.com.