Form: 8-K

Current report filing

March 8, 2006




                                 [NOVELOS LOGO]

                                                           FOR IMMEDIATE RELEASE
                                                           ---------------------

            NOVELOS THERAPEUTICS CLOSES $15 MILLION PRIVATE PLACEMENT

NEWTON, MASS., MARCH 7, 2006 - NOVELOS THERAPEUTICS, INC. (OTCBB: NVLT), a
biotechnology company focused on the development of therapeutics to treat cancer
and hepatitis, announced that today, it closed its previously announced private
placement resulting in $15.06 million in gross proceeds through the sale of
shares of its common stock and warrants to institutional investors. Novelos
issued 11.15 million shares of common stock at a price of $1.35 per share. The
investors also received warrants to purchase an aggregate of 8.37 million shares
of common stock at an exercise price of $2.50 per share.

Oppenheimer & Co. and Rodman & Renshaw served as the placement agents. The
shares and warrants were issued in a private placement transaction under
Regulation D of the Securities of Act of 1933. Novelos is required to file a
registration statement covering the common stock purchased by the investors and
the common stock underlying the warrants within 30 days of the closing and to
use its best efforts to obtain effectiveness within 120 days of the closing.

"I am very pleased to have quality institutional investors participate in this
financing, which will provide significant funding to vigorously proceed with the
Phase 3 development of NOV-002 in lung cancer, in addition to our other clinical
development programs, including chemotherapy-resistant ovarian cancer and
chronic hepatitis C with NOV-205, our second compound. Meanwhile, we will
continue to seek government procurement for `dirty bomb' treatment with
NOV-002," said Harry Palmin, President and CEO of Novelos.


ABOUT NOVELOS THERAPEUTICS, INC.
Novelos Therapeutics, Inc. is a biotechnology company commercializing oxidized
glutathione-based compounds for the treatment of cancer and hepatitis. NOV-002,
the lead compound currently in Phase 3 development for lung cancer, is designed
to act as a chemoprotectant and an immunomodulator. NOV-002 is also being
developed to treat chemotherapy-resistant ovarian cancer and acute radiation
injury. NOV-205, a second compound, is designed to act as a hepatoprotective
agent with immunomodulating and antiviral activity. Novelos plans to initiate a
U.S.-based NOV-205 clinical trial for chronic hepatitis C by mid-2006. Both
compounds have completed clinical trials in humans and have been approved for
use in the Russian Federation where they were originally developed. For
additional information about Novelos please visit www.novelos.com

                                      # # #

COMPANY CONTACT                             INVESTOR RELATIONS
Harry S. Palmin, President and CEO          Stephen Lichaw, Vice President
Novelos Therapeutics, Inc.                  H.C. Wainwright & Co, Inc.
One Gateway Center, Ste 504                 52 Vanderbilt Avenue, 12th Floor
Boston, MA 02458                            New York, NY  10017
Ph: 617-244-1616                            Ph: 212-856-5706
Email: hpalmin@novelos.com                  Email: slichaw@hcwainwright.com

This news release contains forward-looking statements. Such statements are valid
only as of today, and we disclaim any obligation to update this information.
These statements are subject to known and unknown risks and uncertainties that
may cause actual future experience and results to differ materially from the
statements made. These statements are based on our current beliefs and
expectations as to such future outcomes. Drug discovery and development involve
a high degree of risk. Factors that might cause such a material difference
include, among others, uncertainties related to the ability to attract and
retain partners for our technologies, the identification of lead compounds, the
successful preclinical development thereof, the completion of clinical trials,
the FDA review process and other government regulation, our pharmaceutical
collaborators' ability to successfully develop and commercialize drug
candidates, competition from other pharmaceutical companies, product pricing and
third-party reimbursement.