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OXiGENE, Inc. (OXGN)

Transaction Report

$7,499,997 Common Stock

Post Deal Stock Performance

% Change	Since Closing	vs. S&P 500	Announcement
1 Day	4.96%	4.51%	3.14%
3 Days	1.65%	0.82%	7.83%
1 Week	0.83%	0.84%	5.48%
1 Month	1.65%	6.38%
3 Months	50.41%	42.98%
6 Months	76.86%	73.68%
12 Months	90.67%	106.41%

Last Trading Price (05/02/25): $0.0515

Primary Exchange at Closing:	NASDAQ GM
Secondary Exchange at Closing:	Stockholm Stock Exchange
Secondary Symbol:	OXGN:SS
Current Name:	Mateon Therapeutics, Inc.
Current Symbol:	(MATN)
Current Exchange:	(OTC)
Industry:	Pharmaceuticals
Sub-Industry:	Medical - Drugs

Deal Status:	Definitive Agreement (No Funding)
Closing Date:	03/10/10
Legal Structure:	PIPE
Underwritten:	No
Issuer Country of Incorporation:	United States
Issuer Country of Operations:	United States

Deal Summary

N/A

Transaction Stats
Warrant Coverage	300.00%
Placement Agent Fees	7.930%
Dilution:	42.13%

Company Stats at Announcement
Quarters of Cash:	4.66
Market Cap:	$79.32M
Shares Outstanding:	62,460,193
Volume (30 Day Avg):	213,457

Investors
Capital Ventures International
Hudson Bay Overseas Fund LTD
Ramius Enterprise Master Fund Ltd
more

	Transaction Dates	Market Prices	Performance Since	Pricing Premium/Discount	Warrant Premium/Discount
Closing:	03/10/10	$1.2000	99.98%	-5.00%	10.83%
Announcement:	03/11/10 (09:23 AM ET)	$1.2700	99.98%	-10.24%	4.72%
Agreement:	03/10/10	$1.2000	99.98%	-5.00%	10.83%
Funding:	N/A	N/A	N/A	N/A	N/A
Registration:	03/31/10
Effectiveness:	04/29/10

General

Detailed Source Info:	View
Source:	Press Release (03/11/10) , 8-K (03/11/10)
Structure Type:	Common Stock
Gross Proceeds:	$7,499,997
Cash Fees and Expenses:	$644,997
Net Proceeds:	$6,855,000
Use of Proceeds:	Specific Project Financing. The proceeds will be used to fund development of OXiGENE's high priority oncology programs, including its ongoing trials of ZYBRESTAT in non-small cell lung cancer (NSCLC) and of OXi4503 trials in solid tumors, as well as to continue its programs in anaplastic thyroid cancer (ATC) and in ophthalmology.

Primary Registration/New Issue Announcement

Type	Filing Number	Filing Date	Effective Date
S-3	333-165826	03/31/10	04/29/10 (Important Disclosures)

Security Pricing

Number of Securities Sold:	6,578,945
Purchase Price Per Share:	$1.1400

Investor Warrants & Options

Description
The Investors received the First and Second sets of Warrants on a pro rata basis. The Second set of Warrants will be exercisable on the earlier of i) 09/10/2010 and ii) Shareholder Approval. The Second set of Warrants will expire upon the later of i) 3 months following the effectiveness of the Registration Statement and ii) 10/10/2010. For every exercised Warrant from the Second set, the Investor will receive a Third set of Warrants. The Third set of Warrants will be initially excerisable on the same terms as the Second Set and expire 5 years later. A Fourth set of Warrants will be exercisable if the closing price of the Company's Common Stock following the effectiveness of the Registration Statement is less than $1.14 per share.

Description

The Investors received the First and Second sets of Warrants on a pro rata basis.

The Second set of Warrants will be exercisable on the earlier of i) 09/10/2010 and ii) Shareholder Approval. The Second set of Warrants will expire upon the later of i) 3 months following the effectiveness of the Registration Statement and ii) 10/10/2010.

For every exercised Warrant from the Second set, the Investor will receive a Third set of Warrants. The Third set of Warrants will be initially excerisable on the same terms as the Second Set and expire 5 years later.

A Fourth set of Warrants will be exercisable if the closing price of the Company's Common Stock following the effectiveness of the Registration Statement is less than $1.14 per share.

Amount	Term	Exercise Price	Value
6,578,945	60 Months	$1.5200	$3,131,578

Amount	Term	Exercise Price	Value
6,578,945	Not Disclosed.	$1.1400	Not Disclosed.

Amount	Term	Exercise Price	Value
6,578,945	60 Months	Not Disclosed.	Not Disclosed.

Warrant Anti-Dilution Protection	Description	Investor Call Option
Standard. Exercise Price Adjustment (Full Ratchet or Dilution Adjustment).	In the event the Company issues or sells any equity securities or securities convertible into equity for less than the Exercise Price, then the Exercise Price shall be reduced to the lowest price per share paid for such security.	None.

Placement Agent/Financial Advisor

Placement Agent
Roth Capital Partners, LLC (Exclusive Agent)

Estimated Cash Fees	Aggregate Fees	Agent Fees (%)	Warrant/Equity Fees
$594,997	$594,997	7.930%	None.

Over-Allotment Option
None.

Placement Agent Legal Counsel
Lowenstein Sandler LLP

Investors

Investment Advisor	Investment Fund	Invested Amount
Heights Capital Management, Inc.	Capital Ventures International	$2,500,000
Hudson Bay Capital Management LP	Hudson Bay Overseas Fund LTD	$1,475,000
Ramius LLC	Ramius Enterprise Master Fund Ltd	$1,250,000
Ramius LLC	Ramius Navigation Master Fund, Ltd	$1,249,997
Hudson Bay Capital Management LP	Hudson Bay Fund LP	$1,025,000
TOTAL		$7,499,997

Investors Included Officers/Directors
None.

Strategic Investors
None.

Investor Rights/Company Obligations

Investor Legal Counsel	Right of First Refusal	Right of First Refusal Date Expiration
Greenberg Traurig, LLP	The Investors retain a pro-rata Right of First Refusal over 30% of any equity securities or securities convertible into equity offered by the Company for 2 years following the Closing Date.	03/10/2012

Anti-Dilution Protection /MFN	Description
Other. Restriction on future issuances.	The Company has agreed not to issue or sell any equity securities or securities convertible into equity during for 60 days following the Closing Date. The Company may not issue or sell any equity securities or securities convertible into equity at a price that varies with the market for 60 days following the effectiveness of the Registration Statement.

Anti-Dilution Protection /MFN

Description

Other.
Restriction on future issuances.

The Company has agreed not to issue or sell any equity securities or securities convertible into equity during for 60 days following the Closing Date.

The Company may not issue or sell any equity securities or securities convertible into equity at a price that varies with the market for 60 days following the effectiveness of the Registration Statement.

Mandatory Registration
The Company will use its best efforts to file a Registration Statement covering the resale of the Common Stock no later than 10 days following the Closing and use its best efforts to cause the Registration Statement to be declared effective within 40 days of the Closing.

Board Representation
None.

Company Rights/Investor Obligations

Issuer Legal Counsel	Trading/Hedging Restrictions
Mintz, Levin, Cohn, Ferris, Glovsky & Popeo, PC	Other No Shorting/Hedging

Description
The Investor agrees not to engage in any short transactions or hedging of the Company's Common Stock. The Investor agrees not to sell greater than i) $125,000 or ii) 15% of the average daily dollar trading volume of the Company's Common Stock per day.

Description

The Investor agrees not to engage in any short transactions or hedging of the Company's Common Stock.

The Investor agrees not to sell greater than i) $125,000 or ii) 15% of the average daily dollar trading volume of the Company's Common Stock per day.

Company Put Option
None.

Miscellaneous

Shareholder Approval
This Placement is subject to Shareholder Approval, which will be sought at the Company's upcoming general meeting on 05/30/2010.

Existing Shares Sold
None.

Notes

Information regarding the Warrants has yet to be disclosed by the Company. We will update you via e-mail when this information is available.

Note this Placement is subject to customary closing conditions and is expected to close by 03/12/2010.

Note that the Company moved from the NASDAQ GM to the NASDAQ CM effective 03/03/2011.

Note that the Company conducted a 1-for-20 reverse stock split effective 02/25/2011. All prices herein reflect the actual price at Closing (not split adjusted).

Note that the Company changed its name from OXiGENE, Inc. to Mateon Therapeutics, Inc. effective 06/20/2016.

Note that the Company changed its stock symbol from OXGN to MATN effective 06/20/2016.

Note that the Company moved from the NASDAQ CM to the OTC effective 12/08/2016.

Note that any reference to Taiwan, Hong Kong, or Macau refers to Taiwan, China, Hong Kong, S.A.R., or Macau, S.A.R., respectively.