Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
14A
Proxy
Statement Pursuant to Section 14(a) of the Securities
Exchange
Act of 1934
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Registrant o
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appropriate box:
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Preliminary
Proxy Statement
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Confidential,
for use of the Commission
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only
(as permitted by Rule 14a-6(e)(2))
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Definitive
Proxy Statement
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Definitive
Additional Materials
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Soliciting
Material Under Rule 14a-12
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Genta
Incorporated
(Name of
Registrant as Specified In Its Charter)
(Name of
Person(s) Filing Proxy Statement, if Other Than the Registrant)
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200 Connell Drive
Berkeley
Heights, NJ 07922
Genta
Incorporated Announces Record Date and Meeting Date for Special Stockholders
Meeting
BERKELEY HEIGHTS, NJ – May 28,
2009 – Genta Incorporated (OTCBB: GNTA.OB) today announced that it has
scheduled a special meeting for stockholders of record as of May 27,
2009. The meeting will be held on June 26, 2009 at 2:30 PM ET at
Connell Corporation Park, 300 Connell Drive, Building 300, Day’s Café 2nd Floor,
Berkeley Heights, New Jersey 07922.
As
disclosed in the proxy statement (“Proxy”) that has been filed with the
Securities and Exchange Commission, the purpose of the meeting will be to
authorize the Genta Board of Directors to potentially implement a reverse stock
split of the Company’s common stock in any ratio up to 1:100.
Genta’s
Board of Directors recommends approval of this resolution. As
previously disclosed in the Proxy, if our stockholders do not adopt the reverse
stock split resolution, it will constitute an event of default under the
provisions of the convertible debt financing announced on April 2, 2009, which
the Board believes will potentially result in serious and negative consequences
for stockholders that are outlined in the Proxy.
Additional
Information and Where to Find It
On
May 28, 2009, Genta filed with the Securities and Exchange Commission
(the “SEC”) a proxy statement prepared in connection with the proposed
reverse stock split. The proxy statement contains important
information about the proposed reverse stock split and related
matters. STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT AS WELL
AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME
AVAILABLE. Stockholders may obtain free copies of the proxy statement and
other documents filed with the SEC by Genta through the web site maintained
by the SEC at www.sec.gov. In addition, stockholders may obtain free copies
of the definitive proxy statement from Genta, when available, by contacting
Investor Relations by telephone at (908) 286-3980, by mail at Genta, Inc.,
Investor Relations, 200 Connell Drive, 2nd Floor, Berkeley Heights, NJ,
07922, or (preferably) by e-mail at [email protected].
In
connection with the special meeting of Genta stockholders to approve the
adoption of the reverse stock split, Genta will mail copies of the
definitive proxy statement to Genta stockholders who are entitled to attend
and vote at the special meeting.
Genta and
its directors and executive officers may be deemed to be participants in the
solicitation of proxies from the stockholders of Genta in connection with the
proposed reverse stock split. Information regarding the interests of these
directors and executive officers in the proposed reverse stock
split is included in the proxy statement described above.
About
Genta
Genta
Incorporated is a biopharmaceutical company with a diversified product portfolio
that is focused on delivering innovative products for the treatment of patients
with cancer. Two major programs anchor the Company’s research
platform: DNA/RNA-based Medicines and Small Molecules. Genasense® (oblimersen
sodium) Injection is the Company's lead compound from its DNA/RNA Medicines
program. The leading drug in Genta’s Small Molecule program is
Ganite® (gallium nitrate injection), which the Company is exclusively marketing
in the U.S. for treatment of symptomatic patients with cancer related
hypercalcemia that is resistant to hydration. The Company has
developed G4544, an oral formulation of the active ingredient in Ganite, that
has recently entered clinical trials as a potential treatment for diseases
associated with accelerated bone loss. The Company is also developing
tesetaxel, a novel, orally absorbed, semi-synthetic taxane that is in the same
class of drugs as paclitaxel and docetaxel. Ganite and Genasense are
available on a “named-patient” basis in countries outside the United
States. For more information about Genta, please visit our website
at: www.genta.com.
Safe
Harbor
This
press release may contain forward-looking statements with respect to business
conducted by Genta Incorporated. By their nature, forward-looking statements and
forecasts involve risks and uncertainties because they relate to events and
depend on circumstances that will occur in the future. Such
forward-looking statements include those that express plan, anticipation,
intent, contingency, goals, targets, or future developments and/or otherwise are
not statements of historical fact. The words “potentially”,
“anticipate”, “could”, “calls for”, and similar expressions also identify
forward-looking statements. The Company does not undertake to update
any forward-looking statements. Factors that could affect actual
results include, without limitation, risks associated with:
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the Company’s ability to
obtain necessary regulatory approval for Genasense® from the U.S. Food and Drug
Administration (“FDA”);
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the safety and efficacy of the
Company’s products or product
candidates;
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the Company’s assessment of
its clinical trials;
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the commencement and
completion of clinical
trials;
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the Company’s ability to
develop, manufacture, license and sell its products or product
candidates;
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the Company’s ability to enter
into and successfully execute license and collaborative agreements, if
any;
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the adequacy of the Company’s
capital resources and cash flow projections, the Company’s ability to
obtain sufficient financing to maintain the Company’s planned operations,
or the Company’s risk of
bankruptcy;
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the adequacy of the Company’s
patents and proprietary
rights;
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the impact of litigation that
has been brought against the Company;
and
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the other risks described
under Certain Risks and Uncertainties Related to the Company’s Business,
as contained in the Company’s Annual Report on Form 10-K and Quarterly
Report on Form 10-Q.
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There
are a number of factors that could cause actual results and developments to
differ materially. For a discussion of those risks and uncertainties,
please see the Company's Annual Report on Form 10-K for 2008 and its most recent
quarterly report on Form 10-Q.
SOURCE:
Genta Incorporated
CONTACT:
Genta
Investor Relations
[email protected]