<PAGE>
EXHIBIT 10.1
NEWS RELEASE
GENTA AND MOLECULAR BIOSYSTEMS ANNOUNCE LICENSING DEAL FOR KEY ANTISENSE
TECHNOLOGY
LEXINGTON, Mass., June 5 /PRNewswire/ -- Genta Incorporated (Nasdaq:
GNTA - NEWS) and Molecular Biosystems Inc., (MBI) San Diego, CA (OTC Bulletin
Board: MBIO - NEWS) announced the licensing of a broad portfolio of patents and
technology that relate to antisense for therapeutic and diagnostic applications.
The agreement includes grants of both exclusive and non-exclusive rights to
Genta from MBI on a royalty-free basis in return for cash and shares of Genta
common stock.
The patent and technology portfolio relates to work conducted by MBI scientists,
which spans almost two decades of research. Fundamental claims in the key
foreign and domestic patents are very broad and relate to methods, compositions,
and processes for in vitro and in vivo inhibition of protein synthesis by
antisense oligonucleotides, some of which are covered in U.S. patent number
5,919,619 (issued 7/6/99) and 5,023,243 (issued 7/11/91), respectively. Patent
5,919,619 covers the use of oligonucleotides in the down-regulation of any gene
in cells in vitro. Both patents have very early priority in the field of
antisense technology and derive from a parent application filed in 1981.
"As a world leader in applications of antisense in oncology, Genta already has
an extremely strong intellectual property position," commented Dr. Raymond P.
Warrell, Jr., Genta's President and CEO. "The issued claims in this patent
portfolio are exceptionally broad and enabling for most clinical uses, as well
as many diagnostic applications. Having obtained an exclusive right to grant
unrestricted sublicenses to these patents, we are interested in rapidly
expanding antisense technology to other companies that are working in this
area." Mr. Bobba Venkatadri, President and Chief Executive Officer of Molecular
Biosystems, Inc., stated: "MBI has formally committed to a different research
and development path. Accordingly, we sought to monetize the assets covered by
this agreement on behalf of our shareholders. We are greatly pleased that this
technology can be developed by our partner in this agreement."
Genta Incorporated is a biopharmaceutical company with a product portfolio
focused on anticancer therapy, including its Anticode-TM- (antisense) platform
technology, as well as other important anticancer drugs. The Company's lead
compound, Genasense-TM-, is designed to reduce levels of Bcl-2, a protein that
contributes to resistance of cancer cells to current forms of cancer treatment.
Treatment with Genasense may markedly improve the effectiveness of standard
anticancer therapies. Genasense, which has received "Fast Track" designation
from the Food and Drug Administration for treatment of advanced melanoma in
combination with dacarbazine, has recently entered Phase 3 trials in patients
with advanced melanoma. Genta aims to become a direct marketer of its
pharmaceutical products in the United States. For more detailed information
about Genta, please visit their website at http://www.genta.com.
<PAGE>
MBI is a world leader in developing contrast agents for diagnostic imaging. Its
innovative product, OPTISON, enables improved diagnosis of heart disease through
clearer ultrasound images.
The statements contained in this press release that are not
historical are forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, including statements regarding the
expectations, beliefs, intentions or strategies regarding the future. Without
limiting the foregoing, the words "anticipates," "believes," "expects,"
"intends," "may" and "plans" and similar expressions are intended to identify
forward-looking statements. The companies intend that all forward-looking
statements be subject to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements reflect the
companies' views as of the date they are made with respect to future events, but
are subject to many risks and uncertainties, which could cause the actual
results to differ materially from any future results expressed or implied by
such forward-looking statements. Examples of such risks and uncertainties also
include, but are not limited to, the inability to grant or enforce patent rights
or to obtain rights, patents, and technologies under the agreement. The
companies do not undertake to update forward-looking statements. Although both
companies believe that the forward-looking statements contained herein are
reasonable, neither company provides assurance that these expectations are
correct. All forward-looking statements are expressly qualified in their
entirety by this cautionary statement and other factors detailed in the
companies' reports filed with the Securities and Exchange Commission.
2
