SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 14, 1997
GENTA INCORPORATED
(Exact name of registrant as specified in its charter)
Commission file number 0-19635
Delaware 33-0326866
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
3550 General Atomics Court, San Diego, CA 92121
(Address of principal executive offices)
(Zip Code)
(619) 455-2700
(Registrant's telephone number, including area code)
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GENTA INCORPORATED
FORM 8-K
CURRENT REPORT
TABLE OF CONTENTS
Item 5. Other Event
Item 7. Exhibit
Signature
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ITEM 5. OTHER EVENT
On November 14, 1997, the Company issued the press release attached
hereto as Exhibit 99.1.
ITEM 7. EXHIBIT
99.1 Press Release dated November 14, 1997.
- 3 -
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
GENTA INCORPORATED
Date: November 17, 1997 /s/ Kenneth G. Kasses, Ph.D.
----------------------------
Kenneth G. Kasses, Ph.D.
President and Chief
Executive Officer
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Exhibit 99.1
FOR IMMEDIATE RELEASE Contact: Kenneth G. Kasses, Ph.D.
#97F018 President and CEO
619-455-2700
GENTA INCORPORATED ANNOUNCES THIRD QUARTER 1997 RESULTS
SAN DIEGO, CA, November 14, 1997 -- Genta Incorporated (Nasdaq: GNTA)
announced today its operating results for the third quarter and nine months
ended September 30, 1997. The Company reported a net loss totaling $4.4 million,
or $0.98 per common share for the third quarter of 1997, compared to a net loss
of $4.1 million, or $1.31 per common share, for the third quarter of 1996.
For the nine months ended September 30, 1997, Genta reported a net loss
totaling $18.9 million, or $4.45 per common share, compared to $11.6 million, or
$4.21 per common share, for the same period ended September 30, 1996.
This increase in net loss is attributable to $7.6 million the Company
recorded as dividends on preferred stock as a result of the increase in value
associated with the discounted conversion terms and liquidation preference of
the Series D Preferred Stock and an aggregate of approximately $600,000 in
non-recurring charges recorded during the nine months ended September 30, 1997
which related to the Company's restructuring and workforce reductions, as well
as increased selling, general and administrative expenses due to legal expenses
incurred in defending a lawsuit in which the Company prevailed, and increased
legal and accounting expenses related to the equity offering consummated in 1997
and the Company's successful efforts to avoid the potential Nasdaq delisting.
The increase in net loss is also attributable to $600,000 in non-recurring
charges recorded in the third quarter of 1997 related to management's decision
to abandon certain patents that management determined were no longer relevant to
the Company's business.
The increased loss for the nine month period was partially offset by a
decrease in equity of net loss of joint venture, which was due to the fact that
a greater portion of the joint venture's development activities were funded by
third parties.
The Company reported cash and cash equivalents and short term
investments of $10.7 million at September 30, 1997.
Genta Incorporated (Nasdaq: GNTA) is a biopharmaceutical company whose
strategy consists of building a product and technology portfolio that represents
varying degrees of development risk and market potential, including Anticode(TM)
(antisense) products intended to treat cancer at its genetic source, oral
controlled-release drugs and other genomics opportunities.
(Financial Information Follows)
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GENTA INCORPORATED
SELECTED CONSOLIDATED FINANCIAL DATA
(Unaudited)
(In thousands, except per share data)
<TABLE>
<CAPTION>
Quarters Nine Months
ended ended
September 30, September 30,
------------------------------- -------------------------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Consolidated Statements of Operations Data:
Revenues:
Product sales $ 1,207 S 1,011 $ 3,459 $ 3,622
Collaborative research and development - - 50 -
-------------- ------------- -------------- --------------
1,207 1,011 3,509 3,622
-------------- ------------- -------------- --------------
Costs and expenses:
Cost of products sold 835 484 2,340 1,748
Research and development 2,236 1,658 4,485 4,688
Selling, general and administrative 1,964 1,672 5,539 4,007
-------------- ------------- -------------- --------------
5,035 3,814 12,364 10,443
-------------- ------------- -------------- --------------
Loss from operations (3,829) (2,802) (8,855) (6,820)
Equity in net loss of joint venture (145) (832) (925) (2,981)
Interest income (expenses), net 152 137 177 169
Accrued dividends on preferred stock (542) (595) (9,324) (1,949)
-------------- ------------- -------------- --------------
Net loss applicable to common shares $ (4,364) $ (4,092) $ (18,926) $ (11,582)
============== ============= ============== ==============
Net loss per common $ (.98) $ (1.31) $ (4.45) $ (4.21)
share*..........................
============== ============= ============== ==============
Shares used in computing net loss
per common share* 4,451 3,117 4,250 2,752
============== ============= ============== ==============
</TABLE>
*Per share data have been adjusted to reflect the one-for-ten reverse split of
the Company's outstanding common stock which was effected on April 4, 1997.
September 30, December 31,
1997 1996
---- ----
Consolidated Balance Sheets Data:
Cash, cash equivalents and
short-term investments $ 10,718 $ 532
Working capital (deficit) 4,376 (2,995)
Total assets 19,386 11,169
Notes payable and capital lease
obligations, less current portion - 120
Total stockholders' equity 9,453 4,074
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