SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): May 20, 1999
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GENTA INCORPORATED
(Exact name of registrant as specified in its charter)
Commission file number 0-19635
Delaware 33-0326866
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
99 Hayden Avenue, Suite 200, Lexington, Massachusetts 02421
(Address of principal executive offices)
(Zip Code)
(781) 860-5150
(Registrant's telephone number, including area code)
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GENTA INCORPORATED
FORM 8-K
CURRENT REPORT
TABLE OF CONTENTS
Page
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Item 5. Other Event............................................................3
Item 7. Exhibit................................................................3
Signature......................................................................4
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Item 5. OTHER EVENT
On May 20, 1999 the Company issued the press release attached to this
Form as Exhibit 99.1.
Item 7. EXHIBIT
99.1 Press Release dated May 20, 1999.
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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.
Date: May 21, 1999
GENTA INCORPORATED
/s/ Kenneth G. Kasses, Ph.D.
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Kenneth G. Kasses, Ph.D.
Chairman of the Board of Directors,
President and Principal Executive Officer
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Exhibit 99.1
Press Release
AT THE COMPANY AT THE FINANCIAL RELATIONS BOARD
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Gerald Schimmoeller For General Info: Susan Jayson (212) 661-8030
Vice President & CFO For Analyst Info: Brian Gill (212) 661-8030
(781) 860-5143 For Media Info: Deanne Eagle (212) 661-8030
FOR IMMEDIATE RELEASE:
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May 20, 1999
GENTA INCORPORATED ANNOUNCES
FIRST QUARTER 1999 RESULTS
LEXINGTON, MA, May 20, 1999 -- Genta Incorporated (Nasdaq: GNTA) announced today
its operating results for the first quarter ended March 31, 1999. The Company
reported a net loss applicable to common shareholders totaling $0.5 million, or
a loss of $(0.04) per common share on 12.9 million shares for the three months
ended March 31, 1999, compared to a net loss of $1.8 million, or a loss of
$(0.31) per common share on 5.7 million shares, for the same period in 1998.
The net loss for the three months ended March 31, 1999 includes a one-time,
non-recurring gain related to Genta's equity interest in the net income of its
joint venture with SkyePharma PLC. The $2.3 million gain resulted from an
agreement on March 4, 1999 in which Genta and SkyePharma agreed to release each
other from all liability relating to unpaid development cost and funding
obligations. The net loss in the first quarter 1999 also includes $0.3 million
in accrued dividends payable in the Company's common stock to preferred
stockholders. The net loss from discontinued operations (the Company's
wholly-owned specialty chemicals subsidiary, JBL Scientific, Inc.) was
approximately $0.2 million in the first quarter 1999, compared with an income of
$0.1 in the same period of 1998 as a result of lower product sales at JBL in
1999. JBL is reported as discontinued operations as a result of the sale of its
business, which was previously announced on May 10, 1999.
"We had several significant achievements in 1999," said Kenneth G. Kasses,
Ph.D., President and CEO of Genta. "In March we entered into an Asset Purchase
Agreement with Promega Corporation to sell substantially all of the assets and
certain liabilities of JBL Scientific, Inc. This transaction was completed on
May 10, 1999. Based on the current rate of spending and current activities,
Genta should have sufficient cash to fund its operations into the first quarter
of 2000. A Phase I/IIa study was initiated at Georgetown University's Lombardi
Cancer Center along with a Cooperative Research and Development Agreement
(CRADA) with the National Cancer Institute."
"In addition, three of our collaborators recently presented their findings with
our lead development compound, G3139, at the American Society of Clinical
Oncology annual meeting. I believe these data were well-received by those in
attendance and that they demonstrated that we are able to consistently produce
the expected biological response in lowering the target protein. Even more
encouraging is that while being early or preliminary
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reports, they did note clinical findings in the patients' diseases, findings
which will help us move more expeditiously into definitive trials. In fact,
based on the data presented at ASCO, we believe that G3139 now is in the
forefront of antisense-based, cancer therapy development," said Dr. Kasses.
Genta Incorporated is a biopharmaceutical company whose strategy consists of
building a product and technology portfolio concentrating on its Anticode(TM)
(antisense) products intended to treat cancer at its genetic source.
To receive Genta Incorporated's latest news release and other corporate
announcements via fax, at no cost, dial 1-800-PRO-INFO; use the Company's symbol
GNTA. Or visit The Financial Relations Board's web site at www.frbinc.com.
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
expectations are intended to identify forward-looking statements. The Company
intends 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 Company's 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 of the Company to differ
materially from any future results expressed or implied by such forward- looking
statements. For example, the results obtained in pre-clinical studies may not be
indicative of results that will be obtained in clinical trials; Genta has not
successfully completed human clinical trials of a product based on antisense
technology; and delays in the completion of clinical trials as a result of
delays in patient enrollment or other factors may occur. Examples of such risks
and uncertainties also include, but are not limited to: the obtaining of
sufficient financing to maintain the Company's planned operations; the timely
development, receipt of necessary regulatory approvals and acceptance of new
products; the successful application of the Company's technology to produce new
products; the obtaining of proprietary protection for any such technology and
products; the impact of competitive products and pricing and reimbursement
policies; and the changing of market conditions. The Company does not undertake
to update forward-looking statements.
Financial tables follow.
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<CAPTION>
Consolidated Statements of Operations Data
(in thousands, except per share data)
Three Months ended
March 31,
1999 1998
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<S> <C> <C>
Revenues:
Collaborative research and development $ - $ 17
Cost and expenses:
Research and development 1,090 813
General and administrative 1,112 996
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Total cost and expenses 2,202 1,809
Loss from operations (2,202) (1,792)
Equity in net loss of joint venture 2,284 (156)
Other income (expense), net (98) 83
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Loss from continuing operations (16) (1,865)
(Loss) income from discontinued operations (189) 103
Dividends accrued on preferred stock (343) 0
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Net loss applicable to common shareholders (548) (1,762)
Net loss applicable to common shares $ (0.04) $ (0.31)
Shares used in computing net loss per share 12,902 5,727
Consolidated Balance Sheet Data
March 31, December 31,
1999 1998
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Cash, cash equivalents and
short-term investments $ 639 $ 2,459
Working capital 1,565 3,629
Total assets 5,447 7,551
Total stockholders' equity 2,960 2,959
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