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 10, 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 10, 1999 the Company issued the press release attached hereto as
Exhibit 99.1.
Item 7. EXHIBIT
99.1 Press Release dated May 10, 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 10, 1999
GENTA INCORPORATED
/s/ Kenneth G. Kasses, Ph.D.
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Kenneth G. Kasses, Ph.D.
President, Principal Executive Officer and
Director
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Exhibit 99.1
Press Release
AT THE COMPANY AT THE FINANCIAL RELATIONS BOARD
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Tom Burger For General Info: Susan Jayson (212) 661-8030
Vice President For Analyst Info: Brian Gill (212) 661-8030
(781) 402-3448 For Media Info: Deanne Eagle (212) 661-8030
FOR IMMEDIATE RELEASE:
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May 10, 1999
GENTA COMPLETES SALE OF ASSETS OF JBL SCIENTIFIC
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LEXINGTON, MA, May 10, 1999 -- Genta Incorporated (Nasdaq: GNTA ) announced
today that it has completed the sale of the assets of JBL Scientific, Inc.,
Genta's wholly-owned specialty chemicals subsidiary, to a wholly owned
subsidiary of Promega Corporation of Madison, Wisconsin ("Promega").
Terms of the sale included a cash payment of approximately $5 million, a
promissory note in the principal amount of $1.2 million, subject to offset under
certain circumstances, and pharmaceutical development services supporting
Genta's development of its lead cancer therapeutic candidate, G3139.
Kenneth G. Kasses, Ph.D., President and CEO of Genta, commented, "The
transaction will permit Genta to continue the clinical trials now underway
without dilution to the shareholders. We expect the funding and services
provided to Genta through this sale will support our continued development of
G3139 into the year 2000. We will continue to evaluate additional opportunities
to enhance the value of the Company, such as development partnerships, equity
funding, and in-licensing technologies."
Dr. Kasses also stated, "The acquisition of JBL's business by Promega is an
excellent opportunity for the employees to achieve significant growth and
success in their business. Promega should bring enhanced market reach and
expertise that should greatly facilitate the growth of JBL's new products and
technologies."
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.
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
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"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.
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