Attached files
| file | filename |
|---|---|
| 8-K - GENTA INC DE/ | v176692_8k.htm |
| EX-4.2 - GENTA INC DE/ | v176692_ex4-2.htm |
| EX-4.7 - GENTA INC DE/ | v176692_ex4-7.htm |
| EX-4.5 - GENTA INC DE/ | v176692_ex4-5.htm |
| EX-4.1 - GENTA INC DE/ | v176692_ex4-1.htm |
| EX-4.6 - GENTA INC DE/ | v176692_ex4-6.htm |
| EX-4.3 - GENTA INC DE/ | v176692_ex4-3.htm |
| EX-10.1 - GENTA INC DE/ | v176692_ex10-1.htm |
| EX-10.2 - GENTA INC DE/ | v176692_ex10-2.htm |
| EX-10.3 - GENTA INC DE/ | v176692_ex10-3.htm |
| EX-4.4 - GENTA INC DE/ | v176692_ex4-4.htm |
200 Connell Drive
Berkeley
Heights, NJ 07922
Genta
Announces $25 Million Financing
Proceeds
Enable Determination of Overall Survival Results from Recently
Completed
Phase
3 AGENDA Trial and Acceleration of Pipeline Development
BERKELEY HEIGHTS, NJ – March 8,
2010 – Genta Incorporated (OTCBB: GETA) announced today that
the Company has entered into definitive agreements with institutional investors
for a private placement of Convertible Notes totaling $25 million in gross
proceeds. The transaction is expected to close on or about March 10,
2010, subject to the satisfaction of customary closing
conditions. Proceeds of the financing will be used to ensure adequate
followup to determine overall survival results from Genta’s recently completed
Phase 3 trial of Genasense® (oblimersen sodium) Injection plus chemotherapy as
first-line treatment of patients with advanced melanoma (known as AGENDA) and to
accelerate development of the Company’s pipeline products, among other
uses.
“This
financing provides sufficient funds for more than a year of our expanded
operations”, said Dr. Raymond P. Warrell, Jr., Genta’s Chief Executive
Officer. “Evaluation of a potentially significant increase in
overall survival from AGENDA represents an especially high
priority. We are also initiating new Phase 2a and 2b clinical trials
with tesetaxel that will extend its position as the leading, development-stage,
oral taxane. Assuming these new trials confirm earlier results, we
envision that tesetaxel could enter Phase 3 pivotal trials in
2011. All of these potentially transforming events are now enabled
with the completion of this transaction.”
Summary
of Financial Terms
The $25
million of Convertible Notes issued pursuant to this transaction have a 3-year
term and will be initially convertible into shares of Genta common stock at a
conversion rate of 100,000 shares of common stock for every $1,000.00 of
principal that is converted. This conversion rate is subject to
adjustment under certain circumstances. The Convertible Notes bear an
annual interest rate of 12%, payable semi-annually. The Company has
the right to force conversion of the Convertible Notes if the closing price of
the Company’s common stock equals or exceeds $0.25 for a
10-consecutive-trading-day period and certain other conditions are
met. The Company has also issued Warrants to purchase up to $10
million of additional Convertible Notes. These Warrants expire in the
fall of 2011.
Twenty
(20) million dollars of proceeds from this transaction will be immediately
available to the Company. The remaining $5 million of proceeds will
be placed in a blocked account as collateral security for $5 million in
principal amount of the Convertible Notes. The security interest in
these proceeds will be released, and restrictions on the Company’s use of the
proceeds terminated, if certain conditions are met.
In
addition, outstanding purchase rights granted to investors in prior financings
will be modified to provide that, upon exercise of such purchase rights, the
investors will receive Convertible Notes similar to those issued in this
transaction. The expiration of these purchase rights will also be
shortened to expire in the Spring of 2011. The Company has also
extended the maturity of its outstanding senior convertible notes, which
otherwise have matured in June 2010, to June 2011. In return, holders
of these notes were issued 3-year warrants to purchase the same number of shares
of the Company’s common stock issuable upon the conversion of these
notes. Additional terms of this transaction will be disclosed on a
Form 8-K to be filed by the Company.
This
press release is not an offer to sell or the solicitation of an offer to buy,
nor shall there be any sales of the securities in any jurisdiction in which such
offer, solicitation, or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction. The
securities were offered only to accredited investors. The securities
referenced herein have not been registered under the Securities Act of 1933, as
amended, or any state securities laws, and may not be offered or sold in the
United States absent registration or an applicable exemption from registration
requirements.
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. Genasense® is being developed as an agent that may
enhance the effectiveness of anticancer therapy. The Company is
currently collecting long-term followup data on durable response and overall
survival from the recently completed randomized Phase 3 study of Genasense® in
patients with advanced melanoma (the AGENDA trial). 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 proprietary oral
formulations of the active ingredient in Ganite®, which have completed
preliminary clinical study as a potential treatment for diseases associated with
accelerated bone loss. The Company is developing tesetaxel, a novel,
orally absorbed, semi-synthetic taxane that is in the same class of drugs as
paclitaxel and docetaxel. Genta intends to evaluate the clinical
activity of tesetaxel in a range of human cancers. 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 its product candidates from
regulatory agencies, such as the U.S. Food and Drug Administration and the
European Medicines Agency;
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the safety and efficacy of the
Company’s products or product
candidates;
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the commencement and
completion of any clinical
trials;
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the Company’s assessment of
its clinical trials;
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the Company’s ability to
develop, manufacture, license, or sell its products or product
candidates;
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the Company’s ability to enter
into and successfully execute any license and collaborative
agreements;
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the adequacy of the Company’s
capital resources and cash flow projections, or the Company’s ability to
obtain sufficient financing to maintain the Company’s planned
operations;
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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
info@genta.com