Genta, Inc (fka GNTAQ)

[RYJO]

REVERSE SPLIT FOR GENTA BY SEPTEMBER 17, 2010

I'm surprised that no one has mentioned this yet...

http://www.sec.gov/Archives/edgar/data/880643/000114420410012322/v176692_ex10-1.htm

1.3 Conversion Shares; Reverse Stock Split.

(a) No later than the date that is one Trading Day (as defined below) prior to the first day of the period during which the October 10-Day VWCP (as defined in the B Note) is being calculated, the Company shall take all action necessary to reserve (and hereby covenants to continue to reserve), free of preemptive rights and other similar contractual rights, a number of its authorized but unissued shares of Common Stock equal to 100% of the aggregate number of shares of Common Stock then issuable upon conversion or otherwise in respect of the Notes issued or issuable under this Agreement (including any E Notes issuable upon exercise of the Debt Warrants or issued in payment of interest any of the Notes).

(b) The Company shall effect a reverse stock split of the Company’s outstanding shares of Common Stock in such ratio and at such time as (i) determined by the Company’s Board of Directors and (ii) approved by Purchasers holding at least 66 2/3% of the combined principal amount of the then outstanding Closing Notes (the “Reverse Split”). Each Purchaser then holding any securities of the Company agrees to: (a) consent to the Reverse Split approved by the Purchasers in accordance with the previous sentence with respect to all securities of the Company then held by such Purchaser, (b) with respect to any shares held in record name, to appoint authorized representatives of the Company as its proxies to vote all shares of Common Stock then held by such Purchaser that are eligible to vote in favor of such Reverse Split and (c) with respect to any shares of Common Stock held in street name, to instruct the brokerage firm having custody of such shares of Common Stock to appoint authorized representatives of the Company as its proxies to vote all shares of Common Stock then beneficially held by such Purchaser that are eligible to vote in favor of such Reverse Split.


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(c) Any shares of Common Stock issuable upon conversion or otherwise in respect of the Notes are herein referred to as the “Conversion Shares”. The Notes, the Debt Warrants and the Conversion Shares are sometimes collectively referred to herein as the “Securities.”

(d) In the event that the Reverse Split has not been effected on or prior to September 17, 2010, the Company shall pay to each Purchaser, on each day commencing on September 18, 2010 and ending on the date that the Reverse Split is effective, a cash payment equal to 0.75% of the principal amount of all B Notes and C Notes purchased by such Purchaser hereunder, up to a cap of 100% of the principal amount of all B Notes and C Notes purchased by such Purchaser hereunder.