Unassociated Document
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
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SCHEDULE
14A
(Rule
14a-101)
SCHEDULE
14A INFORMATION
Proxy
Statement Pursuant to Section 14(a) of the Securities
Exchange
Act of 1934
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Filed by
the Registrant ý
Check the
appropriate box:
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Preliminary
Proxy Statement
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Confidential, For use of the
Commission only (as permitted by Rule
14a-6(e)(2))
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Definitive
Proxy Statement
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Definitive
Additional Materials
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Soliciting
Material Pursuant to §240.14a-12
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GENEREX
BIOTECHNOLOGY CORPORATION
(Name of
Registrant as Specified In Its Charter)
Payment
of Filing Fee (Check the appropriate box):
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.
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1)
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Title
of each class of securities to which transaction
applies:
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Aggregate
number of securities to which transaction
applies:
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3)
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Per
unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is
calculated and state how it was
determined):
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4)
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Proposed
maximum aggregate value of
transaction:
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Fee
paid previously with preliminary
materials.
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Check
box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its
filing.
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1)
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Amount
Previously Paid:
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2)
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Form,
Schedule or Registration Statement
No.:
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EXPLANATORY
NOTE
On October 17, 2010, Generex
Biotechnology Corporation released the following press release in connection
with its solicitation of proxies for its Special Meeting of stockholders to be
reconvened on October 18, 2010:
Generex
Scientific Advisor Weighs in on Reverse Stock Split Proposal
WORCESTER, MA, October 17,
2010 (PrNewsWire) – Generex Biotechnology Corporation (NasdaqCM: GNBT,
www.generex.com)
announced today that Dr. Craig Eagle, an independent scientific advisor to the
Company and a member of the Company’s Scientific Advisory Board, issued the
following statement in respect of the reverse stock split proposal being
considered at tomorrow’s special meeting of the Generex
stockholders:
“Developing
new medical therapies creates value for investors and patients. Value delivery
requires constantly driving the scientific research forward. Value may be lost
if a program "waits" for funding or partnership due to less and less patent
protection time. If science is not moving forward, and funding is challenging,
then value may decrease. Partners and Investors may not be attracted to this
situation. On the other side, a company with investor support enables moving
science forward independent of a partner and creates rising value and stimulates
a partner to move before a competitor or before it rises too far.
A company
that is able to easily support the science of its portfolio creates increasing
value and is attractive to partners. The opposite may make partners wait for
naturally lower values and cheaper pipelines.”
Generex
management believes that preserving the Company’s Nasdaq listing will provide
the Company with better and more flexible access to the capital funding required
to quickly and effectively advance its product development pipeline and make
those products more attractive to prospective partners. Management
urges stockholders to vote their stock in favor of the reverse stock split
proposal and, if they have voted against the proposal, to change their votes to
votes in favor of the proposal.
The
Board of Directors of Generex has not withdrawn, modified or qualified its
unanimous recommendation that the stockholders of Generex vote “FOR” the reverse
stock split proposal.
Stockholders
may exercise their voting rights by telephoning the Company’s proxy solicitation
agent, Morrow & Co., LLC, until 8 p.m. Eastern today at
1-800-449-0910.
Submission
of proxies via Internet (www.proxyvote.com)
is available until 11:59 p.m. Eastern today. Until 4 p.m.
Eastern on Monday, October 18, stockholders may also send or scan completed
proxy forms for the reconvened special meeting (with the control number(s) and
both sides of the proxy form) to Generex by facsimile at 1-416-364-9363 or by
email at info@generex.com.
Generex
has filed with the SEC a definitive proxy statement dated August 23, 2010,
as revised on August 27, 2010, and other relevant materials in
connection with the special meeting. Investors and security holders
are urged to read the definitive proxy statement and other relevant materials
filed by Generex with the SEC carefully because they contain important
information about the proposed reverse stock split. Investors and security
holders may obtain free copies of the definitive proxy statement and other
documents filed with the SEC by Generex through the Web site maintained by the
SEC at http://www.sec.gov. In
addition, investors and security holders will be able to obtain, without charge,
a copy of the definitive proxy statement from Generex by submitting a written
request to the Secretary of Generex at Generex Biotechnology Corporation, 33
Harbour Square, Suite 202, Toronto, Ontario, Canada M5J 2G2, by calling
305-918-7000 or via the Internet at http://investor.generex.com/sec.cfm.
About
Generex Biotechnology Corporation
Generex
is engaged in the research, development and commercialization of drug delivery
systems and technologies. Generex has developed a proprietary
platform technology for the delivery of drugs into the human body through the
oral cavity (with no deposit in the lungs). The Company's proprietary
liquid formulations allow drugs typically administered by injection to be
absorbed into the body by the lining of the inner mouth using the Company's
proprietary RapidMist™ device. The Company's flagship product, buccal
insulin (Generex Oral-lyn™), which has been approved in India, Lebanon, Algeria,
and Ecuador for the treatment of subjects with Type-1 and Type-2 diabetes, is in
Phase III clinical trials at several sites around the world. Antigen
Express, Inc. is a wholly owned subsidiary of Generex. The core
platform technologies of Antigen Express comprise immunotherapeutics for the
treatment of malignant, infectious, allergic, and autoimmune
diseases. For more information, visit the Generex website at
www.generex.com or
the Antigen Express website at www.antigenexpress.com. Information
contained in, or accessible through, the websites of Generex or Antigen Express
is not incorporated herein and is not a part of the proxy soliciting
material.
Safe
Harbor Statement
This
release and oral statements made from time to time by Generex representatives in
respect of the same subject matter may contain “forward-looking statements”
within the meaning of the Private Securities Litigation Reform
Act of 1995. These statements can be identified by
introductory words such as “expects,” “plans,” “intends,” “believes,” “will,”
“estimates,” “forecasts,” “projects,” or words of similar meaning, and by the
fact that they do not relate strictly to historical or current
facts. Forward-looking statements frequently are used in discussing
potential product applications, potential collaborations, product development
activities, clinical studies, regulatory submissions and approvals, and similar
operating matters. Many factors may cause actual results to differ from
forward-looking statements, including inaccurate assumptions and a broad variety
of risks and uncertainties, some of which are known and others of which are
not. Known risks and uncertainties include those identified from time
to time in the reports filed by Generex with the Securities and Exchange
Commission, which should be considered together with any forward-looking
statement. No forward-looking statement is a guarantee of future
results or events, and one should avoid placing undue reliance on such
statements. Generex undertakes no obligation to update publicly any
forward-looking statements, whether as a result of new information, future
events or otherwise. Generex cannot be sure when or if it will be
permitted by regulatory agencies to undertake additional clinical trials or to
commence any particular phase of clinical trials. Because of this,
statements regarding the expected timing of clinical trials cannot be regarded
as actual predictions of when Generex will obtain regulatory approval for any
“phase” of clinical trials. Generex claims the protection of the safe
harbor for forward-looking statements that is contained in the Private Securities Litigation Reform
Act.
Generex
Contacts:
Investor
Relations Contacts:
Generex
Todd
Falls
800-391-6755
Seahawk
Capital Partners, Inc.
Joseph
Moscato
646-599-6222
Media
Contact:
Beckerman
Public Relations
Christina
Brozek
201-452-4849