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Genaera Corp – ‘DEFA14A’ on 9/14/06

On:  Thursday, 9/14/06, at 7:02am ET   ·   Effective:  9/14/06   ·   Accession #:  1193125-6-190489   ·   File #:  0-19651

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 9/14/06  Genaera Corp                      DEFA14A     9/14/06    1:18K                                    RR Donnelley/FA

Additional Definitive Proxy Solicitation Material   —   Schedule 14A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: DEFA14A     Definitive Additional Materials                     HTML     18K 


This is an HTML Document rendered as filed.  [ Alternative Formats ]



  Definitive Additional Materials  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

(Amendment No.     )

 

Filed by the Registrant x   Filed by a Party other than the Registrant ¨

Check the appropriate box:

 

¨  Preliminary Proxy Statement

 

¨  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

 

¨  Definitive Proxy Statement

 

x  Definitive Additional Materials

 

¨  Soliciting Material Pursuant to §240.14a-12

 

 

Genaera Corporation


(Name of Registrant as Specified In Its Charter)

 

 


(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

Payment of Filing Fee (Check the appropriate box):

 

x  No fee required.

 

¨  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

  (1)  Title of each class of securities to which transaction applies:
 
  (2)  Aggregate number of securities to which transaction applies:
 
  (3)  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):
 
  (4)  Proposed maximum aggregate value of transaction:
 
  (5)  Total fee paid:
 

 

¨  Fee paid previously with preliminary materials.

 

¨  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.

 

  (1)  Amount Previously Paid:
 
  (2)  Form, Schedule or Registration Statement No.:
 
  (3)  Filing Party:
 
  (4)  Date Filed:
 

 


GENAERA

GENAERA CORPORATION

5110 Campus Drive

Plymouth Meeting, Pennsylvania 19462

 


SUPPLEMENT TO PROXY STATEMENT

Special Meeting of Stockholders

to be held on October 3, 2006

 


TO THE STOCKHOLDERS OF

GENAERA CORPORATION:

One of the proposals to be voted upon at our Special Meeting of Stockholders that will be held on October 3, 2006 relates to the grant of discretionary authority to our Board of Directors to effect a reverse stock split of our issued and outstanding Common Stock. In the discussion of that proposal in our Proxy Statement dated August 21, 2006, we stated that as of August 9, 2006, 646,500 shares were available for issuance under our 1998 Equity Compensation Plan but were silent on the effect the reverse stock split would have on the number of shares available for issuance under our 1998 Equity Compensation Plan. While proportionate adjustments will be made to the per-share exercise price and the number of shares issuable upon the exercise of all outstanding options under our 1998 Equity Compensation Plan in the event the reverse stock split is effected, the number of shares available for issuance under our 1998 Equity Compensation Plan will not be affected.

By Order of the Board of Directors,

/s/ John A. Skolas

John A. Skolas

Executive Vice President, Chief Financial Officer,

General Counsel and Secretary

Plymouth Meeting, Pennsylvania

September 14, 2006


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘DEFA14A’ Filing    Date    Other Filings
10/3/068-K,  DEF 14A,  PRE 14A
Filed on / Effective on:9/14/06
8/21/064,  DEF 14A
8/9/0610-Q,  8-K,  PRE 14A
 List all Filings 
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Filing Submission 0001193125-06-190489   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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