SAN DIEGO, Feb. 21, 2012 /PRNewswire/ -- Marshall
Edwards, Inc. (Nasdaq: MSHL), an oncology company focused on the
clinical development of novel therapeutics targeting cancer
metabolism, announced today that it has filed a registration
statement on Form S-1 with the Securities and Exchange Commission
for a rights offering to existing stockholders to purchase up to
$8 million of its common stock. The
Company will announce further details regarding the rights
offering, including the record date, exercise price, date of
distribution of the rights and expiration date of the offering
promptly once determined.
Pursuant to the rights offering, Marshall Edwards will distribute subscription
rights pro rata to holders of record of the Company's stock as of
the close of business on the record date to be established for the
offering. In addition, stockholders will be entitled to subscribe
for additional rights that remain unsubscribed as a result of any
unexercised rights.
The Company's majority shareholder, Novogen Limited, has
indicated that, subject to its shareholders' approval, it intends
to exercise rights for up to $4
million of common stock in the offering and distribute a
portion of its rights to its shareholders.
Marshall Edwards intends to use
the net proceeds from the offering primarily to continue the
clinical development of its two lead oncology drug candidates,
ME-143 and ME-344.
"We believe providing existing shareholders the right to
purchase shares through a rights offering while maintaining their
current level of ownership is an efficient, fair and equitable
approach to raising capital at this time," said Daniel P. Gold, Ph.D., President and Chief
Executive Officer of Marshall
Edwards.
A registration statement relating to these securities has been
filed with the Securities and Exchange Commission but has not yet
become effective. These securities may not be sold nor may offers
to buy be accepted prior to the time the registration statement
becomes effective. This press release shall not constitute an offer
to sell or the solicitation of an offer to buy any securities of
Marshall Edwards, Inc. nor shall
there be any sale of securities in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction. A copy of the prospectus for the rights
offering may be obtained by contacting the Company's investor
relations department at investor@marshalledwardsinc.com or (858)
369-7199.
About Marshall Edwards
Marshall Edwards, Inc. (Nasdaq:
MSHL) is a San Diego-based
oncology company focused on the clinical development of novel
anti-cancer therapeutics. The Company's lead programs focus on two
families of small molecules that result in the inhibition of tumor
cell metabolism. The most advanced is a NADH oxidase inhibitor
program that includes lead candidate ME-143. The Company initiated
a Phase I clinical trial of intravenous ME-143 in patients with
solid refractory tumors in September
2011 and expects final data from the trial by next quarter.
The second program is a family of mitochondrial inhibitors that
includes lead candidate ME-344. The Company has completed the
necessary pre-clinical animal toxicity studies to support
submission of an Investigational New Drug (IND) application for
ME-344 this quarter. For more information, please visit
www.marshalledwardsinc.com.
Under U.S. law, a new drug cannot be marketed until it has
been investigated in clinical trials and approved by the FDA as
being safe and effective for the intended use. Statements included
in this press release that are not historical in nature are
"forward-looking statements" within the meaning of the "safe
harbor" provisions of the Private Securities Litigation Reform Act
of 1995. You should be aware that our actual results could differ
materially from those contained in the forward-looking statements,
which are based on management's current expectations and are
subject to a number of risks and uncertainties, including, but not
limited to, our failure to successfully commercialize our product
candidates; costs and delays in the development and/or FDA
approval, or the failure to obtain such approval, of our product
candidates; uncertainties or differences in interpretation in
clinical trial results; our inability to maintain or enter into,
and the risks resulting from our dependence upon, collaboration or
contractual arrangements necessary for the development,
manufacture, commercialization, marketing, sales and distribution
of any products; competitive factors; our inability to protect our
patents or proprietary rights and obtain necessary rights to third
party patents and intellectual property to operate our business;
our inability to operate our business without infringing the
patents and proprietary rights of others; general economic
conditions; the failure of any products to gain market acceptance;
our inability to obtain any additional required financing;
technological changes; government regulation; changes in industry
practice; and one-time events. We do not intend to update any of
these factors or to publicly announce the results of any revisions
to these forward-looking statements.
SOURCE Marshall Edwards, Inc.