Marshall Edwards, Inc. Raises US$16.4 Million in Private Equity Financing
August 07 2007 - 9:00AM
PR Newswire (US)
Novogen Limited's subsidiary, Marshall Edwards Inc. (Nasdaq: MSHL),
has made the following announcement: WASHINGTON, and SYDNEY,
Australia, Aug. 7 /PRNewswire-FirstCall/ -- Marshall Edwards, Inc.
(NASDAQ:MSHL) announced today that it entered into definitive
agreements for an approximately US$16.4 million private placement
consisting of 5,464,001 shares of common stock at a purchase price
of US$3.00 per share. The investors in the transaction also
received a warrant to purchase an additional 4 shares of common
stock for every block of 10 shares of common stock purchased.
Marshall Edwards also issued 62,091 warrants to Blue Trading, LLC,
which acted as the placement agent in the private placement, as
part of the placement fee. All of the warrants are exercisable
beginning February 6, 2008 and ending on August 6, 2012. The
exercise price of the warrants is US$3.60. In addition, Marshall
Edwards has issued a notice of termination effectuating the
immediate termination upon consummation of the private placement of
the Standby Equity Distribution Agreement, dated as of July 11,
2006, by and between Marshall Edwards and Cornell Capital Partners,
LP, as amended. Marshall Edwards has agreed to file a resale
registration statement in connection with the private placement.
Marshall Edwards intends to use the proceeds from the private
placement to fund certain clinical trials and pre-clinical
development and for general corporate purposes. About Marshall
Edwards, Inc. Marshall Edwards, Inc. is a US clinical development
oncology company and is majority owned by Novogen Limited
(ASX:NRT)(NASDAQ:NVGN), an Australian biotechnology company
specializing in the development of a range of therapeutics across
the fields of oncology, cardiovascular disease and inflammatory
diseases. More information on the Novogen group of companies can be
found at http://www.marshalledwardsinc.com/ and
http://www.novogen.com/. This news release does not constitute an
offer to sell or the solicitation of an offer to buy any
securities. The common stock and warrants sold in the offering have
not been registered under the Securities Act of 1933, as amended
(the "Securities Act"), 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 under the
Securities Act or applicable state securities laws. 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 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. DATASOURCE: Novogen Limited
CONTACT: Chris Naughton of Novogen Limited, 011 61 2 9878 0088, or
, or David Sheon for Novogen Limited, +1-202-518-6321, or Web site:
http://www.novogen.com/ http://www.marshalledwardsinc.com/
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