Marshall Edwards, Inc. Announces Stockholder Approval and Implementation of 1:10 Reverse Stock Split
March 31 2010 - 7:00AM
Marketwired
Marshall Edwards, Inc. (NASDAQ: MSHL) (NASDAQ: MSHLD), a specialist
oncology company focusing on the clinical development of novel
anti-cancer therapeutics, today announced that a Special Meeting of
Stockholders on March 29, 2010, its stockholders approved an
amendment to the Company's Restated Certificate of Incorporation to
effect a reverse stock split of the Company's common stock at a
1-for-10 reverse split ratio. With approximately 87% of eligible
votes being cast, stockholders voted more than 99% in favor of the
reverse stock split.
The Company's reverse stock split of its outstanding common
stock will take effect at the start of trading on Wednesday, March
31, 2010 on a 1-for-10 split adjusted basis. The Company's shares
will continue to trade on a split-adjusted basis under the
temporary ticker symbol "MSHLD" for a period of 20 trading days to
indicate the reverse split has occurred. The Company's symbol will
revert back to its original symbol "MSHL" on April 28, 2010. In
connection with the reverse split, the Company's common stock has
been assigned a new CUSIP number 572322 402.
The primary objective of the reverse stock split is to maintain
the Company's Listing on the NADAQ Global Market by gaining
compliance with NASDAQ's minimum share price listing
requirement.
Under the terms of the reverse split, every 10 shares of
Company's issued and outstanding common stock were combined into
one share of common stock. The reverse split has reduced the number
of shares of outstanding common stock from approximately
73,463,233, based on the number of shares outstanding as of January
31, 2010, to approximately 7,346,323. No fractional shares of
common stock were issued as a result of the reverse stock split.
Holders of common stock who, as a result of the reverse stock
split, would otherwise have received a fractional share of common
stock, are entitled to receive a cash amount equal to the proceeds
attributable to the sale of such fractional shares of common stock
following the aggregation and sale by the Company's transfer agent
of all fractional shares of common stock otherwise issuable.
About Marshall Edwards, Inc.
Marshall Edwards, Inc. is a specialist oncology company focused
on the clinical development of novel anti-cancer therapeutics.
These derive from a flavonoid technology platform, which has
generated a number of novel compounds characterized by broad
ranging activity against a range of cancer cell types with few side
effects. The combination of anti-tumor cell activity and low
toxicity is believed to be a result of the ability of these
compounds to target an enzyme present in the cell membrane of
cancer cells, thereby inhibiting the production of pro-survival
proteins within the cell. Marshall Edwards has licensed rights from
Novogen Limited (ASX: NRT) (NASDAQ: NVGN) to bring four oncology
drugs -- phenoxodiol, triphendiol NV-143 and NV-128 -- to market
globally.
Marshall Edwards is majority owned by Novogen, an Australian
biotechnology company that is specializing in the development of
therapeutics based on a flavonoid technology platform. Novogen is
developing a range of therapeutics across the fields of oncology,
cardiovascular disease and inflammatory diseases. More information
on phenoxodiol and on the Novogen group of companies can be found
at www.marshalledwardsinc.com and www.novogen.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 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.
CONTACTS: Warren Lancaster +1-203-966-2556 (USA) Email Contact
David Sheon +1 202 547-2880 (USA) Email Contact
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