6-K: Report of foreign issuer [Rules 13a-16 and 15d-16]
Published on
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
______________________________________________
Form
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE
SECURITIES
EXCHANGE ACT OF 1934
For
the
month of June, 2006.
Commission
File Number ________________
Novogen
Limited
(Translation
of registrant’s name into English)
140
Wicks
Road, North Ryde, NSW, Australia
(Address
of principal executive office)
___________________________________
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form
20-F
x Form
40-F
o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(l):
Note:
Regulation S-T Rule 101 (b)( I) only permits the submission in paper of a Form
6-K if submitted solely to provide an attached annual report to security
holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule lO1(b)(7):
Note:
Regulation S-T Rule l01(b)(7) only permits the submission in paper of a Form
6-K
if submitted to furnish a report or other document that the registrant foreign
private issuer must furnish and make public under the laws of the jurisdiction
in which the registrant is incorporated, domiciled or legally organized (the
registrant’s “home country”), or under the rules of the home country exchange on
which the registrant’s securities are traded, as long as the report or other
document is not a press release, is not required to be and has not been
distributed to the registrant’s security holders, and, if discussing a material
event, has already been the subject of a Form 6-K submission or other Commission
filing on EDGAR.
Indicate
by check mark whether the registrant by furnishing the information contained
in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule l2g3-2(b) under the Securities Exchange Act of 1934. Yes o No
o
If
“Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by
the
undersigned, thereunto duly authorized.
Novogen
Limited
(Registrant)
/s/
Ron Erratt
Ronald
Lea Erratt
Company
Secretary
Date
7 June, 2006
ASX
& MEDIA RELEASE
7
JUNE, 2006
NOVOGEN
RENEGOTIATES PHENOXODIOL LICENCE PAYMENT
Novogen
Limited (ASX: Novogen - Nasdaq: NVGN) has renegotiated with Marshall Edwards,
Inc. (Nasdaq: MSHL) the timing of an $US8 million milestone licence payment
for
phenoxodiol payable to Novogen Limited in December 2006, under the terms
of the
Licence Agreement for the anti-cancer drug phenoxodiol.
The
terms
of the Amendment Deed signed today, postpones the licence fee payment until
phenoxodiol receives first approval for marketing the product in the USA
or any
other country. The marketing approval may be by the receipt of a New Drug
Application under Accelerated Approval or otherwise.
MSHL’s
President and CEO, Mr. Naughton, said the postponing of the licence fee payment
would enable MSHL to focus its cash resources on completing the phase III
clinical trial for which it had recently received approval of its Special
Protocol Assessment from the US Food and Drug Administration (FDA).
“The
milestone licence payment is now due when phenoxodiol is approved for market
by
the FDA.” Mr Naughton said.
Marshall
Edwards, Inc. (Nasdaq : MSHL) is a US clinical oncology company and is majority
owned by Novogen.
Novogen
Limited (ASX: NRT - Nasdaq: NVGN), based in Sydney, Australia, is developing
a
range of therapeutics across the fields of oncology, cardiovascular, 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 arty
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.
ISSUED
FOR:
NOVOGEN
LIMITED
LISTINGS: ASX
(CODE NRT), NASDAQ (CODE NVGN).
FOR
FURTHER
INFORMATION: CHRISTOPHER
NAUGHTON, MANAGING DIRECTOR, NOVOGEN LIMITED
TEL
(02) 9878
0088 http://www.novogen.com
ISSUED
BY :
WESTBROOK
COMMUNICATIONS
CONTACT:
DAVID REID TEL (02) 9231 0922 OR 0417 217 157