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 April, 2007
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
x
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
4 April, 2007
ASX
& MEDIA RELEASE
4
APRIL, 2007
NOVOGEN
RENEGOTIATES PHENOXODIOL ANNUAL LICENCE PAYMENTS
Novogen
Limited (ASX: NRT - Nasdaq: NVGN) has renegotiated with Marshall Edwards,
Inc.
(Nasdaq: MSHL) the timing of receipt of its annual $US8 million milestone
licence payments for the investigational anti-cancer drug,
phenoxodiol.
Under
the
terms of an amendment deed to the original licence agreement signed yesterday,
the payment of future milestone licence fees due on 31 December, 2007 and
each
year subsequently will now commence at the end of the calendar year in which
phenoxodiol first receives approval for marketing in the USA or any other
country.
The
marketing approval may be a result of Accelerated Approval of a New Drug
Application by the U.S. Food and Drug Administration (FDA) or
otherwise.
MSHL’s
President and CEO, Mr. Christopher Naughton, said renegotiating the timing
of
the milestone licence fee payments would enable MSHL to focus its cash resources
on completing the phenoxodiol phase III clinical trial Ovature, which was
reviewed under a Special Protocol Assessment by FDA.
“The
Ovature ovarian cancer clinical trial has now started and we look forward
to
patient recruitment continuing over the coming year; and it is appropriate
that
the future milestone licence payments will now only be due following
phenoxodiol’s approval for marketing,” Mr. Naughton said.
MSHL
is a
US clinical oncology company and is 78.1 percent owned by Novogen
Novogen
Limited,
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
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.