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HANSEN TECHNOLOGIES LIMITED Regulatory Filings 2003

Mar 12, 2003

65073_rns_2003-03-12_dc0bde44-1a1d-44e7-b979-a2b2c3d7fd15.pdf

Regulatory Filings

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Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement. application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 17796. Origin: Appendix 5. Amended 17798, 17999, 171/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

Hansen Technologies Limited

ABN

90 090 996 455

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{1}$ +Class of +securities issued or to be $\lceil$ issued

Fully paid, ordinary shares

Number of +securities issued or to $\overline{2}$ be issued (if known) or maximum number which may be issued

Maximum of 27,742,491

3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid *securities, the amount outstanding and due dates for payment; if securities. *convertible the conversion price and dates for conversion)

Shares will rank part passu with existing fully paid ordinary shares

+ See chapter 19 for defined terms.

4 Do the securities rank equally in all
respects from the date of allotment
with an existing "class of quoted
securities?
If the additional securities do not
rank equally, please state:
the date from which they do
extent to
which
the
they
participate for the next dividend,
$(in$ the
of
case
a
trust.
distribution) or interest payment
the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
Yes
5 Issue price or consideration \$0.18 per share
6 Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
The net proceeds from this issue will be used to:
strengthen the Company's statement of
٠
financial position;
supplement the Company's working capital
reserves in order for it to maximise the
potential of its existing business divisions;
and
take advantage of any new opportunities for
expansion or growth in the future.
7 Dates of entering + securities into
uncertificated holdings or despatch
of certificates
To be advised
Number *Class
8 Number
and + class
οf
all -
quoted
on
*securities
ASX.
(including the securities in clause
2 if applicable)
120,217,460 Fully paid, ordinary
shares

$+$ See chapter 19 for defined terms.

Number + Class
-9 and tclass of all
Number.
*securities not quoted on ASX $\vert$ 27,742,491
(including the securities in clause)
2 if applicable)
Maximum of
See attachment A for
Employee Options
Fully paid, ordinary
shares

$10$ Dividend policy (in the case of a Shares will rank part passu with fully paid trust, distribution policy) on the ordinary shares. increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11 holder
security
approval
Is
required?
N 0
12 Is the issue renounceable or non-
renounceable?
Non-renounceable
13 Ratio in which the "securities will
be offered
3 new ordinary shares for every 10 ordinary
shares
14 Class of securities to which the
offer relates
Ordinary
15 determine
*Record
date
to.
entitlements
To be advised
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
N 0
17 Policy for deciding entitlements in
relation to fractions
Fractional entitlements will be rounded up to
the nearest whole number of shares.
18 Names of countries in which the
entity has *security holders who
will not
he.
sent
new
issue
documents
All countries other than Australia or New
Zealand
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing
date
for
receipt
of I
acceptances or renunciations
To be advised

$+$ See chapter 19 for defined terms.

Appendix 3B New issue announcement

20 Names of any underwriters N/A
21 Amount of any underwriting fee or N/A
commission
22 Names of any brokers to the issue N/A
23. Fee or commission payable to the
broker to the issue
N/A
24 Amount of any handling fee N/A
payable to brokers who lodge
acceptances or renunciations
$-$ Off
behalf of *security holders
25 If the issue is contingent
on
N/A
"security holders"
approval,
the
date of the meeting
26 Date entitlement and acceptance To be advised
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28 Date rights trading will begin (if N/A
applicable)
29 Date rights trading will end (if N/A
applicable)
30 How do *security holders sell their N/A
entitlements in full through
- a
broker?
31 How do *security holders sell part
of their entitlements through a
N/A
broker and accept for the balance?

$+$ See chapter 19 for defined terms.

32 How do *security holders dispose of their entitlements (except by sale through a broker)?

33 *Despatch date $N/A$

To be advised

Part 3 - Ouotation of securities

You need only complete this section if you are applying for quotation of securities

  • 34 Type of securities (tick one)
  • Securities described in Part 1
  • All other securities $(b)$ Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35

$(a)$

If the "securities are "equity securities, the names of the 20 largest holders of the additional *securities, and the number and percentage of additional *securities held by those holders

36 If the "securities are "equity securities, a distribution schedule of the additional
*securities setting out the number of holders in the categories
1 - 1.000
$1.001 - 5.000$
$5.001 - 10.000$
$10,001 - 100,000$
$100.001$ and over

37

A copy of any trust deed for the additional *securities

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

38. Number of securities for which
*quotation is sought
N/A
39. Class of "securities
for which
quotation is sought
N/A
40 Do the securities rank equally in all
respects from the date of allotment
with an existing
class of quoted
*securities?
N/A
If the additional securities do not
rank equally, please state:
the date from which they do
۰
the
extent
which
to.
they
participate for the next dividend,
the
case
(in
оf
a.
trust.
distribution) or interest payment
the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
41 Reason for request for quotation
now
N/A
Example: In the case of restricted securities, end of
restriction period
issued
upon
conversion
(if -
οf
another security, clearly identify that
other security)
Number *Class
42. Number and + class of all +securities
quoted on ASX (including the
securities in clause 38)
N/A

$+$ See chapter 19 for defined terms.

Ouotation agreement

  • *Quotation of our additional *securities is in ASX's absolute discretion. ASX may $\mathbf{1}$ quote the *securities on any conditions it decides.
  • $\overline{2}$ We warrant the following to ASX.
  • The issue of the *securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those *securities should not be granted *quotation.
  • An offer of the "securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any "securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided at the time that we request that the *securities be quoted.
  • If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.

+ See chapter 19 for defined terms.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before *quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

$\overline{\cdots}$ Date: 13th March 2003

Sign here:

(Director/Company secretary)

Print name:

Marie Turner

$\overline{\text{min}} \hspace{2mm} \overline{\text{min}} \hspace{2mm} \overline{\text{min}} \hspace{2mm} \overline{\text{min}} \hspace{2mm} \overline{\text{min}} \hspace{2mm} \overline{\text{min}}$

+ See chapter 19 for defined terms.

ATTACHMENT A

OPTIONS ISSUED UNDER THE EMPLOYEE OPTION PLAN NOT QUOTED ON

$\overline{\mathbf{A}\mathbf{S}\mathbf{X}}$

Number of Options Expiry Date Exercise Price
1,760,000 26/05/05 \$1.00
200,000 07/08/05 \$1.40
50,000 25/12/05 \$1.90
820,000 01/07/06 \$1.50
15,000 01/01/07 \$1.20