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INVION LIMITED Capital/Financing Update 2010

Jun 14, 2010

65148_rns_2010-06-14_e056d76f-7c37-4dfd-b55d-9e90d5d53fcc.pdf

Capital/Financing Update

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Appendix 3B New issue announcement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

CBio Limited

ABN

76 094 730 417

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).

  • 1 +Class of +securities issued or to be Ordinary fully paid shares ( Ordinary Shares ) issued Unlisted Options over Ordinary Shares ( Options )

  • 2 Number of[+] securities issued or to be issued (if known) or maximum number which may be issued

  • 777,778 Ordinary Shares 148,148 Options

3 Principal terms of the[+] securities Ordinary Shares (eg, if options, exercise price and Ordinary Shares will rank pari passu with existing expiry date; if partly paid +securities, the amount outstanding Ordinary Shares. Options and due dates for payment; if +convertible securities, the The Options will not be quoted. The Options are exercisable at $0.351 per Option before 15 June conversion price and dates for 2015 and upon exercise, the Ordinary Shares issued conversion) will rank pari passu with existing Ordinary Shares.

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

4 Do the[+] securities rank equally in all The Ordinary Shares will rank pari passu with respects from the date of allotment existing Ordinary Shares. with an existing[+] class of quoted +securities? The Options will not be quoted and the Ordinary Shares issued upon exercise of the Options will rank If the additional securities do not equally with existing Ordinary Shares. rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of 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 5 Issue price or consideration 777,778 Ordinary Shares- $0.27 per Ordinary Share 148,148 Options- issued in relation to the provision of a convertible loan facility 6 Purpose of the issue Issue of 740,741 Ordinary Shares and 148,148 (If issued as consideration for the Options as repayment of the first Tranch pursuant to acquisition of assets, clearly identify the Convertible Loan Agreement, details of which those assets) were announced to the market on 17 May 2010. Issue of 37,037 shares to advisor in relation to the Convertible Loan Agreement, details of which were announced to the market on 17 May 2010.

7 Dates of entering[+] securities into 15 June 2010 uncertificated holdings or despatch of certificates

Number +Class 8 Number and +class of all 63,999,342 Ordinary Shares +securities quoted on ASX ( including the securities in clause 9,506,895 Share options 2 if applicable) exercisable at $1.00 each on or before 31 December 2012

  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Number +Class 9 Number and +class of all See Attachment A Restricted fully paid +securities not quoted on ASX shares and share options, ( including the securities in clause unlisted share options 2 if applicable) and convertible notes. 10 Dividend policy (in the case of a Not applicable trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11
Is
security
holder
approval
required?
12
Is the issue renounceable or non-
renounceable?
13
Ratio in which the+securities will
be offered
14
+Class of+securities to which the
offer relates
15
+Record
date
to
determine
entitlements
16
Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17
Policy for deciding entitlements in
relation to fractions
18
Names of countries in which the
entity has+security holders who
will
not
be
sent new
issue
documents
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
acceptances or renunciations
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
  • See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

20
Names of any underwriters
21
Amount of any underwriting fee or
commission
22
Names of any brokers to the issue
23
Fee or commission payable to the
broker to the issue
24
Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of+security holders
25
If the issue is contingent on
+security holders’ approval, the date
of the meeting
26
Date entitlement and acceptance
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
applicable)
29
Date rights trading will end (if
applicable)
30
How do+security holders sell their
entitlements_in full_through a
broker?
31
How do+security holders sell_part_
of their entitlements through a
broker and accept for the balance?
Not applicable
Not applicable
Not applicable

Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
  • See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

  • 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

Not applicable

  • 33 +Despatch date

Not applicable

Part 3 - Quotation of securities

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

  • 34 Type of securities ( tick one )

  • (a)[Securities described in Part 1 ]

  • (b)[All other securities ]

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 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.

Appendix 3B Page 5

1/1/2003

Entities that have ticked box 34(b)

38
Number of securities for which
+quotation is sought
39
Class of
+securities for which
quotation is sought
40
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
 the
extent
to
which
they
participate for the next dividend,
(in
the
case
of
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
Example: In the case of restricted securities, end of
restriction period
(if issued upon conversion of
another security, clearly identify that
other security)
42
Number and+class of all+securities
quoted on ASX (_including_the
securities in clause 38)
Not applicable
Not applicable
Not applicable
Not applicable
Number +Class
Not applicable
  • See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

Quotation agreement

  • 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

  • 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.

  • 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.

  • 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.

  • 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.

Sign here: (Company secretary)

Date: .15 June 2010

Print name: BEN GRAHAM

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7

ATTACHMENT A

Number and[+] class of all[+] securities not quoted on ASX ( including the securities in clause 2 if applicable)

(a) ASX Restricted Securities (not quoted)

Number +Class
3,359,744 Ordinary fully paid shares, classified by ASX as restricted
securities and to be held in escrow for a period of 24 months
from the commencement of official quotation
11,597,253 Ordinary fully paid shares, classified by ASX as restricted
securities and to be held in escrow for a period of 12 months
from the date of issue
15,087,494 Share options exercisable at $1.00 each on or before 31
December 2012,classified by ASX as restricted securities and to
be held in escrow for a period of 24 months from the
commencement of official quotation
4,780,460 Share options exercisable at $1.00 each on or before 31
December 2012, classified by ASX as restricted securities and to
be held in escrow for a period of 12 months from the date of
issue.

(b) Securities Not Quoted

Number +Class
710,000 Share options exercisable at $2.00 each on or before 31
December 2012
600,000 Share options exercisable at $3.00 each on or before 31
December 2012
50,000 Share options exercisable at $0.517 each on or before 16 May
2015
148,148 Share options exercisable at $0.351 each before 15 June 2015
  • See chapter 19 for defined terms.

Appendix 3B Page 8

1/1/2003

(c) Convertible Notes on Issue

Shares
Value Conversi-
on Rate
issued if
converted
Options
issued if
Option
exercise price
$ $ converted $ Note expiry
125,000 0.50 250,000 125,000 1.00 31 Dec 2010
2,000,000 0.50 4,000,000 2,500,000 1.00 30 Jun 2011
2,000,000 0.286 7,000,000 2,500,000 1.00 31 Dec 2011
4,125,000 - 11,250,000 5,125,000 - -
  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 9