MEMPHASYS LIMITED. — Annual Report 2012

Aug 29, 2012

==> picture [197 x 25] intentionally omitted <==

==> picture [197 x 25] intentionally omitted <==

==> picture [197 x 25] intentionally omitted <==

==> picture [197 x 24] intentionally omitted <==

FOR IMMEDIATE RELEASE

NuSep announces 30 June 2012 Full Year Results

Sydney, Australia 30[th] August 2012 - NuSep (ASX: NSP) wishes to advise the market of the preliminary full year results to 30[th] June 2012. In Summary:

Revenue $2,549,415 Up 42% Gross Margin $1,604,883 Up 44% EBITDA Loss ($1,128,774) Reduced by 56% Operational Loss ($ 727,843) Reduced by 41% Abnormal – Impairment of BioInquire Investment ($3,044,126) Net Loss ($4,924,039)

The company reported an EBITDA loss of $1,128,774 and an Operational loss of $727,843 for the year. These numbers tie back to the reported Net loss as follows:

Net Loss $4,924,039 Less Impairment & Depreciation $3,735,081 Less Interest & Taxes $ 60,184 EBITDA Loss $1,128,774 Less Singapore Expenses $ 400,931 Operational Loss $ 727,843

The company has focused during the financial year on the development and funding of the PrIME project in Singapore. This is now moving forward post the S$6m investment in PrIME Biologics Pte Ltd ( PrIME ), as announced to the market on 14[th] August 2012. This S$6m investment values PrIME business at S$60m (A$46m). NuSep holds 90% of PrIME Biologics post the S$6m investment and will sell down its shareholding to raise the investment required to fund this project. Ultimately NuSep expects to hold approximately 50% of PrIME.

On an operational level, the Consumables division has performed strongly and continues to grow with the appointment of a number of key overseas distributors. The division has delivered a healthy 48% Gross Margin in spite of the high Australian dollar which continues to impact our key US and European markets. In the coming financial year, the PrIME business will generate another income stream for NuSep through the supply of the PrIME equipment and associated membranes.

See the attached 4E for the detailed unaudited financials.

Postal Address Contact Details Email info@nusep.com P.O. Box 823 Telephone +61 2 8415 7300 Web www.nusep.com Lane Cove NSW 1595 Facsimile +61 2 8415 7399 ABN 33 120 047 556

NuSep Holdings Ltd 324 Burns Bay Rd Lane Cove NSW 2066

– 2 –

Outlook

The 2012 financial year has been one of solid growth and a reduced operational loss and preparation to take the company into the next phase of its development. The outlook for the 2013 financial year continues this trend with the potential for a whole new income stream from the ongoing supply of PrIME equipment and associates consumables.

Separately, the Company continues to negotiate with the third parties interested in funding the SpermSep business. The Board expects to update the market on these negotiations prior to the AGM. The Board intends to adopt a similar funding model with the SpermSep business as it has with the PrIME business by selling a percentage of NuSep’s shareholding in SpermGen Pty Ltd to fund this business. The Board believes that, given NuSep’s current share price, selling down its shareholding in SpermGen provides a better return to NuSep’s shareholders than raising the required funds from NuSep’s existing shareholders and significantly diluting them as a result.

The Board and Management believe that the building blocks for the growth have been put in place for a successful and rewarding next 12 months for our shareholders.

*ENDS*

For more information please contact:

Contact: Swapna Keskar Company Secretary +61 2 8415 7300 keskar@companymatters.com.au

About NuSep

NuSep (ASX: NSP) is a publicly listed life sciences company that sells products into the global BioSeparations market. NuSep recently acquired BioInquire which developed the ProteoIQ software enabling NuSep to offer a total Proteomics solution from Fraction to Function . The company has offices in both Sydney Australia and Atlanta, USA.

With a 30 year heritage in biological separations, NuSep has forged a world class reputation for its innovative yet simple biological separation techniques including the world’s first IVF sperm separation device. In short NuSep has redefined the BioSeparations market through innovation and simplification.

NuSep’s world renowned research team has developed an extensive portfolio of patented products. In all, NuSep currently manufactures, distributes and sells 55 products to customers in the USA, Europe, Asia and Australia.

NuSep Products:

==> picture [12 x 17] intentionally omitted <==

• Gels – NuSep manufactures and sells precast gels including the innovative nUView Gels, which can be visualised 2 minutes after use.

– 3 –

==> picture [12 x 17] intentionally omitted <==

• Separation Instruments – NuSep has developed two unique biological separation instruments. The ProteomeSep was released in 2009 and can separate biological samples into 8 fractions for use in the proteomic market. The SpermSep separates sperm for fertility treatments such as IVF.

==> picture [12 x 17] intentionally omitted <==

• Proteomics Software – NuSep offers the unique ProteoIQ software for the analysis of complex mass spec samples. This software is also designed to identify bio markers.

==> picture [12 x 17] intentionally omitted <==

• Biological Products – NuSep supplies research grade biological products manufactured using its unique separation technologies. These products include human IgG and Albumin .

For more information about NuSep please visit the company’s website www.NuSep.com

About PrIME Biologics Pte Ltd

PrIME Biologics is a Singapore based biotech company that has developed a disposable procedure for the processing of plasma proteins. PrIME Biologics is a subsidiary of NuSep Holdings Limited (ASX: NSP). PrIME Biologics process is based on the Pr eparative I solation by M embrane E lectrophoresis (PrIME) technology developed by NuSep. PrIME provides disposable modular processing that is ‘electronically’ driven membrane fractionation.

The PrIME process increases product yields to over 90% relative to the existing process 50% while increasing product safety. The PrIME has been shown to remove virus, bacteria, endotoxins and prions which cause ‘Mad Cow Disease’. Further, PrIME Biologics process can produce multiple plasma products in hours compared to days, which is required by the current manufacturers.

The initial application for the PrIME process will be the Currently Unprocessable Plasma which represents approximately 50% of all the plasma collected in many Asian countries.

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

Appendix 4E

Preliminary final report

Name of entity

NuSep Holdings Ltd

ABN or equivalent company reference 33 120 047 556

Financial year ended (‘current period’)

30 JUNE 2012

For announcement to the market

For announcement to the market
	$A’000
Revenues from ordinary activities Gross Profit Margin EBITDA (loss) Profit (loss) from ordinary activities after tax attributable to members Net (loss) for the period attributable to members	Up Up 42% 44% to to 2,549 1,605 Reduced 56% to (1,129) Reduced 22% to (4,924) Reduced 22% to (4,924)
Dividends (distributions)		Amount per security	Franked amount per security
Final dividend		Nil	Nil
Previous corresponding period		Nil	Nil
Record date for determining entitlements to the dividend,	N/A
	N/A
Brief explanation of any of the figures reported above (see Note 1) and other item(s) of importance not previously released to the market; Depreciation/amortisation expenses for the year was $690,955 and P&L expenses relating to the PrIME project for the year was $400,931. The depreciation of $397,475 and the PrIME expenses of $400,931 are not identified as separate line items in the Statement of Comprehensive Income. Nusep has fully written off the remaining balance of the assets related to the IQ software/ BioInquire division amounting to $3,044,126. In the previous year, the net charge related to this investment was $2,961,068. For more comments please refer attached press release.

Brief explanation of any of the figures reported above (see Note 1) and other item(s) of importance not previously released to the market;

Depreciation/amortisation expenses for the year was $690,955 and P&L expenses relating to the PrIME project for the year was $400,931. The depreciation of $397,475 and the PrIME expenses of $400,931 are not identified as separate line items in the Statement of Comprehensive Income.

Nusep has fully written off the remaining balance of the assets related to the IQ software/ BioInquire division amounting to $3,044,126. In the previous year, the net charge related to this investment was $2,961,068.

For more comments please refer attached press release.

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

1. Consolidated Statement of Comprehensive Income

1.Consolidated Statement of Compreh	ensive Income
Continuing operations	For the year ended 30 June 2012 $	For the year ended 30 June 2011 $
1.1 Revenues Revenue from sales or services Cost of Sales	2,549,415 (944,532)	1,799,710 (684,551)
Gross Profit Margin Other Income Marketing General & administration Research & development Finance cost expenses Amortisation of Intangible Assets Other expenses - Impairment of Intangible Assets	1,604,883 8,033 (839,847) (1,390,565) (900,720) (68,217) (293,480) (3,044,126)	1,115,159 3,127,411 (1,313,943) (2,281,256) (404,438) (5,509) (502,648) (6,055,873)
1.2 Profit/(Loss) before income tax 1.3 Income tax	(4,924,039) -	(6,321,097) -
1.4 Profit/(Loss) after tax from continuing operations	(4,924,039)	(6,321,097)
1.5 Net profit/(loss) for the period	(4,924,039)	(6,321,097)
1.6 Net profit/(loss) attributable to members of parent	(4,924,039)	(6,321,097)
1.7 Other comprehensive income/(expense)	(65,571)	91,084
Exchange translationdifference
Other comprehensive income from continuing operations for the period	-	-
1.8 Total comprehensive income/(expense) for the period	(4,989,610)	(6,230,013)

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

Consolidated retained profits

Consolidated retained profits
	30 June 2012 $	30 June 2011 $
1.9 Accumulated losses at the beginning of the financial period 1.10 Net profit/(loss) attributable to members (item 1.6)	(15,998,602) (4,924,039)	(9,677,505) (6,321,097)
1.11 Accumulated losses at end of financial period	(20,922,641)	(15,998,602)

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

2. Statement of Financial Position	As at 30 June 2012 $	As at 30 June 2011 $
Current assets 2.1 Cash and cash equivalents 2.2 Trade and other receivables 2.3 Inventories 2.4 Other current assets 2.5 Total current assets	173,447 872,098 370,527 24,432	29,009 825,720 426,740 34,343
	1,440,504	1,315,812
Non-current assets 2.6 Property, plant and equipment 2.7 Intangible assets 2.8 Financial assets 2.9 Total non-current assets	1,183,447 6,687,050 300,000	1,564,390 7,391,062 300,000
	8,170,497	9,255,452
2.10 Total assets	9,611,001	10,571,264
Current liabilities 2.11 Trade & other payables 2.12 Interest bearing liabilities 2.13 Short term provisions 2.14 Total current liabilities	2,962,780 1,068,422 270,464	2,914,916 - 217,351
	4,301,666	3,132,267
Non-current liabilities 2.15 Other Liabilities 2.16 Long-term provisions 2.17 Total non-current liabilities	- 87,822	377,286 66,628
	87,822	443,914
2.18 Total liabilities	4,389,488	3,576,181
2.19 Net assets	5,221,513	6,995,083
Equity 2.20 Issued Capital 2.21 Reserves 2.22 Retained losses	25,101,806 1,042,348 (20,922,641)	21,891,153 1,102,532 (15,998,602)
2.23 Total equity	5,221,513	6,995,083

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

3. Consolidated Cash Flow Statement

3.Consolidated Cash Flow Statement
	As at 30 June 2012 $	As at 30 June 2011 $
Cash flows from operating activities 3.1 Receipts from customers 3.2 Payments to suppliers and employees 3.3 Government grants 3.4 Interest received 3.5 Finance costs 3.6 Net cash flows (used in)/from operating activities	1,604,567 (2,999,494) 749,684 8,033 (30,593)	1,022,620 (4,015,722) 1,267,341 34,628 (5,509)
	(667,803)	(1,696,642)
Cash flows from investing activities 3.7 Payment for purchases of property, plant and equipment 3.8 Payment for purchases of other non-current assets 3.9 Net cash flows used in investing activities	(17,619) (2,387,318)	(567,786) (1,624,760)
	(2,404,937)	(2,192,546)
Cash flows from financing activities 3.10 Proceeds from issues of securities 3.11 Shares Buy Back 3.12 Share issue costs 3.13 Proceeds from borrowings 3.14 Repayment of borrowings 3.15 Net cash flows from financing activities	2,519,194 (633) (169,796) 1,028,512 (160,099)	2,505,458 (15,557) (133,683) 438,219 (76,881)
	3,217,178	2,717,556
3.16 Net increase/(decrease) in cash held 3.17 Cash at beginning of period	144,438 29,009	(1,171,632) 1,200,641
3.18 Cash and cash equivalents at end of period (see Reconciliation of cash)	173,447	29,009

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

4. Consolidated Statement of Changes in Equity

	Issued Capital $	Foreign currency translation Reserve $	Share options Reserve $	Asset revaluation Reserve $	Accumulated Losses $	Total Equity $
Balance 30 June 2011 Movement Profit for the period Currency translation difference Total comprehensive income for the period Issue of share capital Transaction costs on share issue Employee share option plan	21,891,153	103,352	235,617	763,563	(15,998,602)	6,995,083
	- -	- (65,571)	- -	- -	(4,924,039) -	(4,924,039) (65,571)
	- 4,862,174 (1,651,521) -	(65,571) - - -	- - - 5,387	- - - -	(4,924,039) - - -	(4,989,610) 4,862,174 (1,651,521) 5,387
						5,221,513
Balance 30 June 2012	25,101,806	37,781	241,004	763,563	(20,922,641)

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

5. Reconciliation of cash

5. Reconciliation of cash
Reconciliation of cash at the end of the period (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows.	30 June 2012 $	30 June 2011 $
5.1 Cash on hand and at bank 5.2 Total cash at end of period(item 3.18)	173,447	29,009
	173,447	29,009

6. Earnings per security (EPS)	30 June 2012	30 June 2011
6.1 6.2 6.3 Basic profit/(losses) per share Weighted Average number of ordinary shares used as the denominator in calculating basic earnings per share Diluted profit/(losses) per share	(5 cents) 98,000,543 (5 cents)	(10 cents) 61,237,673 (10 cents)

7. NTA backing	30 June 2012	30 June 2011
7.1 Net tangible asset backing per ordinary security	($0.01)	($0.01)

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

8. Segment Reporting

Segment performance

Year ended 30 June 2012 Revenue from sales or services Revenue from outside operating activities: Interest Total Segment Revenue Total Segment Profit/(Loss)	Consumable products Separations Software Consolidated $ $ $ $
	1,822,791 372,353 354,271 2,549,415 - 8,033 - 8,033
	1,822,791 380,386 354,271 2,557,448
	210,259 (1,790,065) (3,344,233) (4,924,039)

Year ended 30 June 2011 Revenue from sales or services Revenue from outside operating activities: Interest Other revenue Total Segment Revenue Total Segment Profit/(Loss)	Consumable products Separations $ $	Software Consolidated $ $
	979,734 404,131 - 32,606 - -	415,845 1,799,710 - 32,606 3,094,805 3,094,805
	979,734 436,737	3,510,650 4,927,121
	138,755 (3,265,693)	(3,194,159) (6,321,097)

Segment assets

Opening balance 1 July 2011 Additions Disposals/others Closing balance 30 June 2012	Consumable products Separations Software Consolidated $ $ $ $ 4,045,345 3,280,626 3,245,293 10,571,264 99,633 2,155,911 - 2,255,544 - - (3,215,807) (3,215,807)
	4,144,978 5,436,537 29,486 **9,611,001 **

Matters Subsequent To The End Of The Financial Year

NuSep announced on 14 [th] August 2012 that it had acquired both the fit out and all the equipment at the A-Bio facility in Singapore through the sale of a 10% stake in Prime Biologics Singapore for S$6m by the SGX listed Luye Pharma Group.

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

Annual General Meeting

The annual general meeting will be held as follows:

Place	324 Burns Bay Road, Lane Cove, NSW
Date	TBA
Time	10am
Approximate date the annual report will be available	Monday 15thOctober 2012

30 June 2012 Appendix 4E

NuSep Holdings Ltd Preliminary Final Report 30 June 2012

Compliance statement

• 1 The report has been prepared in accordance with the Corporation Act 2001, Accounting Standards and Urgent Issues Group Interpretations, and complies with other requirements of the law. Accounting Standards, include Australian equivalents to International Financial Reporting Standards “AIFRS”. Compliance with AIFRS ensures that the consolidated financial statements and notes of the consolidated entity comply with International Financial Reporting Standards “IFRS”.

• 2 This report, and the accounts upon which the report is based, use the same accounting policies.

• 3 This report does give a true and fair view of the matters disclosed.

• 4 This report is based on accounts that are in the process of being audited. Details of any qualifications will follow immediately they are available.

• 6 The entity has a formally constituted Audit Committee.

Signed:

==> picture [61 x 38] intentionally omitted <==

Name: John Manusu Chairman

Date: 30 August 2012

30 June 2012 Appendix 4E