MEMPHASYS LIMITED. — M&A Activity 2009

Feb 17, 2009

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Value of Acquisition of NxGen

SYDNEY, AUSTRALIA – 18[th] February, 2009 – NuSep (ASX: NSP). In response to shareholder questions the Company would like to comment on the value of the proposed acquisition of NxGen Pharmaceuticals Pty Limited ( NxGen ) by NuSep which is subject to shareholder approval. Full details of the NxGen acquisition are set out in the notice of meeting for the upcoming extraordinary general meeting of the Company to be held on 13 March 2009 ( Notice of Meeting ).

NxGen has been independently valued to be worth in the range of $21.4m to $35.1m with a mid point value of $28.4m[1] . This valuation is subject to assumptions and qualifications set out in the Independent Expert’s report which is attached to the Notice of Meeting. NuSep has agreed to acquire NxGen for $25m. $3.75m of the purchase price, which is payable by the issue of shares in the Company, is conditional upon NxGen reaching a pre tax profit of $2.1 million on or prior to 30 June 2010.

After completion of the NxGen acquisition, NuSep’s existing shareholders will hold at least 12.5% of the issued share capital of the Company. NuSep has acquired NxGen for $25m. This would value the 12.5% held by NuSep’s shareholders on Completion at approximately $3.125m or 6.8¢ per share based on the current issued share capital of the Company.

This value is in addition to the value of the current NuSep business which subject to shareholder approval will be spun out into a new unlisted entity, Prime BioSeparations Ltd ( Prime ) ( Spin Out ). The Company will receive 1.7 million shares in Prime in consideration of the Spin Out which it proposes, subject to shareholder approval, to distribute pro rata to existing shareholders of the Company. .

Rational for the Acquisition

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Acquiring a profitable and cashflow positive business;

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NxGen is a growing business; and

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NxGen has an extensive product pipeline;

Acquisition Timing

Prospectus Timing

NuSep is preparing the Prospectus which will among other items incorporate an independent valuation of the NxGen business. It is expected that it will be forwarded to all shareholders and potential investors before the end of February 2009.

1 See independent valuation of NxGen page 65 of NuSep’s 13 March 2009 Extraordinary Notice of Meeting. NuSep Ltd Postal Address Contact Details Email info@nusep.com 22 Rodborough Rd P.O. Box 6126 Telephone +61 2 8977 9000 Web www.nusep.com Frenchs Forest NSW 2086 Frenchs Forest NSW 2086 Facsimile +61 2 8977 9099 ABN 33 120 047 556

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Shareholder meeting

A meeting of shareholders will be held on 13 March 2009 to approve the acquisition of the NxGen business.

Completion of NxGen Acquisition

It is anticipated that the completion of the NxGen acquisition will occur in early April 2009.

This announcement should not be read to the exclusion of the Notice of Meeting and the Board strongly urges each shareholder of the Company to review the Notice of Meeting in detail and obtain professional advice if required .

About NuSep

NuSep (ASX: NSP) is a publicly listed life sciences company that sells products into the global bioseparations market. 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:

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• Gels – NuSep manufactures and sells precast gels including the innovative iGels, with a 2 year shelf life.

• Separation Instruments – NuSep has developed two unique biological separation instruments. The first instrument released in February 2008 can separate biological samples into 8 fractions for use in the proteomic market. The second instrument separates sperm for fertility treatments such as IVF and is presently undergoing clinical trials.

• 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

Contact: Prakash Patel Chief Financial Officer & Company Secretary +61 2 8977 9000 prakash.patel@nusep.com