MEMPHASYS LIMITED. — Capital/Financing Update 2011

Jul 6, 2011

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FOR IMMEDIATE RELEASE

NuSep SPO Update & Investor Meetings

Sydney, Australia 7[th] July 2011 - NuSep (ASX: NSP) wishes to advise the market that the $2.1m Share Purchase Offer (SPO) prospectus has been released to the market. The prospectus is to raise up to $2.1 million at 10¢ per Share. The record date for the offer is Wednesday 6 July 2011 and the SPO closes on Friday 29 July 2011.

The SPO is underwritten for $1.5m and includes $200,000 which has been underwritten by Directors of the NuSep Board. The balance of the $1.5m underwriting has been provided by NuSep’s largest shareholders.

Subject to shareholder approval at the General Meeting to be held on 31 August 2011, the prospectus is also for the issue of one bonus option to Eligible Shareholders for every two Shares held at the Bonus Record Date being 12 September 2011.

T IMETABLE AND I MPORTANT DATES

TIMETABLE ANDIMPORTANTDATES
EVENT	DATE
Shareholders informed of the SPO	Monday 20 June 2011
Prospectus lodged with the ASIC and ASX.	Tuesday, 5 July 2011
Record Date for Shareholder entitlement to the SPO	Wednesday 6 July 2011
Opening Date of SPO	Thursday 7 July 2011
Closing Date of SPO	Friday 29 July 2011
General Meeting to approve the issue of shares under this SPO, and the Directors underwriting of this SPO.	Wednesday 31 August 2011
Holding statements dispatched and normal trading commences	Monday 5 September 2011*
Bonus Record Date of the Bonus Options	Monday 12 September 2011*

• Subject to Shareholder approval at the General Meeting to be held on 31 August 2011.

The Directors may extend the Closing Date for the SPO without prior notice. As such, the date the Shares are expected to commence trading on ASX may vary.

In order to provide NuSep shareholders with additional information on the Company’s activities the Company will hold the following investor presentations and one onsite presentation at NuSep’s Lane Cove facilities.

Contact Details Telephone +61 2 8415 7300 Facsimile +61 2 8415 7300

NuSep Holdings Ltd 324 Burns Bay Rd Lane Cove NSW 2066

Email info@nusep.com Web www.nusep.com ABN 33 120 047 556

Postal Address P.O. Box 823 Lane Cove NSW 1595

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Date & Time	**Location **
Thursday21stJuly2011 at 11am	NuSepFacilityat 324 Burns BayRd,Lane Cove
Monday25thJuly2011 at 12 noon	Melbourne at Level 26,530 Collins Street,Melbourne
Tuesday26thJuly2011 at 12 noon	Sydneyat Level 18,133 Castlereagh St,Sydney

All shareholders are invited to attend these presentations. Please advise the Company Secretary Prakash Patel at cosec@nusep.com if you wish to attend one or more of these presentations.

Attached is the Appendix 3B for issue of Bonus listed share options under the SPO prospectus.

*ENDS*

For more information please contact:

Contact: Prakash Patel Company Secretary +61 2 8415 7300 prakash.patel@nusep.com

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:

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

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• 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 and is expected to undergoing clinical trials later this year.

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• 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.

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• 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

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About SingaPharm

SingaPharm is a Singapore based biotech company that has developed a disposable procedure for the processing of plasma proteins. SingaPharm is currently a wholly owned subsidiary of NuSep Holdings Limited (ASX: NSP). SingaPharm’s 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.

This process is flexible and modular compared with the large scale inflexible processing facilities of existing fractionators in US and Europe. The process has increased product yield relative to the existing process with increased product safety. The flexible nature of the PrIME technology also provides SingaPharm with access to plasma volumes that previously did not meet the criteria for larger scale processing facilities. Further, SingaPharm’s process can produce multiple plasma products in hours compared to days, which is required by the current manufacturers.

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.

Name of entity

NuSep Holding Ltd

ABN

33 120 047 556

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 Bonus listed share options. issued

• 2 Number of[+] securities issued or to Around 47m Bonus listed share options. be issued (if known) or maximum number which may be issued

• 3 Principal terms of the[+] securities (eg, if options, exercise price and Bonus listed share options expiring 31 March expiry date; if partly paid 2012 under the terms of the Share Purchase +securities, the amount outstanding Offer (SPO) prospectus dated 5 July 2011. The

• and due dates for payment; if +convertible securities, the issue will be subject to approval by NuSep Shareholders at a General Meeting to be held

• conversion price and dates for on 31st August 2011.

• conversion)

• See chapter 19 for defined terms.

Appendix 3B Page 1

1/1/2003

• 4 Do the[+] securities rank equally in all No 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 On exercise of the options on or prior to expiry date of 31 March 2012

• • the extent to which they participate for the next dividend, (in the case of a trust, Nil distribution) or interest payment

• • the extent to which they do not rank equally, other than in relation to the next dividend, No ranking until exercised distribution or interest payment

• 5 Issue price or consideration Nil

5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Nil	Nil
	Bonus listed share options under the prospectus dated 5 July 2011. The issue will be subject to approval by NuSep Shareholders at a General Meeting to be held on 31st August 2011.
	On or around 16 September 2011.
	Number	+Class
	73,051,172 Around 47m 29,188,869	Ordinary Shares Listed 15cents Share options – expiring 31 March 2012 Listed 35cents Share options– expiring 1 September 2012
	Number	+Class
	N/A
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 2

1/1/2003

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	Yes
	Non- renounceable.
	Each Nusep Shareholder will be allotted one Option for every two Shares held by that Shareholder on the Bonus Record Date provided that Shareholder approval for the issue of these Options is obtained at the General Meeting to be held on 31st August 2011.
	Listed Share Options
	12 September 2011
	N/A
	Rounded down.
	N/A
	N/A

• 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?	N/A
	N/A
	N/A
	N/A
	N/A
	Shareholder General Meeting to be held on 31 August 2011.
	On or around 7 July 2011.
	1 September 2011.
	N/A
	N/A
	N/A
	N/A

• 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)?

N/A

33 +Despatch date

N/A

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 setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 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)	N/A
	N/A
	N/A
	N/A
	Number	+Class
	N/A

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.

• 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.

• 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: .. ............................. Date: ..7 July 2011......... ( ~~Director/~~ Company secretary)

Print name: .PRAKASH PATEL.............................................

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• See chapter 19 for defined terms.

Appendix 3B Page 7

1/1/2003