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MYECO GROUP LTD Capital/Financing Update 2008

Jun 22, 2008

65304_rns_2008-06-22_4edef2f8-1bf3-470b-9bf8-bcb452d25f57.pdf

Capital/Financing Update

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==> picture [76 x 108] intentionally omitted <==

ACN 064 755 237

TO: COMPANY ANNOUNCEMENTS OFFICE AUSTRALIAN SECURITIES EXCHANGE LIMITED

DATE: 23[rd] June 2008

NEW ISSUE OF SECURITIES

Further to the approval of shareholders given at the General Meeting of 16[th] June 2008 the Company announces the issue of total of 276,172,149 new options as follows:

  • A. Each person registered as a holder of an option with an expiry date of 31 December 2007 which was not exercised at that date and therefore expired, will be offered one (1) new option for each of the abovementioned options that expired with the maximum number of options to be issued being 196,167,308 . Each new option will be issued at a price of ½ of a cent ($0.005) and is exercisable at 10 cents at any time up to 30 June 2011.

  • B. The balance of the options (plus any shortfall in the issue referred in item A above) will be issued free as a bonus issue to members at the record rate (13 August 2008) to determine entitlements to the bonus issue as per the attached timetable. These options will also be exercisable at an exercise price of $0.10 (10 cents) at any time up to 30 June 2011 under the terms of the issue approved at the General Meeting on 16[th] June 2008.

A separate prospectus will be issued in relation to each of the issues referred in Item (A) & (B).

An Appendix 3B and Time Table is attached.

Pat Volpe Chairman

CARDIA TECHNOLOGIES LTD

REGISTERED OFFICE Suite 5.10, Level 5, 737 Burwood Rd, Hawthorn, Victoria Australia 3122 Telephone +61 3 9813 3228 Email: [email protected]

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

CARDIA TECHNOLOGIES LIMITED

ABN 89 064 755 237

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
issued
2
Number
of +securities issued or to
be issued (if known) or maximum
number which may be issued
Options
A Total of 276,172,149 options with:
(a) up to 196,167,308 options being issued at an
issue price of $0.005 (1/2 a cent).
(b) the balance of the options being issued as a
bonus issue to members at the record date (13
August 2008) to determine entitlements to the bonus
issue as per the attached timetable.
All options will be exercisable at an exercise price of
$0.10 (10 cents) at any time up until 30 June 2011
under the terms of the issue as approved in general
Meeting on 16 June 2008.
A separate prospectus will be required to be issued
in relation to each of the issues in 2(a) and 2(b).
  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

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
+convertible
securities, the conversion price and
dates for conversion)
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
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
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
The options to be granted pursuant to 2(a) above will
be granted at an issue price of $0.005 (1/2 a cent)
and being exercisable at an exercise price of $0.10
(10 cents) at any time up until 30 June 2011.
As to the balance they will be issued free of cost to
members as a bonus issue as referred to in 2(b).
No: the Options are a new class of security.
The ordinary shares to be issued on exercise of the
options will rank equally with all other ordinary
shares then on issue.
As per 2(a) above up to 196,167,308 will be issued
at an issue price 0f $0.005 (1/2 a cent).
The balance of the options (including any shortfall in
the issue referred to in item 2(a) will be issued free
as a bonusissue.
To
raise
funds
from
the
issue
and
to
fulfil
commitments made to members and optionholders
on 17 December 2007.
Anticipated date is by 15 August 2008 as per the
attached timetable.
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)
Number +Class
276,172,149
276,172,149
Ordinary shares
Options as per 2(a) and
2(b).
Number +Class
NIL
The board of directors
dividend policy upon
operations
will consider establishing a
achievement of profitable

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?
No
No
Anticipated to be approximately 1 for 3 subject to
the amount of shortfall from the issue referred to in
2(a).
Precise details of the ratio of the bonus
component of the issue will only be available on the
shortfall, if any, in the issue the subject of 2(a)
above beingdetermined.
Options to acquire ordinary shares.
No record date for issue referred to in 2(a).
The record date for bonus component of the issue is
as per attached timetable, namely 12 August 2008.
Yes
  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

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
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
Entitlements under the bonus component of the
issue will be rounded down
The prospectus for the issue under 2(a) will not be
issued
to
anyone
outside
Australia and
New
Zealand.
Closing date for acceptances under offer referred to
in 2(a) is 1 August 2008 as per the attached
timetable.
There is no closing date for the bonus issue
component under 2(b) by virtue of it being a bonus
issue.
N/A
N/A
N/A
N/A
N/A
The issue was approved at a general meeting of
members on 16 June 2008.
The Prospectus for issue referred to in 2(a) will be
despatched on 18 July 2008 as per the attached
timetable.
The prospectus for the bonus issue component will
be despatched by not later than 15 August 2008 as
per attached timetable. That prospectus will be
issued with the relevant holding statements for the
bonus options being granted under that issue. as per
attached timetable.
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?
32
How do +security holders dispose of
their entitlements (except by sale
through a broker)?
33
+Despatch date
N/A
N/A
N/A
N/A
N/A
N/A
Anticipated despatch date is 15 August 2008 as per
attached timetable.

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) X 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

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 5

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

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
on conversion of another security, clearly identify that
other security)
276,172,149
Options exercisable at an exercise price of $0.10 (10
cents) at any time up until 30 June 2011.
The options are a new class of security.
Ordinary shares issued on exercise of the options
will rank equally with all other ordinary shares then
on issue.
The issue of the options is required to be proceeded
with pursuant to a resolution passed at general
meeting of the members of the Company held on 16
June 2008.
42
Number and +class of all +securities
quoted
on
ASX
(including
the
securities in clause 38)
Number +Class
276,172,149
276,172,149
Ordinary shares
Options
exercisable
at
an
exercise
price
of
$0.10
(10
cents) at any time up until 30
June 2011.

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:

............................................ Date: ....23 June 2008.....................

(Director)

Print name: .....PATRICK VOLPE....................................................

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7

Timetable for Options Issue: Cardia Technologies Limited
Item Date Business
Day: ASX Timetable
Shareholder Meeting Monday 16 June 2008
Before Day 0
Entity announces bonus issue
to
ASX
and
applies
for
quotation (Appendix 3B).
By Close of Business
Monday 23 June 2008
Before Day 0
Lodge Prospectus for issue to
ex option holders only with
ASIC
and
ASX:
excludes
bonus.
Tuesday 1 July 2008 Day 0
Expiry of Exclusion Period on
Prospectus.
By
Tuesday
15
July
2008
Day 10
Despatch of Offer to Ex-
Optionholders with application
Form for Optionholders.
Friday 18 July 2008 Day 13
Lodge further prospectus with
ASIC for bonus element with
ASIC and ASX.
Monday 28 July 2008 Day 19
Acceptances
from
Ex-
Optionholders
under
first
prospectus closes.
Friday 1 August 2008 Day 21
Determination of Shortfall in
Options
issue
under
first
prospectus.
Wednesday
6
August
2008
Day 24
Securities quoted on deferred
delivery basis.
Thursday 7 August 2008 Day 25
Expiry of Exclusion Period on
Prospectus for bonus options.
Thursday 7 August 2008 Day 25
Record
Date
to
determine
persons entitled to participate
in bonus element.
Tuesday
13
August
2008
Day 29
Despatch
of
Holding
Statements for Options issued
pursuant to the Issue to Ex
optionholders at ½ cent.
Despatch of Prospectus and
Holding Statements re bonus
component of Issue.
By Friday 15
August
2008
Day 37