MYECO GROUP LTD - Capital/Financing Update 2010

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TO: COMPANY ANNOUNCEMENTS OFFICE ASX LIMITED

DATE: 19 April 2010

BIOGLOBAL LIMITED CAPITAL RAISING

The Board of Cardia Bioplastics Limited has been notified by Bioglobal Limited, a Company in which Cardia holds a 22.38% interest, that it is proposing to raise up to $4,000,000 through an issue of 16 million shares at 25 cents per share.

Bioglobal Limited is a producer of agricultural biochemical products and the offer will be made solely to Professional and Sophisticated Investors who are excluded offerees within the meaning of Section 708 of the Corporations Act 2001, via an Information Memorandum, a copy of which is attached.

The Information Memorandum is being distributed to Bioglobal shareholders who qualify as Professional and Sophisticated Investors.

Cardia Shareholders who qualify can contact Bioglobal and request an Application Form.

Cardia’s has a holding of 18.78 million shares in Bioglobal with a cost base of $179,264. This issue gives Cardia a potential market value on its Investment in Bioglobal of $4.695million.

PAT VOLPE Chairman

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Registered Office
Suite 5.10, Level 5,
737 Burwood Road,
Hawthorn, VIC 3122
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Contact
Pat Volpe: +61 412088858
Frank Glatz: +61 400930530
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Information Memorandum

2[nd] April 2010

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Information Memorandum

Information Memorandum

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Important notice and disclaimer

This document is not an offer of securities and is provided on a confidential basis to the recipient for information purposes only, pursuant to section 734(9) of the Corporations Act which permits the issue of “pathfinder” documents to sophisticated investors and professional investors.

In accordance with section 708(8) of the Corporations Act, to be recognised as sophisticated the investor must:

a) subscribe for securities of at least AUD$500,000; or
b) in addition to amounts previously paid, subscribe for securities of the same class that add up to at least AUD$500,000; or
c) provide a certificate from a qualified accountant no more than 6 months before the offer is made that confirms the person to whom the offer is made has net assets of the value of at least AUD$2,500,000 or gross income for each of the last two financial years of at least AUD$250,000; or
d) be a company or trust controlled by a person who meets the requirements of paragraph c) above.

As defined in section 9 of the Corporations Act, a professional investor means a person to whom one of the following applies:

a) the person is a financial services licensee;
b) the person is a body regulated by APRA, other than a trustee of any of the following within the meaning of the Superannuation Industry (Supervision) Act 1993:
i. a superannuation fund
ii. an approved deposit fund
iii. a pooled superannuation trust iv. a public sector superannuation scheme;
c) the person is a body registered under the Financial Corporations Act 1974;
d) the person is a trustee of:
i. a superannuation fund
ii. an approved deposit fund
iii. a pooled superannuation trust
iv. a public sector superannuation scheme
v. within the meaning of the Superannuation Industry (Supervision) Act 1993 and the fund, trust or scheme has net assets of at least AUD$10 million;
e) a person who has or controls gross assets of at least AUD$10 million (including any assets held by an associate or under a trust that the person manages);
f) the person is a listed entity or a related body corporate of a listed entity;
g) the person is an exempt public authority;
h) the person is a body corporate or an unincorporated body that:
a. carries on a business of investment in financial products, interest in land or other investments and
b. for those purposes, invests funds received (directly or indirectly) following an offer or invitation to the public, within the meaning of section 82 of the Corporations Act, the terms of which provided for the funds subscribed to be invested for those purposes;
i) the person is a foreign entity that if established or incorporated in Australia would be covered by one of the preceding paragraphs.

This document has been issued to you to obtain your views in relation to the offer contemplated by this document. Bioglobal Limited and its subsidiaries (“ Bioglobal ”) give no assurance to the recipient or any other person in relation to any of the information contained in this document. Any investment decision should be made solely on the basis of your own conclusion and independent advice.

To the extent permitted by law, Bioglobal, its directors, employees, agents and advisers disclaim all liability, direct, indirect or consequential (whether or not arising out of a breach of statute, or negligence, default or lack of care by such persons) for any loss or damage suffered by the recipient for other persons arising out of, or in connection with, any use or reliance on this document. The recipient agrees that it shall not seek to sue or hold Bioglobal, its directors, employees, agents or advisers liable in any such respect for the provision of this document.

The recipient confirms by accepting this document that it is a person to whom this document may be provided in accordance with section 734(9) of the Corporations Act. The recipient may not provide a copy of this document, or communicate any of the information in it, to any other person.

By receiving and accepting this document, the recipient acknowledges and agrees with the terms contained in this disclaimer. If these terms are not acceptable to the recipient, this document must be returned immediately to Bioglobal Ltd (Attention: Mr Ken Ingbritsen).

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1.	Executive Summary................................................................................................. 5
1.1	Overview ............................................................................................................. 5
1.2	Overview of Product Portfolio .............................................................................. 5
1.3	Existing Operations ............................................................................................. 6
1.4	Opportunities ...................................................................................................... 6
1.5	Investment Process ............................................................................................ 7
2.	Company Overview ................................................................................................. 8
2.1	Corporate Directory............................................................................................. 8
2.2	Historical Overview ............................................................................................. 9
2.3	Company and Business Structure ..................................................................... 10
3.	Business Overview ................................................................................................ 11
3.1	Mating Disruption .............................................................................................. 11
3.2	Attract and Kill ................................................................................................... 12
3.3	Repel ................................................................................................................ 12
3.4	Why Bioglobal’s products are more effective than conventional chemicals ....... 12
4.	Market Overview .................................................................................................... 15
4.1	Target Markets .................................................................................................. 15
5.	Distribution Channels ........................................................................................... 19
5.1	Distribution Agreements .................................................................................... 19
5.2	Chinese Distribution .......................................................................................... 19
5.3	Saudi Arabian Opportunities ............................................................................. 21
5.4	Indian Opportunities .......................................................................................... 21
6.	Opportunities ......................................................................................................... 22
6.1	China ................................................................................................................ 22
6.2	South Africa ...................................................................................................... 23
6.3	India .................................................................................................................. 24
6.4	Saudi Arabia ..................................................................................................... 25
6.5	The Rest of the World ....................................................................................... 26
7.	Timeline to achieve opportunities ........................................................................ 27
7.1	China ................................................................................................................ 27
7.2	New Zealand..................................................................................................... 27
7.3	South Africa ...................................................................................................... 27
7.4	India .................................................................................................................. 27
7.5	Saudi Arabia ..................................................................................................... 27
8.	Intellectual Property .............................................................................................. 27
8.1	Patents ............................................................................................................. 27
8.2	Intellectual Property of Stephen Sexton ............................................................ 27
8.3	Technical Advisory Panel. ................................................................................. 28
9.	Purpose of the Capital Raising ............................................................................. 29
9.1	The Raise ......................................................................................................... 29
9.2	Use of funds...................................................................................................... 29
9.3	Ranking of the New Shares .............................................................................. 30

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10. Financial Information ............................................................................................ 30	10. Financial Information ............................................................................................ 30
10.1	Historical Financial Information ......................................................................... 30
10.2	Profitability Excluding Research & Development ............................................... 31
10.3	Financial Projections ......................................................................................... 31
11. Board and Management ........................................................................................ 31
11.1	Mr Patrick John Volpe – Chairman .................................................................... 31
11.2	Mr Ken Ingbritsen – Director & Chief Executive Officer ..................................... 32
11.3	Mr Stephen Sexton – Director & Principal Scientist ........................................... 32
12. Exit	Strategy........................................................................................................... 32
12.1	Initial Public Offering ......................................................................................... 32
13. Specific Risk Factors ............................................................................................ 33
13.1	Research and Development Projects ................................................................ 33
13.2	Risks Specific to Research and Development Investments ............................... 33
13.3	Regulatory Changes ......................................................................................... 34
13.4	Further Capital Raisings ................................................................................... 34
13.5	Marketing and Distribution Agreements ............................................................ 35
13.6	Manufacturing Risk ........................................................................................... 35
13.7	Sovereign Risk .................................................................................................. 35
13.8	Competition Risk for Australia ........................................................................... 35
13.9	Legal Matter – Shin-Etsu................................................................................... 35
14. The	Investment Process........................................................................................ 36
15. Glossary ................................................................................................................. 37
Appendix 1: .................................................................................................................... 38
Appendix 2: ................................................................................................................... 40

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1. Executive Summary

1.1 Overview

This Information Memorandum (“ Memorandum ”) offers investors the opportunity to invest in a newly emerging product segment of the chemical industry - biochemicals for agricultural crop protection.

Bioglobal Limited (“ Bioglobal ”) was established in 2000 as an agricultural research and development company focused on environmentally friendly pesticides. Its personnel have pioneered products in biochemical protection for broad scale food and fibre crops (cotton, wheat, fruit and vegetables). Bioglobal is now a manufacturer of novel technologies which are market ready, with sales in Australia, South Africa and China.

Bioglobal’s products target specific pests which cause crop damage. Its products do not eliminate insects essential for a balanced eco-system. Bioglobal combines insect behaviour modifying chemicals (Pheromones and Kairomones) with cost-competitive delivery systems (patents, patent applications and trademarks are set out in Appendix 1). The technology developed and proven by Bioglobal has demonstrated reductions in pest damage to 1% leaving minimal or no chemical residues in crops, land and water.

The products meet the price points of competitors, but work better, and have added environmental benefits. In addition, the products are more sustainable (from both petrochemical and water perspectives), and significantly reduce OH&S issues.

1.2 Overview of Product Portfolio

Bioglobal’s product portfolio consists of technology strategies which assist in global agricultural crop protection:

Mating disruption (“ MD” )
Attract and kill (“ A&K” )
Repel (“ RL ”)

MD has been used for crop protection for 15 years. It is not new to agriculture.

Bioglobal's Products Focus On

1 The food we eat (chemical residues and food safety), and delivers: 2 Sustainable cost-effective control of pest damage to crops 3 An alternative to genetic modification of food and fibre 4 Reduction of toxic chemical contamination of the environment (land and water)

Bioglobal products can significantly reduce or eliminate toxic insecticide usage with a proven reduction of insecticide by 98-100% on certain crops. (Source: Bioglobal)

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1.3 Existing Operations

Bioglobal manufactures, markets and distributes products into the Australian markets which are well established and proven for control of moths in apples, peaches, pears and grapes (2009/2010 - sales of $2.3 million)

Bioglobal has evolved from importer to producer of its own technology which can be leveraged into global markets. For example, the current Australian market for apples, peaches, pears and grapes is approximately 22,000 hectares, while China has a peach and pear market consisting of approximately 2,300,000 hectares.

Recent highlights include:

Field trials in China on peaches and pears in 2008 and 2009 were successful. The use of Bioglobal product reduced crop damage between 60 – 90% compared to conventional chemicals.
June 2009: Production commenced in Melbourne.
August 2009: Sales commenced of Australian manufactured product.
September 2009: Received a Chinese delegation from the Maanshan Economic & Technological Development Zone in Brisbane.
November 2009: Application for registration of OFM dispenser in China lodged.
January 2010: Sale of LuciTrap to South Africa.
January 2010: Saudi Arabian market assessment – meeting with industry representatives and government officials
January 2010: Commissioning of Chinese production line.
February 2010: Application for China registration reviewed.
March 2010: Indian market assessment – meeting of Ministers at Central and Provincial level.

1.4 Opportunities

Bioglobal products are used to target specific pests within a knowledge management framework known in most sophisticated countries as Integrated Pest Management (“IPM”).

With the existing experience of Bioglobal’s management in the development and distribution of biochemical crop protection products within an IPM framework the opportunity exists to exploit this in various overseas markets.

This opportunity is already well developed in China and South Africa where trials of products have been conducted and distribution agreements have been put in place. Newer opportunities have arisen in India and Saudi Arabia with demonstration trials and testing to be undertaken in 2010.

Bioglobal has built political and commercial networks within China enabling it to become the first foreign company to achieve acceptance of its products for trials in biochemical agricultural crop protection. It will, in a like manner, develop political and commercial networks within Saudi Arabia and India to achieve the most advantageous outcomes.

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Exclusive product distribution agreements have been concluded with agri-chemical marketers: Wilbur-Ellis Company ( WECO ) in the U.S.A. and Tsunami Crop Care (Pty) Ltd ( Tsunami ) for Southern Africa, Hui Ying in China, and discussions are underway in Saudi Arabia and India.

In conjunction with its distributors, Bioglobal has established price points for each product to ensure it is cost-competitive with conventional chemicals, and offers a viable alternative to genetic modification.

The objective is to substantially control the management of IPM in those areas in China, Saudi Arabia and India into which Bioglobal products are sold and used, thus driving sales. As IPM is already established in USA, Australia/New Zealand and South Africa, Bioglobal uses existing agricultural distributors.

1.5 Investment Process

Issued capital is currently 83,899,215 ordinary shares (unlisted public company)

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Requirement: $4,000,000 through the issue of 16 million ordinary shares at 25 cents.

Purpose: The funds raised will be used for the development and establishment of a global Integrated Pest Management (IPM) structure; implementation of corporate governance system ahead of Initial Public Offering (IPO); financial and legal structuring of its international operations ； relocation and consolidation of Bioglobal’s manufacturing, laboratory and office premises in Brisbane; and general working capital.

establishment of a global Integrated Pest Management (IPM) structure; implementation of corporate governance system ahead of Initial Public Offering (IPO); financial and legal structuring of its international operations；relocation and consolidation of Bioglobal’s manufacturing, laboratory and office premises in Brisbane; and general working capital.	establishment of a global Integrated Pest Management (IPM) structure; implementation of corporate governance system ahead of Initial Public Offering (IPO); financial and legal structuring of its international operations；relocation and consolidation of Bioglobal’s manufacturing, laboratory and office premises in Brisbane; and general working capital.
CAPITAL STRUCTURE ON COMPLETION OF THE RAISE
Approximate Amount to be raised on full subscription (Offer Price perShare:$0.25)
	$4,000,000
Number of Existing Shares	83,899,215
Number of Shares being offered	16,000,000
Total number of Shares immediately after allotment of Shares (assuming full subscription)
	99,899,215

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2. Company Overview

2.1 Corporate Directory

Bioglobal Limited A.B.N. 94 091 488 505 ACN 091 488 505

Principal & Registered Office 226 Grindle Road Wacol Queensland 4076 Australia Tel: +61 7 3271 6299 Fax: +61 7 3271 6399 www.bioglobal.com.au

Australian Production 129 Merrindale Drive Croydon South, Victoria, 3136

China Corporate Office Room 1401, B Block Nanjing New World Centre China

Lawyers Cooper Grace Ward Level 21 400 George Street Brisbane Queensland

Auditors Elliotts Accounting Level 11 87 Wickham Terrace Brisbane Queensland

Patent & Trademark Attorney

IP Gateway Suite 2 18 Carol Avenue

Springwood Queensland

China Production Floor 1, No. 1 Building Fuchang Industrial Zone Maanshan Economic & Technological Zone China

Directors & Officers Mr Pat Volpe Non Executive Chairman Mr Ken Ingbritsen Executive Director & CEO Mr Stephen Sexton Executive Director

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2.2 Historical Overview

2000

Bioglobal Limited established, and acted as an importer and distributor of MD products in Australia and, through Bio Control, Western USA.

2004

Acquired the Intellectual Property and distribution business for Mating Disruption in Australia.

2005

Commenced distribution of Attract and Kill product in Australia for cotton and grain legumes.

2006

Signed a marketing/distribution agreement with Wilbur-Ellis Company (WECO) in the USA.
Signed a marketing/distribution agreement with Tsunami Crop Care (Pty) Ltd (Tsunami) for Southern Africa.
Trials commenced for Bioglobal’s Attract and Kill product on wheat within South Africa.

2007

Second confirming trial for Bioglobal’s Attract and Kill product in South African market.
Permit granted for biochemical trial within certain provinces of China.

2008

First year of successful trials in China completed in September.
Registration lodged for Attract and Kill in South Africa.
Capital raising of $1.5 million.

2009

Establishment of production facility in China.
Production commenced in Melbourne.
Sales commenced of Australian manufactured product.
Second year of trials in China completed.
Application for registration of OFM dispenser in China lodged.
Capital raising of a further $1.5 million.

2010

Sale of LuciTrap to South Africa.
Saudi Arabian market assessment in January.
Application for China registration reviewed (February).
Indian market assessment for A&K in March.

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2.3 Company and Business Structure

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BIOGLOBAL LIMITED
(Holds 100%)
Bioglobal (H.K.) Company
Limited, Hong Kong
(Holds 100%)
Bioglobal Maanshan Limited,
P.R.China
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BIOGLOBAL
LIMITED INTELLECTUAL PROPERTY GENERATION
Chemistry Applied Entomology Polymer Engineering
Research & Scientific Network
Insect Proof of concept
Behaviour Field trials
Modifying Proprietary IP created or IBMC5
Chemicals (IBMC) licensed Delivery Systems
PRODUCT & Trapping Devices
RESEARCH
ChemicalSuppliers COMMERCIALISATIONDEVELOPMENT& Controlled r elease
design
Product World leading Biodegradeable
Registration research & sustainable design
institutions
CHINA Polymer
Manufacturing Prototyping
PRODUCTION
AUSTRALI A
Manufacturing
Production
Line
development
SALES & MARKETING
Australia China South Africa U.S.A. India Saudi Sth America Europe Asia
Arabia
Distributors Distributors Distributors Distributors Legend:
EE Muirs Hui Ying Tsunami Wilbur Markets Under Potential Future
IK Caldwells Wang Bing Crop care Ellis Co Consideration Markets
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3. Business Overview

Bioglobal’s focus is on the development and marketing of the next generation of environmentally friendly biochemical products and delivery systems for global crop protection markets. These are used in the framework of IPM strategies which are specific to crops and their pest complexes.

At present, Bioglobal’s products fall into three green technology platforms:
Mating disruption (MD): the use of pheromone chemicals (insect smells) in dispensers to disrupt the mating habits of insects;
Attract and kill (A&K): the use of Pheromones and Kairomones (plant smells) to attract insects to insecticide-laced baits or mass traps.
Repel (RL): the use of Pheromones and Kairomones to repel insects from crops.

3.1 Mating Disruption

How the technologies work:

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In a typical crop male moths use the smell of pheromone to find females in the orchard to begin mating. With Bioglobal’s MD, dispensers are tied to orchard trees at a rate between 500-1000 per hectare prior to flowering. For the length of the crop-growing season, a steady release of the pheromone smell covers the whole orchard.

Following the steady release of pheromone the male moth fails to identify the point source of the female smell, forcing the moth to fly aimlessly with no mating success. This seemingly simple however effective process ultimately reduces eggs laid and crop damage.

The new generation strap dispenser deployed in an apple orchard and produced at the Croydon South factory. The view (left) is the single tube dispenser; (right) is the twin-tube dispenser.

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3.2 Attract and Kill

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The second technology platform is A&K. This process involves a solution of attractive plant smells (which mimic nectar producing plants), feeding stimulant (sugar), and a controlled release technology which is combined with recommended insecticides and sprayed onto crops. A&K reduces insecticide exposure to crops and land, as it only requires 2% of a normal spraying program. The patented controlled release technology aligns itself with the life cycle of the moth dispersing the smells for 7-10 days. During this period the moth feeds on the solution, causing death.

3.3 Repel

The third technology platform used IBMC to repel insects and pests away from crops and post-harvest handling and storage environments.

The products target specific pests controlling crop damage without taking out insects essential for a balanced eco-system. Bioglobal combines insect behaviour modifying chemicals (Pheromones and Kairomones) with cost-competitive delivery systems (patents, patent applications and trademarks as set out in Appendix 1).

Bioglobal’s green range of products meets competitive price points whilst simultaneously minimising crop loss through insect control. This generates a competitive advantage by creating sound crop protection with food safety outcomes due to minimal residues.

3.4 Why Bioglobal’s products are more effective than conventional chemicals

After decades of conventional chemical pesticide control, many insects have gradually become resistant to modern day chemicals. Growers have constantly increased the number of applications of chemicals in order to control pest damage, resulting in an acceleration of their resistance to main stream chemicals.

These chemicals are generally applied on a broad spectrum basis which is designed to kill all insects (good and bad).

With the increase in the amount of chemicals applied the issue of both chemical residues and insect resistance has significantly increased. Sustainability issues arise as most chemicals are derived from petrochemical inputs.

In some countries export crops have been rejected due to those chemical residues and spoilage rates of crops can be as high as 30% due to insect resistance to chemicals.

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The facts are that

arable land is diminishing in the world, whilst population numbers grow
pests are acclimatizing to genetically modified crops designed to protect against them.

Bioglobal is a thought leader is this industry, presenting comprehensive solutions to food security and food safety. The IPM system takes into account not only the company’s products, but how it reduces use of pesticides in combination with all market options. Therefore, when a region/farm adopts this IPM, the producer(s) has decided to accept the company as their knowledgeable advisor. This situation provides a major competitive edge to introduce products to market.

Technology developed and proven by Bioglobal is aimed at insect specific behaviour with demonstrated reductions in pest damage to 1% and leaving minimal or no chemical residues in crops, land and water.

With many mainstream chemicals now ineffective, growers must use more expensive chemicals, or find a biochemical alternative. Bioglobal provides the latter opportunity.

Bioglobal currently markets MD products in Australia under the brand name “ISOMATE”. These products were developed by Mr Stephen Sexton and are manufactured in Australia. Bioglobal will launch its own new generation of MD product in China in 2010, after receiving product registration.

The A&K formulation “BIOATTRACT” to control large flying moths (including heliothis), will be launched in South Africa in 2010 following two years of successful trials in wheat. The same product will also be launched in India in 2010 once demonstration trials have been successfully completed.

In March 2010 Trade Mission to India, the Bioglobal team met with the Minister for Resource Development in Mumbai (Central Government) and the Minister for Agriculture of Haryana, one of the wealthiest agricultural provinces in India. The latter has requested trials be done on cotton and wheat which if successful (same application as South Africa) would be adopted state-wide. These trials are expected to be completed in the May to September season 2010.

The Bioglobal team confirmed in discussions with the Chief Entomologist of the Indian Council of Agricultural Research (ICAR) that the A&K formulation will not require registration i.e. can be sold immediately following successful trials. The ingredients are not listed as scheduled insecticides the Indian Government.

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3.5 Scalability of Production

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Cutting and welding machine used in Melbourne, Australia in the production of dispensers. The same type of machine is used in the Chinese production facility.

Bioglobal has developed its own production lines for MD. The A&K mix and decant production operation is simple to scale up to achieve target volumes and will be formulated in the country of sale. The secret “herbs and spices” component (5% of volume) will be batched by Bioglobal in Australia to protect that intellectual property.

Bioglobal’s Australian MD manufacturing facility is based in Melbourne, and manufactured product for the first time in 2009. This facility will be used to expand production for South African, New Zealand and USA markets.

The Chinese manufacturing facility is located in Maanshan, Anhui Province close to markets in Shandong, Anhui, Hebei and Liaoning, which are the major agriculture production provinces.

The business model targets product gross margins of 50%, and has a revenue-toproduction plant cost price ratio of up to 70:1, allowing for efficient and cost-effective scalability of volume as demand increases.

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4. Market Overview

4.1 Target Markets

Bioglobal’s initial target markets are Australia/New Zealand, China, South Africa, Saudi Arabia, India and USA. The charts below summarise the estimated size of the markets in hectares for crops in the countries in which they are grown. The countries in which they are grown are not necessarily the countries Bioglobal will target. Some of them may not be targeted.

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Country	Market(ha's)
Chinai	1,000,000
USAii	56,800
Italyiii	95,189
Australiaiv	3,200
South Africav	11,196

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Country	Market(ha's)
Chinavi	1,100,000
USAvii	154,253
Italyviii	69,300
Australiaix	9,200
South Africax	16,630
Argentinaxi	33,506
Chilexii	23,500

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Country	Market(ha's)
Chinaxiii	1,300,000
USAxiv	25,637
Italyxv	45,630
Australiaxvi	5,378
South Africaxvii	9,692
Argentinaxviii	11,478
Chilexix	5,240

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Country	Market(ha's)
Chinaxx xxi	47,446,000
USAxxii xxiii	29,273,941
Australiaxxiv xxv xxvi	2,088,956
South Africaxxvii xxviii xxix	4,100,800
Brazil/Argentinaxxx xxxi	46,043,214
Turkey/Egyptxxxii	853,000
India/Pakistanxxxiii	22,500,000
Spainxxxiv xxxv	955,600

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New additions to the market potential have arisen from Saudi Arabia (and the Middle East generally) and India. The following market timelines indicate size of markets in dollar terms, and possible market entry timing.

AUSTRALIA & NEW ZEALAND

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SHEEP APPLES (NZ) GRAPES (NZ)
PEST: LUCI FLY PEST: CM PEST: LBAM
VALUE: $2m VALUE: $2.7m VALUE: $3.6m
2010 2011 2012
GRAIN
LEGUMES
PEST: LFM
VALUE: $21.2m
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CHINA

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PEACH APPLE VEGETABLE
PEST: OFM PEST: CM PEST: DBM
VALUE: $563m VALUE: $342m VALUE: $233m
2010 2011 2012
PEAR APPLE DATES
PEST: OFM PEST: CPSINA PEST: CPSINA
VALUE: $269m VALUE: $258m VALUE: $37m
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INDIA

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GRAIN LEGUMES COTTON
PEST: LFM PEST: LFM
VALUE: $239m VALUE: $92m
2010 2011 2012
TEA
PEST: LFM
VALUE: $500m
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SOUTH AFRICA

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WHEAT SHEEP APPLE+PEAR
PEST: LFM PEST: LUCI FLY PEST: CM
VALUE: $10m VALUE: $2m VALUE: $4.7m
2010 2011 2012
MAIZE SOYBEAN CITRUS
PEST: LFM PEST: LFM PEST: OFM
VALUE: $34M VALUE: $2.4m VALUE: $8.8m
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USA

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ACTIVES CORN CUCURBITS POTATO
PEST: CM PEST: CRW PEST: CRW PEST: CPB
VALUE: $100m VALUE: $100m VALUE: $2.4m VALUE: $67.2m
2010 2011 2012
APPLE+PEAR WALNUT VEGETABLES
PEST: CM PEST: CM PEST: CPB
VALUE: $32m VALUE: $1.8m VALUE: $52.2m
SAUDI ARABIA
SHEEP STORED DATES
PEST: LUCI DATES PEST: EPH (md/ak)
VALUE: $2.8m PEST: EPH (pfr) VALUE: $16.5m
VALUE: $TBA
2010 2011 2012
LIVESTOCK DATES
PEST: FLIES PEST: RPW
VALUE: $TBA VALUE: $76m
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Source: Bioglobal Limited

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The dollar values represented above are based upon the exchange rates current at the date of this Information Memorandum. Material changes to exchange rates may change the values of the markets.

5. Distribution Channels

5.1 Distribution Agreements

In order to facilitate penetration into the target markets identified above, Bioglobal has put in place exclusive product distribution agreements with two agri-chemical marketers:

Wilbur-Ellis Company (WECO) in the USA;
Tsunami Crop Care (Pty) Ltd (Tsunami) for South Africa.

WECO has revenues of $US1.6 billion with over 2000 staff and 52 retail outlets in central and western USA. The company holds significant market share in the agricultural chemicals market with a close relationship to growers. WECO will distribute Bioglobal’s pipeline of products (current and future) into the USA market under a 10 year Distribution Agreement which commenced in August 2007. Exclusivity is granted on a product by product basis with agreed minimum performance volumes under a product agreement (to be reviewed every 2 years) completed on registration. All products will be co-branded.

Tsunami has been 85% owned by South African listed company Agfri Limited, although a sale to Arysta Life Science South Africa is currently pending approval by the South African Competition Commission. Tsunami family and management have been involved in agrichemicals since 1981. A team of 70 professionals service Southern Africa. Territories covered under the exclusive 10 year agreement include Republic of South Africa, Kenya, Tanzania, Zambia, Malawi, Botswana, Mozambique and Namibia which commenced in February 2007. The agreement is similar to the WECO agreement in its terms and conditions. Revenues are expected to commence in 2009/2010.

5.2 Chinese Distribution

Registration approval (including production permit) and the permit to sell within China are expected within months, after which time the right to sell is automatic.

In China, there is an ongoing risk regarding the loss of intellectual property and the resultant replication of products. It is to this end that Bioglobal has put in place a risk minimisation strategy.

These involve:

Regulatory and trial operatives being directly involved in the proof of success of the product creating professional and political recognition;
Involving operators in the financial outcomes of sales to fund their departments;
Establishing and maintaining close Central Government contacts with Heads of the Agricultural Department and Pesticide Registration Agency to align Bioglobal’s sales with their policy imperatives;
The strategy of owning 100% of the manufacturing operations in China to secure IP and know-how;
Selecting trusted Chinese contacts who understand the technology to manage the market entry and distribution;

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Lodging of patents and trademarks in China supported by a strong local intellectual property team.

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Mr Ken Ingbritsen, CEO of Bioglobal Limited, and Ms Linda Gao, CEO of Hui Ying Pte Ltd (both centre, front row) with attendees at the National Modern Apple Industry Technology System of Pest Control, Cultivation and Mechanical Technologies Research and Discussion Meeting in February 2009 in Baoding, China. Bioglobal was the only foreign company invited to attend and Mr Stephen Sexton (Principal Scientist) and Ms Gao presented on mating disruption.

In previous years relaxed regulation of local chemical producers has permitted the development of practices resulting in significant food and land contamination, producing cases of severe food poisoning and in some instances, even death. In 2008 new regulations were passed for toxicology data, ensuring that trials within China were three years in duration. This new regulation has given Bioglobal a head start on competitors for the current products as it does not apply to Bioglobal trials conducted in 08/09.

Recent developments in pesticide registration have made market entry by both local and overseas companies more complicated.

Wang Bing provides the management of government relations to ensure that the processes (registration, ordering and endorsement) occur.

Ms Linda Gao, Principal of Hui Ying, has been involved in movement of goods and services between Australia and China for the past twelve years having lived and worked in Australia for some of that time. This link has proven to be an integral tool in gaining acceptance for Bioglobal’s product and hence establishing market entry pathways.

Ms Gao will provide ongoing management for technical marketing support via the Plant Research Institutes considered essential to the successful adoption of the technology. Ms Gao will also develop an IPM consultancy and support team in conjunction with Bioglobal. Wang Bing and Hui Ying will continue to manage:

the regulatory registration and compliance processes under direction from Bioglobal;
seeking Central Government support in its adoption of new agricultural technology;
seeking Central Government direction to the Provinces to adopt the technology;
Distribution through existing or newly created reseller outlets;
Technical marketing support and on-site training;
Introduction into China of new products as they are developed.

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The distribution agreements with Wang Bing and Hui Ying are based upon similar terms and conditions as those contained in the WECO and Tsunami agreements.

5.3 Saudi Arabian Opportunities

To maximise the opportunity available to Bioglobal in the Middle East, Bioglobal will be exploring a joint venture agreement with a suitable partner. BDO, Corporate Advisor to Bioglobal, led the mission to Saudi Arabia in January 2010. Through local contacts, Bioglobal presented to the 30 leading agricultural industry representatives including local government and Ministry of Agriculture officers.

This mission has opened the opportunity to develop future markets in Saudi Arabia. Outcomes include:

Development of technology concepts to manage pests in the storage of dates;
Potential collaboration with King Faisal University in implementing IPM strategy for the Red Palm Weevil (major pest of dates);
Evaluation of LuciTrap technology for fly management in sheep holding areas;
Consultations with the Saudi Ministry of Agriculture to develop an IPM strategy for a broad range of crops.

Identification of a suitable joint venture partner is considered essential to market penetration.

5.4 Indian Opportunities

To maximise the opportunity available to Bioglobal in the India, Bioglobal will be exploring a joint venture agreement with a suitable partner. Via an existing shareholder in Bioglobal, who has extensive experience in the Indian market, Bioglobal was introduced to both Provincial and Central Government Ministers in rural and agricultural matters.

This mission has resulted in a number of key meetings with industry participants which open opportunities for future market penetration. These include:

Identification of a major market in tea ($500m) which claims a 40% crop damage rate through the use of conventional chemicals;
No regulation requirement for registration of A&K technology;
Trials April – June on pest targets in tea, cotton, wheat and cabbages.

Identification of a suitable joint venture partner is considered essential to market penetration.

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6. Opportunities

The pest management market is currently focused on conventional pesticides and genetic modification, leaving substantial potential for markets for biochemical active ingredients combined with target delivery systems. IPM takes the best from all systems to deliver substantially residue free food and fibre, and avoid the pollution of the environment with its associated community health issues.

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USA
USA
China
Saudi
Arabia India
Australia
& New Zealand
South Africa
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Global application has been identified by Bioglobal as an important potential for product development, to enable the company to capitalise and leverage competitive advantages. This will, in turn, accelerate recoupment of research and development costs. These products can be adapted to different pests and/or crops creating a raft of new products with significant upside for revenue growth and manufacturing simplicity.

Bioglobal’s strategy is to convert these opportunities to revenues by distributing into the prime target markets of Australia, China, South Africa, Saudi Arabia, India and U.S.A.

6.1 China

In August 2007, Bioglobal received approval for the field trial of a biochemical to control moth damage in peaches: the first ever issued to a foreign company within China.

Current crop damage of peaches in China ranged from 10% to 60%, with many peach trees bulldozed and orchards re-established at significant cost. Bioglobal’s MD product dispenser has proven to reduce crop damage to 1%;
High levels of chemical residue in Chinese fruit have affected Chinese exports, a serious concern for the Chinese Government;
Domestic consumption of contaminated fruit and vegetables is causing great concern generating domestic demand for clean and green products. This comes at a crucial time when the Central Chinese Government is looking to expand horticulture to raise incomes and living standards in rural China;
China is currently devoting significant resources to green environmental management and food safety regimes in agriculture; particularly following the Fonterra melamine contamination of milk scandal of 2008;

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Agriculture figures prominently in the Chinese Government’s current stimulus package;
Food safety and food security are prime concerns of the Central Chinese Government as illustrated by the tough actions taken over the Fonterra scandal;
The Chinese pesticide registration system is based on the Australian model, and has progressively during 2008 and 2009 been made more stringent. As Bioglobal’s product was trialled under the old system, it required only two years of trials compared to the 3 years for any product lodged now for registration;
The trials of Bioglobal’s product in 2008 and 2009 in Anhui, Shandong, Henan and Liaoning Provinces were supervised by appointed Government agricultural experts.
Trial results from 2008 and 2009 indicate Bioglobal’s product protected crops had between 60-90% less crop damage than the control crops treated by conventional chemicals.
This result translated through the whole peach and pear industry would mean major increase in yields for little extra cost of inputs, ensuring the product is very competitive;
The market size is 2.3 million hectares, which is an $AUD500m market on current Australian prices. Bioglobal’s distributor advises products can be sold at similar price points.
The main provinces for Bioglobal’s product are Anhui, Henan, Shandong, Hebei and Liaoning.
Competitors are known to be seeking access to the market. However, regulatory hurdles will take 4 years to overcome, unless they are somehow circumvented.

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6.2 South Africa

Bioglobal’s A&K product for large flying moths has been identified as a fast, simple and inexpensive technology to help minimise crop damage in wheat.[xxxvi]

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The market currently consists of 850,000 hectares of wheat. Two years of trials were successfully completed in 2008;
Bioglobal’s product was found to cause a rapid decline in the targeted species of moths within 48 hours of application. This resulted in a corresponding decline in eggs and larvae. Further to this other pests were also controlled;[xxxvii]
Registration of the product was applied for in May 2009 for the wheat and grain legumes market. Providing registration is successful, Bioglobal expects to begin sales in the 2010 year.

6.3 India

India’s Economy has grown by more than 9% for three years running, and has seen a decade of 7%+ growth. This has reduced poverty by 10%, but with 60% of India’s 1.1 billion population living off agriculture and with droughts and floods increasing and the dangers of chemical residues being found within the food and water streams, poverty alleviation is still a major challenge.

The structural transformation that has been adopted by the national government in recent times has reduced growth constraints and contributed greatly to the overall growth and prosperity of the country in all sectors accept agriculture.

Agriculture is one of the strongholds of the Indian economy and accounted for 15.7 per cent of the country's gross domestic product (GDP) in 2008-09. According to independent reports, the agri-biotech sector in India has been growing at a phenomenal 30 per cent since the last five years, and it is likely to sustain the growth in the future as well. The report further states that agricultural biotech in India has immense potential and India can become a major grower of transgenic rice and several genetically engineered vegetables by 2010.

India has become the world's largest producer across a range of commodities due to its favourable agro-climatic conditions and rich natural resource base.

India is the largest producer of coconuts, mangoes, bananas, milk and dairy products, cashew nuts, pulses, ginger, turmeric and black pepper. It is also the second largest producer of rice, wheat, sugar, cotton, fruits and vegetables.

According to the Centre for Monitoring Indian Economy (CMIE), crop production is expected to rise by 1.7 per cent during FY 10 and food grain production is expected to increase by 1.1 per cent and wheat production is projected to remain at the same level of 80 million tonnes as estimated for FY 09 while rice production is projected to increase by 1.1 per cent to 98.8 million tonnes. Production of coarse cereals and pulses is also expected to rise in FY 10.

According to government data, wheat acreage has gone up marginally to 27.75 million hectares by February 4, 2010, compared to 27.58 million hectares in the same period last year. The acreage under pulses (gram, lentil, urad, moong) has gone up to 13.74 million hectares, compared to 12.95 million hectares in the same period last year.

Cotton production in India, the world's second-largest producer, may rise 10 per cent to about 32 million bales (one bale is equal to 170 kg) in the 2009-10 season (OctoberSeptember), on the back high support price and more sowing of high-yielding Bt seeds.

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According to the government's agri-trade promotion body, Agricultural and Processed Food Products Export Development Authority (APEDA), India's exports of agricultural and floricultural products, fruits and vegetables, animal products and processed food products was worth US$ 7.98 billion in 2008-09, an increase of 13.88 per cent from US$ 7.01 billion in 2007-08.

India's agri-export turnover is expected to double in the next five years, according to APEDA. Agri-export turnover is set to rise to nearly US$ 18 billion by 2014.

At present, around 70 per cent of the country's agricultural and processed food exports are to developing countries in the Middle East, Asia, Africa and South America.

Government Initiatives

In Budget 2010-11, the Finance Minister, Mr Pranab Mukherjee has made the following announcements for the agriculture sector:

Provision of US$ 88.02 million to increase the green revolution to the eastern region of the country comprising Bihar, Chattisgarh, Jharkhand, Eastern Uttar Pradesh, West Bengal and Orissa
Provision of US$ 66.02 million to organize 60,000 pulses and oil-seed villages in rainfed areas in 2010-11 and to provide an integrated intervention for water harvesting, watershed management and soil health to improve productivity of the dry land farming areas
(Banks have been consistently meeting the targets set for agricultural credit flow in the past few years.) For the year 2010-11 the agricultural credit flow target has been set at US$ 82.53 billion
The one-time bank loan waiver of nearly US$ 14.6 billion to cover an estimated 40 million farmers was one of the major highlights of the 2008-09 Budget. Under the Agricultural Debt Waiver and Debt Relief Scheme (2008), farmers having more than two hectares of land were given time up to June 30, 2009 to pay 75 per cent of their overdues. In the 2009-10 Budget, the time frame was extended by six months up to December 31, 2009. This has been further extended till June 30, 2010.
In addition to the 10 mega food park projects already being set up, the government has decided to set up five more.

External commercial borrowings are now available for cold storage for preservation or storage of agricultural and allied products

Similar to South Africa, Bioglobal’s A&K product is expected to provide an effective technology to minimise crop damage in wheat.

New applications of the A&K product in tea.
Initial indications are that subject to a successful demonstration trial of the product it can be sold immediately.
Trials in tea, cotton, wheat and cabbage for A&K will progressively be rolled out from April onwards.
Sales are expected in 2010.

6.4 Saudi Arabia

An opportunity for Bioglobal’s products has arisen in a number of areas, including the palm date crop and live sheep imports. Application of Bioglobal’s technology is expected to control a long running problem with the Red Palm Weevil in dates during the growth phase and the Ephestia moth when in storage.

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The MD and RL market for the Red Palm Weevil, prevalent during growing, is estimated at $76million, with market valued at $16million for the Ephestia moth.
With the live sheep import market, flystrike is a common problem and the LuciTrap product has been identified as a solution. This market is estimated to be worth $2.8 million in Saudi Arabia, and $9.8 million in the Middle East.
Testing of products is expected to commence in April with sales expected in 2010 year.
Negotiations are expected in April 2010 for Gulf States distribution with a middle eastern agri-chemical distributor.

6.5 The Rest of the World

The potential applications for Bioglobal’s two technology platforms (MD and A&K) have worldwide potential.

Once products are successfully established in China, South Africa, India and Saudi Arabia, priority markets are Brazil, Chile, Argentina, Mexico and Europe.

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7. Timeline to achieve opportunities

Bioglobal will need to pursue the following steps to properly exploit its commercial opportunities:

7.1 China

Two years of trials were completed in September 2009.
In January 2010, the production plant and equipment was installed and commissioned.
The product registration and sales permits were applied for in November 2009. It is anticipated that these will be granted by April/May 2010.
Provided all required permits have been granted Bioglobal will be in a position to sell its product to its Chinese distributors for the growing season in February 2011.

7.2 New Zealand

Products are currently being registered for apple and pear markets. Registration is expected by June 2010.

7.3 South Africa

Two years of trials were successfully completed by the South African distributor’s consultants in December 2008.
Bioglobal is currently awaiting product registration. Originally expected by December 2009, due to recent upheavals in South African Agency administration it is now expected in April 2010.

7.4 India

Demonstration trials to commence in April
Once trials have been successfully completed, sales can commence.

7.5 Saudi Arabia

Testing of products to commence in June 2010 to confirm the effectiveness of the MD, A&K and Natural Kill (NK) products.
If testing confirms the efficacy of the products on the pests, then approval is expected to be for sales to be made for the MD product in October 2010 and the NK product in February 2011.

8. Intellectual Property

8.1 Patents

Bioglobal has maintained and continues to develop its patent portfolio. Bioglobal’s patents, patent applications and trademarks are listed in the Appendix 1.

8.2 Intellectual Property of Stephen Sexton

Stephen Sexton’s Intellectual Property in the products and related background knowledge has been assigned to Bioglobal

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8.3 Technical Advisory Panel.

A Technical Advisory Panel has been formed to provide a consultative forum that can deliver strategic technical direction, planning and review for Bioglobal’s research, development and commercialisation (RD&C) programme. The composition of the panel is shown below:

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The objectives of the Technical Advisory Panel (TAP) are to:

To facilitate the company in initiating, developing, carrying out and monitoring measures designed to support innovation and development of leading edge technologies.
To assess, evaluate and make recommendations relating to product development strategies, to-market priorities, technical directions and market relevance.
To highlight specific areas of knowledge, science and capability required to achieve the two above points.
To keep under review:
Development in the fields of insect behaviour modifying chemicals and technologies including, but not limited to, applied entomology, chemical ecology, biotechnology, nanotechnology, technical concepts, delivery systems and designs.
The required skill base of the company’s RD&C personnel to achieve their objectives.
To assist in the formulation and dissemination of policies, practices and procedures which enhance innovation.

The TAP will be chaired by Dr Peter Riddles. Dr Riddles is Director of ViciBio Pty Ltd, which provides services in policy and strategy to organisations, companies and governments involved in life sciences and technology. He is presently the Chairman of Dosimetery and Imaging Pty Ltd, Chairman of Griffith Enterprise, Chairman of the Queensland Biotechnology Advisory Council and maintains a number of other strategic advisory roles through ViciBio. He was appointed to the board of Innovation Australia in September 2007 and currently Chair’s its Innovation Grants Committee.

Other members of the TAP are:

Dr Jay Brunner, who specializes in integrated pest management of insect pests on tree fruit crops. This specialization includes development of sampling methods and action thresholds, development of predictive models of insect phenology, evaluating

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biological control agents of tree fruit pests and integrating the use of mating disruption as a tactic for management of Lepidoptera pests of tree fruit with other tactics in tree fruit IPM management.

Dr Larry Gut. As a tree fruit entomologist, Dr. Gut conducts research and extension activities in apple, cherry, peach and pear. His goal is to develop a technology and knowledge base that supports the implementation of IPM programs in tree fruit. Dr. Gut's research interests include mating disruption and other selective controls, sampling insect populations and development of treatment thresholds, insecticide resistance management and biological control of fruit pests.
Dr Gadi Reddy, a Chemical Ecologist/Entomologist whose research interests include biological control and developing sex pheromones, host volatiles, and other attractants for use in integrated pest management.

9. Purpose of the Capital Raising

9.1 The Raise

Bioglobal is currently seeking to raise $4,000,000 from investors, through the issue of 16 million ordinary shares, at an issue price of $0.25 per share. If fully subscribed, the issue would represent an equity stake in the company of approximately 15%. The minimum amount to be raised through this is $500,000. The raise will close by 5.00 p.m. Brisbane time on 5[th] June 2010, but may be closed earlier, or extended at the sole discretion of the directors. The directors will have the discretion to accept higher amounts resulting in a maximum amount raised of up to $5,000,000. The Board reserves the right to determine the amount and allocation of shares to applicants in accordance with its priorities.

9.2 Use of funds

The funds to be raised are required to fund development and establishment of the Integrated Pest Management (IPM) structure to drive sales in China, Saudi Arabia and India utilizing Bioglobal products.

This will include recruitment of a Global IPM Manager (US based) and IPM operators to be progressively rolled out. In preparation for Initial Public Offering, work will need to be undertaken to implement corporate governance systems and procedures and add expertise to the Board of Directors.

With the current lease at the Wacol premises expiring in December 2010, an opportunity to consolidate the manufacturing operations in Melbourne and Ballarat to Brisbane has arisen. This will provide the benefit of having all aspects of the Australian operations under the one roof.

The balance is to be utilized for working capital.

The anticipated use of funds is summarized below.

Use of funds	$
Development & establishment of Integrated Pest Management structure	2,000,000

Preparation for IPO; international business structuring	750,000

New Australian premises fit-out, including laboratories for QA and QC	500,000

Working capital	750,000

Total	4,000,000

Source: Bioglobal

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9.3 Ranking of the New Shares

The new shares will rank equally with existing shares.

10. Financial Information

10.1 Historical Financial Information

The table below summarises the historical financial performance for Bioglobal:

		Audited 30-Jun-09
			Unaudited Management Accounts 31-Dec-09
Adid	Adid
ute J7	ute J
30-un-0	30-un-08



2,605,194	2,479,800	2,677,414	2,210,603

1,149,169	1,157,463	1,432,555	937,146

(346,602)	(664,121)	(952,102)	(516,629)

Due to seasonal factors, the majority of Bioglobal’s sales are currently generated in the first half of the financial year. The profit for the 6 months ended 31 December 2009 would therefore not be comparable to the previous 12 months audited results.

Bioglobal is also currently undertaking a review of development costs expensed in the current financial year that can be recognised as intangible assets according to accounting standard AASB 138. The provisional outcome of this review is shown in the restated management accounts.

The table below summarises the financial position for Bioglobal


		Unaudited
	Audited	Management
	30-Jun-09	Accounts 31-Dec-09


CURRENT ASSETS

Cash and cash equivalents	582,373	1,154,924

Trade and other receivables	24,578	96,124

Inventories	339,528	231,337

Other current assets	327,793	327,363

TOTAL CURRENT ASSETS	1,274,272	1,809,748

NON-CURRENT ASSETS


Property plant and equipment	646,314	811,141

Intangible assets	209,912	228,633

Deferred tax asset	53,407	30,420

TOTAL NON-CURRENT ASSETS	909,633	1,070,194

TOTAL ASSETS	2,183,905	2,879,942

CURRENT LIABILITIES


Trade and other payables	556,364	95,130

Short term borrowings	117,992	101,235

Current tax liabilities	(343,764)	(141,695)

TOTAL CURRENT LIABILITIES	330,592	54,670

TOTAL NON-CURRENT LIABILITIES


Long term borrowings	137,417	116,104

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NON-CURRENT LIABILITIES	137,417	116,104

TOTAL LIABILITIES	468,009	170,774

NET ASSETS	1,715,896	2,709,168

EQUITY


Issued capital	2,191,335	3,558,230

Retained earnings	(475,439)	(849,062)

TOTAL EQUITY	1,715,896	2,709,168

Source: Bioglobal

10.2 Profitability Excluding Research & Development

With Bioglobal’s continued commitment to expenditure in research and development a financial analysis has been carried out excluding its expenditure in this area.

Audited 30-Jun-07	Audited 30-Jun-08	Audited 30-Jun-09	Unaudited 31-Dec-09
(346,602)	(664,121)	(952,102)	(516,629)

788,397	837,611	877,893	580,719

441,796	173,490	(74,209)	64,090

Source: Bioglobal

From the financial period 2007 to 2008, there was a decrease in profit pre Research and Development of 61% due to increased market development expenses in China and South Africa and investment in establishing production facilities in Australia and China. The further decrease in profitability in 2009 was due to reduced sales in Australia caused by competition and reduction in farm production, bedding down first year production in Australia and continuing market development and start-up costs associated with China.

10.3 Financial Projections

The directors have considered the matters set out in ASIC Regulatory Guide 170, believing they do not have a reasonable basis to forecast future earnings because operations of the company are inherently uncertain. Any forecast or projection would contain a broad range of potential outcomes and possibilities that would be unreliable and, for that reason, the directors have decided not to include any financial projections or forecasts.

11. Board and Management

11.1 Mr Patrick John Volpe – Chairman

Patrick Volpe is currently Chairman of Bioglobal and is also the chairman of Cardia Bioplastics Limited, Botswana Minerals Limited, Cambow Limited, P-Fuel Limited and Aquenox Limited, all public companies.

Mr. Volpe is skilled in recognizing growth venture opportunities and has established an incubator model for high technology businesses and mineral exploration, such as Bioplastics, medical and agricultural biotech, natural pharmaceuticals, plastic to fuel technology and water treatment.

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Mr. Volpe’s proven track record in capital raising built on his earlier career in stock broking and senior management positions in listed companies. Mr. Volpe is a member of CPA Australia and holds a Bachelor of Business and Graduate Diploma in Taxation.

11.2 Mr Ken Ingbritsen – Director & Chief Executive Officer

Mr. Ingbritsen has had over 25 years experience in emerging companies with a focus on turning technology ideas into reality. Mr. Ingbritsen's knowledge and skill-base in identifying ideas and research and technologies coupled with the appropriate management, provide the foundations for a successful commercial outcome. He has been successful in applying his expertise to various industries such as retail, food, herbal medicine, environmental water quality monitoring, land rehabilitation, biological controls, pharmaceuticals, effluent reuse and manufacturing.

Mr. Ingbritsen's experience covers communications strategy, product commercialisation, brand development, government negotiations; company structuring, and project planning and management.

He is responsible for the production and marketing infrastructure that has enabled Bioglobal to position itself to realise the global market opportunities within the biochemical industry. He has led the development of Bioglobal's pathways to market and the negotiating of current product distribution agreements within South Africa and U.S.A. In Bioglobal's push into China, Mr. Ingbritsen has developed and maintains a well developed network of Central Chinese Government, Provincial Government and commercial contacts facilitating acceptance of biochemical products as viable alternatives to conventional chemicals.

11.3 Mr Stephen Sexton – Director & Principal Scientist

Mr Sexton has 34 years of scientific experience within the biochemical pest management industry and is recognised in Australia and globally as a leader in commercialisation of insect behaviour modifiers. In the 1980’s Mr Sexton helped convert his research to a product which is now the industry standard for moth control in fruit.

Mr Sexton has established worldwide research and scientific networks. He combines agricultural science with entomology and chemistry to generate innovative product delivery systems for insect chemicals with a focus on clean, green and where possible natural products. Mr Sexton also interacts with the network to provide confirmation of inhouse developments in terms of efficacy, shelf-life, product purity and pathways of action.

Mr Sexton is an experienced field researcher which ensures potential products get the thorough practical field testing required to demonstrate their effectiveness to end users.

12. Exit Strategy

12.1 Initial Public Offering

Bioglobal is aiming to achieve a listing on the Australian Stock Exchange and/or other relevant exchanges. The listing will be dependent on suitable market conditions, and upon the timing of the company to achieve its key initial objectives particularly in relation to sales orders. The Bioglobal Board will want to ensure that the revenue base is strong, verifiable and recurring so that its proper value will be reflected at and maintained after listing.

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13. Specific Risk Factors

13.1 Research and Development Projects

Bioglobal relies on creating and managing research and development projects in the designated product areas in order to achieve its longer-term corporate objectives. These are dependent on the input of Mr Stephen Sexton, and the associated networks of various research institutions with which he has liaised. Should Bioglobal not have Mr Sexton’s input its position may be adversely affected.

13.2 Risks Specific to Research and Development Investments

Bioglobal is investing in research and development projects that are of a high-risk nature. Whilst expected returns are commensurate with this level of risk, for any given investment project a number of risks unique to research and development and commercialisation exist.

These include:

Technology Validation: Bioglobal is investing in research and development projects where full commercial validation of the technology has yet to be achieved. Whilst Bioglobal will endeavour to minimise its exposure through stage funding and disciplined project management, there is no guarantee that any product or technology project will prove effective and commercially viable.

Research & Development Program: Bioglobal will ensure that realistic milestones and targets are in place in each of its research and development investments and monitor progress closely. However, there is no guarantee that these milestones will be achieved in the desired time frames, or at all, which may lead to increased funding requirements, a loss of competitive advantage, or delays in achieving a return on capital costs and a corresponding reduction in the value of any given investment.

Competition: Whilst Bioglobal will endeavour to invest in projects with novel, defensible and protected intellectual property, there is no guarantee that the technology will not be superseded by a competitive offering in the future. Such competition may reduce partly or entirely the value of any given investment.

Intellectual Property Protection: Bioglobal will primarily invest in technology where intellectual property protection in the form of existing or provisional patents can occur. However, scientific research typically involves collaborative projects between various institutions, organisations and scientists. In such circumstances the risks of unauthorised disclosure and misappropriation of information, including proprietary rights exists. Furthermore, the risk of third party claims against intellectual property rights is usually higher. The costs and uncertainties associated with these factors may have a detrimental effect on any given activity. Indeed there can be no guarantee that the existing or future patents of any given project will provide effective commercial protection with respect to its technology and the resulting products.

Key Man Risks: The projects in which Bioglobal invests will typically rely on a relatively small number of scientists and managers. Should their involvement in any given project cease for reasons of contract termination, ill health, death or disability, the research program and the achievement of key milestones may be adversely affected. Bioglobal will

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ensure where appropriate that key man insurance is undertaken. However, the loss of key personnel may nonetheless have a detrimental effect on any given investment.

Funding: Projects will typically be funded to a level that enables them to achieve a commercial outcome and investment return for Bioglobal. However, a range of unforeseen circumstances could result in increased funding requirements. These include but are not limited to: a failure to achieve research milestones, delay of regulatory approval, and underestimation of development and production costs, supply chain disruption, competitor activity or poor economic conditions affecting potential commercial partners. The pricing and terms of such further financing are subject to uncertainty and as such may adversely affect investment returns to Bioglobal.

Illiquidity of shares: As the shares in Bioglobal are not listed on any stock exchange, if a shareholder wished to sell shares there may be no adequate market for those shares. Bioglobal does not guarantee that the shares will be saleable or be sold at any price before a listing occurs.

Commercialisation: Achieving a commercial outcome for any given technology project through the negotiation of appropriate licensing agreements, technology sale or manufacturing arrangement and distribution agreement is crucial to achieving adequate investor returns. Whilst Bioglobal has endeavoured to put into place such arrangements at the earliest possible stage, there is no guarantee that market acceptance of any given technology will occur, nor that pricing would be adequate to secure adequate returns.

Product Liability: Bioglobal’s investment projects are focused on products that are biorational in nature. However, as with any product, any defect or impact on performance of any product may give rise to future legal actions for compensation and/or damages. They may also cause the loss of market share of any product. Where it is financially feasible and responsible to do so, Bioglobal will take out appropriate insurance for its products; however, such measures may not always be adequate or cost effective. As such the Company may be adversely affected by such claims.

13.3 Regulatory Changes

Bioglobal’s focus on the pesticide industry means it is susceptible to regulatory changes. Bioglobal’s products will typically have to achieve approval from regulatory authorities regarding the safety of its products for agricultural and environmental use. Should the processes or time frames for these regulatory procedures change significantly the time frame, success and/or probability of commercialisation for Bioglobal’s investments may be adversely affected.

13.4 Further Capital Raisings

In order to capitalise on investment opportunities and grow its business Bioglobal will need to raise additional capital in the future. There is no assurance that such funding will be available to Bioglobal in the future or able to be secured on acceptable terms. If adequate additional funds are not available Bioglobal may be forced to reduce or otherwise alter its investment program or withhold funds from existing investments.

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13.5 Marketing and Distribution Agreements

Bioglobal has entered into, and intends to enter into, agreements with distributors for the marketing of products developed. As all agreements are subject to proof of field trial efficacy, and appropriate government registration in all target countries, no guarantee of future sales performance can be made.

13.6 Manufacturing Risk

Bioglobal operates a production line for the manufacture of MD in Melbourne Victoria, and has established production lines in China. There are inherent risks in a manufacturing facility including plant and equipment failure, delay in supply of raw materials, inability to supply the market, industrial risks and product liability issues.

13.7 Sovereign Risk

Bioglobal intends to pursue registration and sales of its products globally. Some countries, such as China, have considerable risk of intellectual property being stolen and used in competitive products. Bioglobal may not be able to prevent such theft, or secure the prevention of sale of such goods due to certain legal and/or political restrictions. These extraneous circumstances can change the nature of sales expectations and market share the company achieves. Other countries, such as South Africa, may be politically unstable which may affect the performance of government organisations if deprived of appropriate resources to complete their statutory tasks.

13.8 Competition Risk for Australia

By manufacturing its own product, Bioglobal ceased to import the Japanese product in 2009. It is likely that the Japanese will appoint another distributor for Australia, and that this will impact on sales, perhaps including the current year, certainly from 2010 and onwards. The barrier to registration of a similar product in Australia is low, so while they will need to register with the APVMA, this is not difficult. Current distributors of the product used by Bioglobal have indicated they will use the Australian made product. But there is also a risk that the Japanese will use price as the weapon to compete to regain market share, which may force down the price Bioglobal can achieve, and affect margins. However, by manufacturing the product in Australia, it is expected that Bioglobal will have a greater ability to respond to price challenges if this occurs.

13.9 Legal Matter – Shin-Etsu

Legal action is an inherent risk in a technology company from both a defensive and offensive point of view. Bioglobal has been in legal correspondence with Shin-Etsu Chemical Co Ltd on patents for dispenser technology. Prior to commencing production facilities in Australia, in 2006 Bioglobal sought expert patent attorney advice on any patent infringement risk and received advice, which has been subsequently confirmed, that there was no infringement. However, this does not mean that legal action will be avoided in regards to the dispenser and if this does occur it may only impact on Bioglobal’s business in Australia.

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14. The Investment Process

Any enquiries relating to an investment in Bioglobal should be directed to:

Name: Ken Ingbritsen, Chief Executive Officer, or Bernard Baker, Chief Financial Officer Bioglobal Ltd Address: 226 Grindle Road, Wacol Qld, 4074 Telephone: + 61 (0)7 3271 6299

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15. Glossary


Term	Definition

$	means Australian dollars

A&K	Attract and Kill

APVMA	Australian Pesticide and Veterinary Medicines Authority

ASIC	means the Australian Securities and Investments Commission

ASX	means the Australian Securities Exchange (ACN 008 624 691)

BIOATTRACT	Is an Attract and Kill formulation that is utilized for Australian cotton and grain legumes industry.


Bioglobal or Company	Bioglobal Limited (ABN 94 091 488 505)

Corporations Act	means Corporations Act 2001 (Cth)

DBM	Diamond Back Moth

ha	hectares

Hui Ying	Hui Ying Pty Ltd

IBMC	insect behaviour modifying chemicals

Information Memorandum	means this Information Memorandum dated 2 April 2010

Investors	means any party that makes an investment

IP	intellectual property

IPM	Integrated Pest Management

ISOMATE	means the name under which Mating Disruption is currently marketed in Australia


Kairomones	Kairomones are chemical substances produced and released by a living organism that benefits the receiver and disadvantages the donor


MD	Mating Disruption

NK	Natural Kill

Offer	means the offer of 16 million $0.25 securities in Bioglobal Limited

Oversubscribed	means more than $4,000,000 has been raised

Pheromones	means achemical that triggers natural behavioural response in another member of the same species

Privacy Act	means the Privacy Act 1988 (Cth)

Purchase	means the purchase of securities for this Offer

Purpose	to raise $4,000,000 from the Offer

R&D&C	means research, development and commercialisation

RL	Repel

Securities	means the securities offered under the Offer

TAP	means Bioglobal’s Technical Advisory Panel

Tsunami	Tsunami Crop Care Pty Ltd

WECO	Wilbur- Ellis Company

Source: Bioglobal

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Appendix 1:

Title & Description	Country	Property Type	Case Status
Pest Control Agent
Carrier
Controlled release matrix system that gives controlled release of volatile attractants. Currently used with attract & kill
technologies for large flying moths. Horticultural and broadacre applications.
	China	Patent	Granted
	USA	Patent	National Phase
	Australia	Patent	Granted
	South Africa	Patent	Granted
	Europe	Patent	PCT Application filed
	New Zealand	Patent	Granted
	Canada	Patent	National Phase
	Mexico	Patent	National Phase
	Brazil	Patent	National Phase
Pest Control Agent
Dispenser
Controlled release clip-style dispenser with a well and permeable surface that gives controlled release of volatile attractant
chemicals. Designed for use with mating disruption applications. Horticultural, broadacre, enviromental and consumer-product
applications.
	USA	Patent	National Phase
	Australia	Patent	National Phase
	South Africa	Patent	Granted
A Dispenser
Controlled release tube-style dispenser (multiple variations of internal cross section, fadeable strap) that gives controlled release
of one or more volatile chemicals including moth and beetle attractants. Horticulture, broadacre, enviromental and consumer-
product applications.
	Australia	Innovation Patent	Granted
Insect & Rodent Damage Prevention
Use of cucurbitacin (a naturally ocurring compound), in a number of repel-style presentations, as a method for prevention of
gnawing damage caused by insects and rodents. Industrial applications.
	Australia	Patent	Provisional refiled
Synthetic Blowfly
Attractant
Volatile blowfly attractant lures called "Lucilure" for use with the LuciTrap. Attract and kill technology that provides a selective
trapping system for the Australian sheep blowfly.
	Australia	Patent	Granted
	New Zealand	Patent	Granted

trapping system for the Australian sheep blowfly.
Australia	Patent	Granted
New Zealand	Patent	Granted
Insect Traps
Trap design called "LuciTrap" - used in conjunction with the LuciLure as a trapping system for the Australian sheep blowfly.
Australia	Patent	Granted
New Zealand	Patent	Granted

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Title & Description	Country	Property Type	Case Status
Trade Marks:
Isomate	Australia	TM	Registered
Worm-in-apple logo	Australia	TM	Registered
Pheroclip	Australia	TM	Registered
Bio-Attract	Australia	TM	Registered
Bio-Attract	USA	TM	Registered
Bioglobal	Australia	TM	Registered
LuciLure	Australia	TM	Registered
LuciLure	New Zealand	TM	Registered
LuciTrap	Australia	TM	Registered
LuciTrap	Australia	TM	Registered
LuciTrap	New Zealand	TM	Registered
LuciTrap	New Zealand	TM	Registered
Attract'em	Australia	TM	Registered
Beetlejuice	Australia	TM	Registered
Ao Rui Qi	China	TM	Pending
Ao Lang Te	China	TM	Registered
Ao Bao Li	China	TM	Registered
Isomate	China	TM	Registered
Pheroclip	China	TM	Registered
Bio-Attract	China	TM	Registered
Bioglobal Logo	China	TM	Registered
Mi Xiang Si (owned
by BG China)	China	TM	Pending

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Appendix 2:

i USDA GAIN Report – China 2006 CH011 Stone Fruit ii USDA Noncitrus Fruits and Nuts 2005 p66 iii USDA GAIN Report – Italy 2005 IT6018 iv Apple Journal – A Passion for Apples (Deciduous Fruit in Australia) v ZA Census of Commercial Agriculture 2002 p44 vi Bioglobal Limited vii USDA Noncitrus Fruits and Nuts 2005 p66 viii USDA GAIN Report – Italy 2005 IT4001 ix Apple Journal – A Passion for Apples (Deciduous Fruit in Australia) x ZA Census of Commercial Agriculture 2002 p44 xi USDA – World Agricultural Production (part II) xii USDA – World Agricultural Production (part II) xiii Bioglobal Limited xiv USDA Noncitrus Fruits and Nuts 2005 p66 xv USDA GAIN Report – Italy 2005 IT4001 xvi Apple Journal – A Passion for Apples (Deciduous Fruit in Australia) xvii ZA Census of Commercial Agriculture 2002 p44 xviii USDA – World Agricultural Production (part II) xix USDA – World Agricultural Production (part II) xx USDA Data – China and Agricultural and Economic Data – Corn xxi Vegetables – China Australia Impact p21 xxii Quality of the 2003 Soybean Crop from the US p1 xxiii USDA NASS Statistics – Sweet Corn xxiv Australia Grains 061 April 2006 p2 xxv ABS Year Book Australia 2004 xxvi QDPI – Queensland Sweet Corn xxvii USDA FAS South Africa’s Wheat Yields Near Average xxviii USDA FAS South Africa Grain Report SF3045 xxix RSA – The Dry Bean Supply Chain xxx Brazil’s Soybean Production and Impact p7 xxxi Current and Future Trends in Maize Production and Trade p38 xxxii USDA FAS – Turkey’s Estimate Cotton Production 2001 p1 xxxiii India’s Pulse Sector - USDA Results of Field Research p3 xxxiv Spain and Greece Cotton – EU Gain Report E35035 xxxv Summary of Spanish Cropping Statistics 1997 xxxvi Trial Code: Bioattract-Cape-1,2,3/2006- Johann Ackermann (Contract Research Worker) xxxvii Trial Code: Bioattract-Cape-1,2,3/2006- Johann Ackermann (Contract Research Worker)

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MYECO GROUP LTD — Capital/Financing Update 2010

65304_rns_2010-04-18_8d360623-e38f-47a4-b349-93120f53aaf9.pdf

TO: COMPANY ANNOUNCEMENTS OFFICE ASX LIMITED

BIOGLOBAL LIMITED CAPITAL RAISING

PAT VOLPE Chairman

Information Memorandum

Important notice and disclaimer

Table of Contents

1. Executive Summary

1.1 Overview

1.2 Overview of Product Portfolio

Bioglobal's Products Focus On

1.3 Existing Operations

1.4 Opportunities

1.5 Investment Process

2. Company Overview

2.1 Corporate Directory

2.2 Historical Overview

2000

2004

2005

2006

2007

2008

2009

2010

2.3 Company and Business Structure

3. Business Overview

3.1 Mating Disruption

3.2 Attract and Kill

3.3 Repel

3.4 Why Bioglobal’s products are more effective than conventional chemicals

The facts are that

3.5 Scalability of Production

4. Market Overview

4.1 Target Markets

AUSTRALIA & NEW ZEALAND

CHINA

INDIA

SOUTH AFRICA

USA

5. Distribution Channels

5.1 Distribution Agreements

5.2 Chinese Distribution

5.3 Saudi Arabian Opportunities

5.4 Indian Opportunities

6. Opportunities

6.1 China

6.2 South Africa

6.3 India

Government Initiatives

6.4 Saudi Arabia

6.5 The Rest of the World

7. Timeline to achieve opportunities

7.1 China

7.2 New Zealand

7.3 South Africa

7.4 India

7.5 Saudi Arabia

8. Intellectual Property

8.1 Patents

8.2 Intellectual Property of Stephen Sexton

8.3 Technical Advisory Panel.

9. Purpose of the Capital Raising

9.1 The Raise

9.2 Use of funds

9.3 Ranking of the New Shares

10. Financial Information

10.1 Historical Financial Information

10.2 Profitability Excluding Research & Development

10.3 Financial Projections

11. Board and Management

11.1 Mr Patrick John Volpe – Chairman

11.2 Mr Ken Ingbritsen – Director & Chief Executive Officer

11.3 Mr Stephen Sexton – Director & Principal Scientist

12. Exit Strategy

12.1 Initial Public Offering

13. Specific Risk Factors

13.1 Research and Development Projects

MYECO GROUP LTD Capital/Financing Update 2010