NANOSONICS LIMITED — Capital/Financing Update 2012

Jun 24, 2012

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25 June 2012

Company Announcements Office Australian Securities Exchange

GE makes strategic investment in Nanosonics with $7.5 million in convertible notes at $0.75

Highlights

• GE’s healthymagination Fund, which invests in highly promising healthcare technology companies, has invested in Nanosonics representing a strong endorsement of its proprietary infection control technology and growth potential.

• Researched, developed and manufactured in Australia by Nanosonics, the Trophon[®] EPR is one of the first non-GE developed products to be certified by GE’s healthymagination program. Healthymagination certification is only awarded to technologies that are independently validated to improve both health outcomes and lower the costs of healthcare delivery.

• Nanosonics has agreed to grant GE a first right of refusal, for exclusive distribution of the Trophon EPR in Japan, one of the largest health care markets.

Commitment to Nanosonics, Trophon[®] EPR and infection control sector

This investment affirms GE’s commitment to assisting Nanosonics, through the Trophon[®] EPR, to establish new standards for the disinfection of ultrasound probes. With this investment, GE has increased its commitment to the rapidly growing infection control market; a US$10.3 billion global market that is growing at 12% annually.

NAN is actively pursuing regulatory approval in Japan and the proposed extension of Nanosonics’ partnership with GE in Japan is a significant opportunity for both parties. GE Healthcare is highly regarded in Japan, which is one of the largest infection control and medical device markets. This proposed partnership with GE will accelerate market entry and provide significant credibility in a market where there is a strong preference for recognised brands.

In a separate announcement Michael Ackland, CEO of GE Healthcare Australia & New Zealand said “We’re delighted to be investing in a great Australian company and to help bring this unique technology to the rest of the world” .

A summary of the key terms of the Convertible Notes are set out in the annexure to this announcement.

Nanosonics Limited

Dr Ron Weinberger

Managing Director

For further information, please contact: Dr Ron Weinberger, Managing Director, +61 2 8063 1600 McGregor Grant, Chief Financial Officer +61 2 8063 1600

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About Nanosonics

Nanosonics Limited has developed a portfolio of decontamination products designed to reduce the spread of infection. The Company owns intellectual property relating to a unique disinfection and sterilisation technology which can be suited to a variety of markets.

Initial market applications are designed for the reprocessing of reusable medical instruments. In parallel with the introduction of Trophon EPR, Nanosonics is also developing other medical applications and exploring opportunities for its proprietary technology in other industries. For more information about Nanosonics please visit www.nanosonics.com.au

About GE

GE (NYSE: GE) works on things that matter. The best people and the best technologies taking on the toughest challenges. Finding solutions in energy, health and home, transportation and finance. Building, powering, moving and curing the world. Not just imagining. Doing. GE works. For more information, visit the company's website at www.ge.com. Follow GE on twitter @GEaustralia

About GE Healthcare

GE Healthcare provides transformational medical technologies and services that are shaping a new age of patient care. GE Healthcare’s broad expertise in medical imaging and information technologies, medical diagnostics, patient monitoring systems, drug discovery, biopharmaceutical manufacturing technologies, performance improvement and performance solutions.

GE Healthcare’s "Healthymagination" vision for the future invites the world to join GE Healthcare on a journey to continuously develop innovations focused on reducing costs, increasing access and improving quality around the world. Headquartered in the United Kingdom, GE Healthcare is a unit of General Electric Company (NYSE: GE). Worldwide, GE Healthcare employees are committed to serving healthcare professionals and their patients in more than 100 countries. For more information, visit www.gehealthcare.com.

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ANNEXURE

Summary of key terms of the agreements with GE

Nanosonics Limited (ASX: NAN) and GE (NYSE: GE) announced today that GE through GE Capital Finance Pty Ltd (as trustee for GE Capital Commercial Real Estate Financing & Services (Australia) Unit Trust ( Noteholder ) will invest A$7.5million by subscribing for Convertible Notes.

Subscription Agreement

Nanosonics and the Noteholder have entered into a Subscription Agreement for the issue of the following Convertible Notes:

• a Tranche A Convertible Note with a total face value (issue price) of $4,000,000, which is convertible in whole or in part into Shares in the Company , at a conversion price of $0.75 per Share at any time from it’s issue date until it's maturity date ( Tranche A Convertible Note ). This Note will be issued within the Company's existing capacity under ASX Listing Rule 7.1.

• a Tranche B Convertible Note with a total face value (issue price) of $3,500,000, which, subject to approval by shareholders of the Company of the right to convert that Note into Shares for the purposes of ASX Listing Rule 7.1, is convertible in whole or in part into Shares, at a conversion price of $0.75 per Share at any time from the date of such approval until it's maturity date ( Tranche B Convertible Note ). The Company intends to seek approval from shareholders to approve the right to convert and the issue of Shares upon such conversion of the Tranche B Convertible Note at its 2012 Annual General Meeting.

Completion of the subscription and issue of the Convertible Notes is conditional upon there being no breach of any warranties given by the Company, any event of default or material adverse change subsisting on the subscription date or any applicable law on government agency prohibiting or restricting such subscription. Subject to satisfaction of these conditions, completion of the subscription is expected to occur on or before 29 June 2012.

Terms of Convertible Notes

The key terms of the Convertible Notes are:

• the Convertible Notes will have a conversion price of $0.75 per Share. The Tranche A Convertible Note will be convertible any time from the date of issue, and the Tranche B Convertible Note at any time after the shareholders in general meeting have approved the right to convert, up until their maturity date;

• the Convertible Notes will bear interest at 6% per annum on a simple interest basis. Interest for the first two years from the date of issue will not be required to be paid in cash in the first two years and instead will be accrued. For the subsequent two years interest will, at the election of the Noteholder, either be payable in cash annually in arrears or be accrued. If the Noteholder elects to convert the Convertible Notes it will also be entitled to convert any accrued interest on such Notes into additional Shares;

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• the Convertible Notes have a term of four years from their date of issue (Maturity Date) and the Company is required to redeem the Convertible Notes by paying the face value and of any accrued interest on the Maturity Date or earlier if there is an event of default or change in control of the Company. The Company does not have a right to require redemption of the Convertible Notes, although it may offer to acquire them, which may be accepted at the Noteholder's election;

• the Shares issued upon conversion of the Convertible Notes will rank equally with all other fully paid ordinary shares existing at that date of issue and the Company will be apply for ASX quotation of those shares;

• the Convertible Notes themselves will not be listed for quotation on ASX.

Upon issue of the Convertible Notes, the Company will issue a Cleansing Notice in accordance with ASIC Class Order [CO 10/322] to allow the on-sale of the Convertible Notes and Shares issued upon conversion of those Convertible Notes. Further details of the terms of the Convertible Notes and the effect of the issue of the Convertible Notes on the Company will be set out in that Cleansing Notice.

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