NANOSONICS LIMITED — Share Issue/Capital Change 2012

Sep 25, 2012

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26 September 2012

Company Announcements Office ASX Limited

EXERCISE AND LAPSE OF OPTIONS

We wish to advise that 34,000 Options (NANAF) under the Nanosonics Employee Share Option Plan have been exercised and 5,100 Options (NANAH) the Nanosonics General Share Option Plan have been exercised. A total 39,100 shares have been issued. In addition 66,038 Options under the Nanosonics General Share Option Plan have been issued . There remain 3,433,150 unlisted Options on issue. These movements in options are detailed in the attached Appendix 3B.

Notice under Section 708A(5)(e)

Nanosonics (the Company) advises that, on 21 September 2012, the Company issued 39,100 ordinary shares in respect of share options exercised as described above.

As at 21 September 2012, Nanosonics Limited gives notice under section 708A(5)(e) of the Corporations Act 2001 (Corporations Act) that:

1. The Company issued the securities without disclosure to investors under Part 6D.2 of the Corporations Act.

2. The Company has complied with the provisions, as they apply to the Company, of Chapter 2M of the Corporations Act and with Section 674 of the Corporations Act; and

3. There is no information:

4. a. that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules and

5. b. which investors and their professional advisors would reasonably require for the purpose of making an informed assessment of the assets and liabilities, financial performance, profits and losses and prospects of Nanosonics, or the rights and liabilities attaching to Nanosonics ordinary shares.

Nanosonics Limited

McGregor Grant Company Secretary

Nanosonics Limited ABN 11 095 076 896 Unit 24 566 Gardeners Road Alexandria NSW 2015 Australia Tel: +61 2 8063 1600 Fax: +61 2 9317 5010 Email: info@nanosonics.com.au w: www.nanosonics.com.au

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Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Nanosonics Limited

ABN

11 095 076 896

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

• 1 +Class of +securities issued or to be issued 1. Ordinary Fully Paid Shares 2. Options

• 2 Number of[+] securities issued or to be issued (if known) or maximum number which may 1. 39,100 be issued 2. 66,038

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

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3 Principal terms of the +securities (eg, if options, 1. Ordinary shares issued in accordance with the terms of exercise price and expiry the Company’s Nanosonics Employee Share Option Plan date; if partly paid (ESOP) and Nanosonics General Share Option Plan +securities, the amount (GSOP). outstanding and due dates for payment; if[+] convertible 2. Options issued in accordance with the terms and securities, the conversion conditions of the Nanosonics General Share Option Plan price and dates for (GSOP). conversion)

4 Do the[+] securities rank equally in all respects from the date of 1. Yes. The shares issued rank equally in every respect allotment with an existing with, and are included with, quoted ordinary shares (ASX +class of quoted +securities? code NAN). If the additional securities do 2. N/A not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

5 Issue price or consideration 1. 39,100 shares at prices $0.345 (34,000 NANAF), $0.345 (5,100 NANAH), which raised $13,489.50. 2. NIL

• 6 Purpose of the issue 1. Exercised under the terms and conditions of the (If issued as consideration Nanosonics Employee Share Option Plan and Nanosonics for the acquisition of assets, General Share Option Plan. clearly identify those assets) 2. Issued under the terms and conditions of the Nanosonics General Share Option Plan.

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 2

Appendix 3B New issue announcement

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6a Is the entity an[+] eligible entity that No has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the[+] securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of +securities issued without security holder approval under rule 7.1 6d Number of[+] securities issued with security holder approval under rule 7.1A 6e Number of[+] securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of securities issued under an exception in rule 7.2 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation. 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

Appendix 3B New issue announcement

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• 7 Dates of entering[+] securities into uncertificated holdings or despatch of certificates

21 September 2012

• 8 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 2 if applicable)

Number	+Class
261,044,105	**Ordinary (NAN) **

• 9 Number and +class of all +securities not quoted on ASX ( including the securities in section 2 if applicable)

Number	+Class
45,000	ASX Code NANAD – Unquoted Employee Options, with exercise price of A$0.30, expiring on 19 November 2012.
467,600	ASX Code NANAF – Unquoted Employee Options, with exercise price of A$0.345, **expiring on 26 June 2013. **
43,450	ASX Code NANAH – Unquoted General Options, with exercise price of A$0.345, **expiring on 26 June 2013. **
50,000	ASX Code NANAJ – Unquoted General Options, with exercise price of A$0.55, expiring on 5 January 2014.
700,000	ASX Code NANAL – Unquoted Employee Options, with exercise price of A$0.556, expiring on 19 July 2014.
100,000	ASX Code NANAM – Unquoted General Options, with exercise price of A$0.784, expiring on 1October 2014.
30,000	ASX Code NANAN – Unquoted Employee Options, with exercise price **of A$0.918 expiring on 23 February 2015. **
1,400,000	ASX Code NANAO – Unquoted Employee Options, with exercise price **of A$0.85 expiring on 28 April 2016. **
195,000	ASX Code NANAP – Unquoted Employee Options, with exercise price of A$0.5320 expiring on 21 November **2015. **
315,757	NANAR – Unquoted Employee Options, with exercise price of A$0.00 expiring on 1 April 2013
20,305	NANAS – Unquoted Employee Options, with exercise price of A$0.00 expiring on 1 April 2015
66,038	Proposed Code NANAV – Unquoted Employee Options, with exercise price of A$0.00 expiring on 21 September 2013

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 4

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Appendix 3B New issue announcement

1	NANAT - 6% Tranche A Convertible Note with a face value of $4,000,000 maturing on 28 June 2016
1	NANAU - 6% Tranche B Convertible Note with a face value of $3,500,000 maturing on 28 June 2016

• 10 Dividend policy (in the case of Not Applicable a trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

Questions 11 to 33

Not Applicable

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities ( tick one )

• (a)[Securities described in Part 1 ]

• (b)[All other securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37 A copy of any trust deed for the additional[+] securities

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 5

Appendix 3B New issue announcement

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Entities that have ticked box 34(b)

Questions 38 to 42

Not Applicable

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the +securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted[+] quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the[+] securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are true and complete.

Sign here: ............................................................ Date: 26 September 2012 (Company secretary)

Print name: McGregor Grant Company Secretary

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• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 6