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SCIDEV LTD Capital/Financing Update 2019

Feb 12, 2019

65761_rns_2019-02-12_ec795811-eceb-46af-af17-049e7043e056.pdf

Capital/Financing Update

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Suite 105 48 Atchison Street St Leonards NSW 2065 Australia ABN 25 001 150 849

Phone: 61 0428 002 590 Email: [email protected] Website: www.scidev.com.au ASX code: SDV

Companies Announcements Australian Securities Exchange

13 February 2019

$2.5million Fund Raising to Accelerate Growth

  • SciDev signs $2.5 million capital raising mandate with Taylor Collison Ltd to facilitate growth, comprising a placement ($1.25 million) and non-renounceable Entitlement Offer ($1.25 million).

  • Strong synergies between Nuoer transaction and SciDev’s patent pending OptiFlox[®] technology to underpin aggressive growth plans to lift SciDev’s revenue profile.

  • Funding will be used to support roll out of the OptiFlox[®] technology and execute combined Nuoer/SciDev business development pipeline.

Further to Monday’s announcement by SciDev Ltd ( ASX: SDV, SDV or the Company ) related to the securing of exclusive distribution and marketing rights in Australia and other Oceanic countries for polymer products produced by the China-based Nuoer Group (Nuoer Group ), SDV is pleased to now outline the terms of a $2.5 million fund raising initiative to accelerate the Company’s business growth.

The fund raising is the subject of a mandate signed with Taylor Collison Ltd and is detailed below.

$1.25 Million Placement

As announced on 11 February 2019, SciDev has undertaken a $470,000 capital raising share placement in parallel with the Nuoer transaction ( 1[st] Tranche Placement ). $300,000 of that capital raising share placement was taken up by the Nuoer Groups’ Australian executive Dr Zhang ( Zhang ), who will become an executive Director of SciDev’s operating subsidiary Science Developments Pty Ltd ( SDPL ). The balance was taken up by unrelated investors, and SciDev welcomes these new shareholders to the Company and looks forward to working closely with Dr Zhang.

A further $780,000 capital raising share placement will be carried out by the Company at $0.06 per share ( 2[nd] Tranche Placement ). This will bring the total new working capital raised by way of placement to $1.25 million. Issue of the 2[nd] Tranche Placement shares will be conditional on SciDev shareholder approval of the proposed share issues, as they will exceed the Company’s 15% placement capacity.

A SciDev shareholders meeting will be called shortly in order to consider both ratification of the 1[st ] Tranche Placement and approval of the 2[nd ] Tranche Placement.

$1.25 Million Non-renounceable Entitlement Offer

In parallel with the capital raising share placement referred to above, SciDev will undertake a nonrenounceable Entitlement Offer to raise a further $1.25 million (the Entitlement Offer ), bringing the total of new working capital raised to $2.5 million. The Entitlement Offer will be carried out on a 2:7 basis and priced at $0.06 per new share.

Taylor Collison Ltd has offered to act as underwriter to the Entitlement Offer and an underwriting agreement was signed late yesterday. Taylor Collison Limited will be paid a management fee of 2% of the total Entitlement Offer amount and a 4% Underwriting Fee on the amount underwritten.

Eligible shareholders will be offered 2 new SciDev shares at an issue price of $0.06 per share for every 7 existing SciDev shares held on the record date (7:00pm AEST on 18 February 2019). Up to 20,947,264 new SciDev shares will be offered under the Entitlement Offer to raise up to approximately $1.25 million before costs, assuming no existing options are exercised.

The issue price of $0.06 per new SciDev share represents a discount of approximately 16.7% to the last closing price of SciDev shares on the morning of 4 February 2019 (being the morning of trading prior to the Company entering into a trading halt ahead of this announcement) and a 2.4% discount to the 15-day volume weighted average price up to and including that day.

Shareholders with a registered address in Australia and New Zealand will be eligible to participate in the Entitlement Offer. Shareholders outside of these jurisdictions will not be permitted to participate. It is the current intention of most of the Directors to take up their rights in full.

An indicative timetable for the Entitlement Offer is set out below.

Event Date*
Cleansing Notice S708AA with ASX 13 February 2019
Announcement of Offer and Letter to Optionholders 13 February 2019
Lodgement of Appendix 3B with ASX 13 February 2019
Letters to Shareholders, Ineligible Shareholders. 14 February 2019
"Ex" Date (date Shares are quoted ex-rights) 15 February 2019
Record Date to determine Entitlements 7.00pm (AEDT)
18 February2019
Offer Documents (together with Entitlement and Acceptance Form) despatched to
Shareholders and announce despatch
21 February 2019

2

Event Date*
Latest date to extend offer (at least 3 days prior to Closing date) 5 March 2019
Closing date (this is earliest possible date) 5pm (AEDT)
8 March 2019
Shares quoted on a deferred settlement basis 11 March 2019
Notification to ASX of under subscriptions 13 March 2019
Issue date 15 March 2019
Normal trading of Shares issued under the Offer commences** 18 March 2019

* These dates are indicative only. The Directors (in consultation with the Underwriter) reserve the right to vary the key dates without prior notice, subject to the Listing Rules.

** The Directors (in consultation with the Underwriter) may extend the Closing Date by giving at least three Business Days’ notice to ASX prior to the Closing Date. As such, the date the Shares are expected to commence trading on ASX may vary.

The following documents are attached:

  • A Cleansing Statement with regard to the 1[st] Tranche Placement.

  • A Cleansing Statement with regard to the Entitlement Offer.

  • An Appendix 3B with regard to the Entitlement Offer.

  • Pro-Forma Letter to SciDev Optionholders.

Heath Roberts Company Secretary SciDev Ltd 0419 473925

3

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Suite 105 48 Atchison Street St Leonards NSW 2065 Australia ABN 25 001 150 849

Phone: 61 0428 002 590 Email: [email protected] Website: www.scidev.com.au ASX code: SDV

13 February 2019

Companies Announcements Australian Securities Exchange

Dear Sirs,

SciDev Ltd – Cleansing Notice

SciDev Ltd (ASX:SDV, SciDev or the Company ) refers to the issue of 9,500,000 fully paid ordinary shares (refer Appendix 3B released 11 February 2019) and issues this cleansing notice.

Cleansing Notice

In relation to the issue of shares referred to herein and the Appendix 3B Notice released on Monday, 11 February 2019, the Company gives notice under section 708A (5)(e) of the Corporations Act 2001 (Cth) ( Corporations Act ) that:

  1. It issued the Shares without disclosure to investors under Part 6D.2 of the Corporations Act;

  2. As at the date of this notice, the Company has complied with:

  3. a) The provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  4. b) Section 674 of the Corporations Act; and

  5. As at the date of this notice, there is no excluded information (within the meaning of sections 708A(7) and 708A(8) of the Corporations Act) which is required to be set out in this notice under Section 708A (6) (e) of the Corporations Act.

Yours Sincerely SciDev Ltd

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Heath Roberts Company Secretary

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Suite 105 48 Atchison Street St Leonards NSW 2065 Australia ABN 25 001 150 849

Phone: 61 0428 002 590 Email: [email protected] Website: www.scidev.com.au ASX code: SDV

13 February 2019

Companies Announcements Australian Securities Exchange

Dear Sirs,

SciDev Limited ABN 25 001 150 849 (ASX:SDV) Entitlement Issue Cleansing Notice under Section 708AA(2)(F) of the Corporations Act 2001

This Notice is given by SciDev Ltd (ASX:SDV, SciDev or the Company ) under Section 708AA(2)(f) of the Corporations Act 2001 (Cth) (the Act ) as notionally modified by ASIC Class Order 08/35.

SciDev today announced a pro-rata non-renounceable entitlement issue ( Entitlement Issue ) of two (2) fully paid ordinary shares ( New Shares ) for every seven (7) ordinary shares held as at 7.00pm (Sydney Time) on 18 February 2019 by SciDev’s eligible shareholders. The issue price for each New Share under the Entitlement Issue will be $0.06.

SciDev advises that:

  • (a) the New Shares will be offered for issue without disclosure under Part 6D.2 of the Act;

  • (b) this notice is being given under Section 708AA(2)(f) of the Act;

  • (c) as at the date of this notice SciDev has complied with:

  • i. the provisions of Chapter 2M of the Act as they apply to SciDev; and

  • ii. Section 674 of the Act;

  • (d) as at the date of this notice there is no excluded information of the type referred to in sub-sections 708AA(8) or (9) of the Act; and

  • (e) the potential effect the Entitlement Issue will have on the control of SciDev, and the consequences of that effect, will depend on a number of factors, including shareholder demand. The potential effect and the consequences of that effect are assessed further below.

SciDev will use the funds for working capital and to grow the domestic and international footprint of its business. The Company has on issue 73,315,421 ordinary shares, and 3,950,000 options. The Company does not anticipate that any of options will be exercised in order to take advantage of the Entitlement Issue.

Taylor Collison Ltd ( TCL ) is acting as Lead Manager and Underwriter to the Entitlement Issue.

The issue of New Shares under the Entitlement Issue is not expected to have any material effect or consequence on the control of SciDev, however is dependent on a number of factors including investor demand. Therefore, it is not possible to predict the effect of the Entitlement Issue on the control of SciDev. There are a number of

possible outcomes that may arise which will, largely, depend on the extent to which eligible shareholders take up their entitlements.

If all eligible shareholders take up their entitlement, each eligible shareholder’s ownership interest (and voting power) in SciDev will remain largely unchanged and the effect on the control of SciDev will be negligible.

To the extent that any eligible shareholder fails to take up their Entitlement, that eligible shareholder’s percentage holdings in SciDev will be diluted by those other eligible shareholders who take up some or all of their entitlement. The voting power of in-eligible foreign shareholders will be diluted.

If no eligible shareholders take up their entitlements (which SciDev considers extremely unlikely) or some shareholders do not take up their entitlements, then the underwriter will be required to subscribe the shortfall shares. In these circumstances, the Company will ensure that the maximum possible voting power of TCL or anyone acquiring shortfall shares will be limited to 19.99 %. However, as TCL’s obligations will arise post the Entitlement Issue the board of SciDev considers that the Entitlement Issue and the underwriting thereof is unlikely to materially affect the control of SciDev.

Yours Sincerely SciDev Ltd

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Heath Roberts Company Secretary

2

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

SciDev Ltd (ASX:SDV)

ABN

25 001 150 849

We (the entity) give ASX the following information.

Part 1 - All issues

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

1
+Class of+securities issued or to
be issued
2
Number of+securities issued or
to be issued (if known) or
maximum number which may be
issued
3
Principal terms of the+securities
(e.g. if options, exercise price
and expiry date; if partly paid
+securities,
the
amount
outstanding and due dates for
payment;
if
+convertible
securities, the conversion price
and dates for conversion)
Fully paid ordinary (ASX:CGN)
Approximately
20,947,264
fully
paid
ordinary shares to be issued through a 2 for
7 pro-rata non-renounceable Entitlement
Offer.
Fully paid ordinary shares ranking equally
with all other fully paid ordinary shares.
  • See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

Appendix 3B New issue announcement

4
Do the+securities rank equally in
all respects from the+issue date
with an existing+class of quoted
+securities?
If the additional+securities do
not rank equally, please state:
• the date from which they do
• the extent to which they
participate
for
the
next
dividend, (in the case of a
trust, distribution) or interest
payment
• the extent to which they do
not rank equally, other than
in
relation
to
the
next
dividend,
distribution
or
interest payment
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly
identify those assets)
6a
Is the entity an+eligible entity
that 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
Yes
$0.06
The proceeds of the Entitlement Offer will be
used for working capital and for growing the
domestic and international footprint of the
business of the Company
No
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

Appendix 3B New issue announcement

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
7
+Issue dates
Note: The issue date may be prescribed by ASX
(refer to the definition of issue date in rule
19.12). For example, the issue date for a pro rata
entitlement issue must comply with the
applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
8
Number
and
+class
of
all
+securities
quoted
on
ASX
(_including_the
+securities in
section 2 if applicable)
N/A
N/A
N/A

N/A
N/A
N/A
15 March 2019
Number +Class
94,262,685 Fully Paid Ordinary
Shares.
  • See chapter 19 for defined terms.

Appendix 3B Page 3

04/03/2013

Appendix 3B New issue announcement

Number +Class 9 Number and +class of all 3,950,000 Options at $0.25 per +securities not quoted on ASX share ( including the +securities in expiring section 2 if applicable) 28/11/2019 10 Dividend policy (in the case of a N/A trust, distribution policy) on the increased capital (interests)

Part 2 - Pro rata issue

11
Is
security
holder
approval
required?
12
Is the issue renounceable or non-
renounceable?
13
Ratio in which the+securities will
be offered
14
+Class of+securities to which the
offer relates
15
+Record
date
to
determine
entitlements
16
Will
holdings
on
different
registers (or subregisters) be
aggregated
for
calculating
entitlements?
17
Policy for deciding entitlements
in relation to fractions
18
Names of countries in which the
entity has security holders who
will not be sent new offer
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
No
Non-Renounceable Entitlement Offer
2 New Shares for Every 7 Existing Share
Fully paid ordinary shares
7.00pm (EST) 18 February 2019
No
Entitlements are rounded up.
All countries other than Aust and NZ
  • See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

Appendix 3B New issue announcement

19 Closing date for receipt of 8 March 2019 acceptances or renunciations

  • See chapter 19 for defined terms.

Appendix 3B Page 5

04/03/2013

Appendix 3B New issue announcement

20
Names of any underwriters
21
Amount of any underwriting fee
or commission
22
Names of any brokers to the issue
23
Fee or commission payable to the
broker to the issue
24
Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
25
If the issue is contingent on
security holders’ approval, the
date of the meeting
26
Date entitlement and acceptance
form and offer documents will be
sent to persons entitled
27
If the entity has issued options,
and the terms entitle option
holders to participate on exercise,
the date on which notices will be
sent to option holders
28
Date rights trading will begin (if
applicable)
29
Date rights trading will end (if
applicable)
30
How do security holders sell their
entitlements_in full_through a
broker?
31
How do security holders sell_part_
of their entitlements through a
broker
and
accept
for
the
balance?
Taylor Collison Ltd
Gross 6%
N/A
N/A
N/A
N/A
21 February 2019
13 February 2019. Small number of Director
and staff options only.
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

Appendix 3B New issue announcement

  • 32 How do security holders dispose of their entitlements (except by sale through a broker)?

N/A

33 +Issue date

Est 15 March 2019

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.

Appendix 3B Page 7

04/03/2013

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of[+] securities for which N/A +quotation is sought 39 +Class of +securities for which N/A quotation is sought 40 Do the[+] securities rank equally in N/A all respects from the[+] issue date with an existing[+] class of quoted +securities? If the additional[+] securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation N/A now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another[+] security, clearly identify that other[+] security) Number +Class 42 Number and +class of all N/A N/A +securities quoted on ASX ( including the[+] securities in clause 38)

  • See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

Appendix 3B New issue announcement

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 is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ............................................................ Date: 13 February 2019.

(Director/Company secretary)

Print name: Heath Roberts..................

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013

Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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----- Start of picture text -----

Insert number of fully paid [+] ordinary 49,481,867
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following: 14,333,554 fully paid ordinary shares
• Number of fully paid [+] ordinary
securities issued in that 12 month
period under an exception in rule 7.2
• Number of fully paid [+] ordinary
securities issued in that 12 month
period with shareholder approval
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities
cannot be added
• Include here (if applicable) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as
separate line items
Subtract the number of fully paid
+ ordinary securities cancelled during that
12 month period
“A” 63,815,421
----- End of picture text -----

  • See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

Appendix 3B New issue announcement

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----- Start of picture text -----

Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 9,572,313
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insert number of [+] equity securities issued 9,500,000
or agreed to be issued in that 12 month
period not counting those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under
rule 7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as
separate line items
“C” -
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 9,572,313
Note: number must be same as shown in
Step 2
----- End of picture text -----

“A” x 0.15 9,572,313 Note: number must be same as shown in Step 2 Subtract “C” 9,500,000 Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 72,313 [Note: this is the remaining placement capacity under rule 7.1]

  • See chapter 19 for defined terms.

Appendix 3B Page 11

04/03/2013

Appendix 3B New issue announcement

Part 2

==> picture [354 x 13] intentionally omitted <==

----- Start of picture text -----

Rule 7.1A – Additional placement capacity for eligible entities
----- End of picture text -----

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated “A” Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Insert number of[+] equity securities issued or agreed to be issued in that 12 month period under rule 7.1A

Notes:

  • This applies to equity securities – not just ordinary securities

  • • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed

  • • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

  • • It may be useful to set out issues of securities on different dates as separate line items

  • “E”

  • See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013

Appendix 3B New issue announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

“A” x 0.10 Note: number must be same as shown in Step 2 Subtract “E” Note: number must be same as shown in Step 3 Total [“A” x 0.10] – “E” Note: this is the remaining placement capacity under rule 7.1A

  • See chapter 19 for defined terms.

Appendix 3B Page 13

04/03/2013

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Suite 105 48 Atchison Street St Leonards NSW 2065 Australia ABN 25 001 150 849

Phone: 61 0428 002 590 Email: [email protected] Website: www.scidev.com.au ASX code: SDV

13 February 2019

Dear SciDev Optionholder,

Participation in SciDev Entitlements Issue

SciDev Ltd ( SciDev or the Company ) announced on 13 February 2019 that it will undertake a nonrenounceable Entitlements Issue of 2 shares for every 7 shares held at A$0.06 (6 cents) per share to raise approximately 1.25 million before costs. That offer is only being extended to holders of ordinary shares with a registered address in Australia and New Zealand, as at 7.00pm AEDT on the record date of 18 February 2019. A copy of the Company’s announcement which contains details of the Entitlements Issue is attached.

This notice is sent to you as a holder of options to acquire ordinary shares in SciDev.

Your options do not carry a right to participate in the Entitlements Issue. The purpose of this letter is to give you notice of the Entitlements Issue and to give you the opportunity to exercise any of your options should you wish to participate in the Entitlements Issue in respect of the shares that would be issued to you upon exercise of any of your options (assuming that you have a registered address in Australia or New Zealand.

You would need to exercise the options prior to 7.00pm AEDT 18 February 2019 to allow the underlying shares to be issued to you before 7.00pm AEDT on the Entitlements Issue record date of 18 February 2019. Before deciding whether to exercise any options you hold prior to the record date and participate in the Entitlements Issue you should consider the terms of the Entitlements Issue carefully and, if in doubt, you should consult your stockbroker, accountant or other professional adviser.

Yours Sincerely SciDev Ltd

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Heath Roberts Company Secretary