OPM optum health limited

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    OPTUM GROUP LIMITED 2002-08-06 ASX-SIGNAL-G

    HOMEX - Perth

    +++++++++++++++++++++++++
    PLACEMENT AND RESTRUCTURE INITIATIVES

    Optum Group Limited ("Optum or Company") is pleased to announce the
    completion of a placement of 24,507,075 fully paid ordinary shares
    to clients of Bell Potter Securities Limited. The placement is to be
    completed at a price of 0.6 cents per share to raise approximately
    $147,000 before costs. The placees will also make available to Optum
    a short term debt funding facility of $100,000. An Appendix 3B is
    attached.

    As part of the placement process, Mr Peter Jermyn will join the board
    of Optum with current director, Mr Robert King stepping aside as
    director. Mr King will remain in the management team. Mr Jermyn has
    been involved in a number of public company initiatives which have
    resulted in the successful commercialisation of a number of emerging
    and growth industry opportunities.

    PROPOSED SHARE CONSOLIDATION, RENOUNCEABLE RIGHTS ISSUE AND DEBT
    RESTRUCTURING

    The Company also proposes to proceed with, subject to obtaining all
    necessary shareholder approvals, a one (1) for ten (10) share
    consolidation followed by a five (5) for (2) renounceable rights
    issue to existing shareholders. Funds raised by the placement and
    the rights issue will be utilised to:

    (a) continue to commercialise the Company's current pathology
    transaction system, "Telepathy";

    (b) investigate additional opportunities in the medical and
    healthcare products and services industry.

    The Company will shortly despatch a notice of meeting and explanatory
    memorandum seeking, amongst other things, shareholder approval to
    consolidate it's share capital on a one (1) for ten (10) basis such
    that the total issued capital post consolidation will be
    approximately 18.79m ordinary fully paid shares. Following approval
    for theshare consolidation, the Company intends to proceed with a
    five (5) for two (2) renounceable rights issue at an issue price of 5
    cents per share (with a free attaching option exerciseable at 10
    cents on or before 31 December 2004 for every two (2) shares
    subscribed for) to raise approximately $2.35 million through the
    issue of up to 46.9 million shares and 23.45 million options (on a
    post consolidated basis).

    The funds raised will be utilised to retire debt and progress with
    the initiatives set out above. It is also anticipated that the
    considerable corporate experience of the new board member will assist
    in securing underwriting commitments for the proposed rights issue.

    As part of the placement process, Albert Ho (and his related entities
    Flandron Pty Ltd and Mediplus Management Pty Ltd) have agreed to
    reduce current debts owing by the Company from approximately $1.22m
    to $800,000. Flandron will also assign $400,000 of its existing
    convertible note debt (representing half of the reduced $800,000
    outstanding amount) to the entities participating in the placement.
    The debt restructuring represents a significant saving to the
    Company. In addition, Flandron and the assignees of the convertible
    note have agreed not to demand repayment of any monies outstanding
    until after the completion of the proposed rights issue referred to
    above.

    The inclusion of Mr Jermyn will provide Optum with a significant
    opportunity to maximise commercial exposure of its existing pathology
    transaction system, "Telepathy", and further investigate other
    complimentary opportunities in the medical and health products and
    services industry.

    Dr A Ho
    EXECUTIVE CHAIRMAN

    MORE TO FOLLOW

    OPTUM GROUP LIMITED 2002-08-06 ASX-SIGNAL-G

    HOMEX - Perth

    +++++++++++++++++++++++++
    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 andmay be made public.

    Introduced 1/7/96. Origin Appendix 5. Amended 1/7/98, 1/9/99,
    1/7/2000.

    Name of Entity
    Optum Group Limited

    ACN or ARBN
    63 001 287 510

    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 Fully Paid Ordinary Shares
    or to be issued (quoted)

    2. Number of securities issued 24,507,075 fully paid
    or to be issued (if known) ordinary shares
    or maximum number which
    may be issued

    3. Principal terms of the securities Fully paid ordinary shares
    (eg, if options, exercise price
    and expiry date; if partly paid
    securities, the amount
    outstanding and due dates for
    payment; if convertible securities,
    the conversion price and dates
    for conversion)

    4. Do the securities rank equally Yes
    in all respects from the date
    of allotment with an existing
    class of quoted securities

    If the additional securities
    do not rank equally, please
    state:
    * the date from which they do
    * the extent to which they
    participate for the next
    dividend, (in the case of
    a trust, distribution) or
    interest payment
    * the extent to which they do
    not rank equally, other than
    in relation to the next
    dividend, distribution or
    interest payment

    5. Issue price or consideration $147,042 (at 0.6 cents per
    share)

    6. Purpose of the issue (if To fund sales and marketing
    issued as consideration for initiatives for the Company's
    the acquisition of assets, pathology transaction system
    clearly identify those "Telepathy" and investigate
    assets) other opportunities in the
    medical and health products
    and services industry

    7. Dates of entering securities On or before 07/08/2002
    into uncertified holdings
    or despatch of certificates

    NUMBER CLASS
    8. Number and class of all 187,887,656 Ordinary fully paid
    securities quoted on shares
    ASX (including the 33,500,000 Options exercisable
    securities in clause on or before 30/06/2005
    2 if applicable) at 20 cents each

    NUMBER CLASS
    9. Number and class of all 17,8000,000 Options exercisable on
    securities not quoted or before 28/09/2003
    on ASX (including the at 10 cents each
    securities in clause 2 1,000,000 Options exercisable on
    if applicable) or before 30/06/2003
    at 0.0001 cents each
    3,000,000 Options exercisable on
    or before 30/06/2005
    at 20 cents each

    10.Dividend policy (in the case Participation available from
    of a trust, distribution the date of issue
    policy) on the increased
    capital (interests)

    PART 2 - BONUS ISSUE OR PRO RATA ISSUE

    Items 11 to 33 are 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) X 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
    (If the additional securities do not form a new class, go to 43)

    Tick to indicate you are providing the information or documents

    35. If the securites 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 securites 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
    (now go to 43)

    Entities that have Ticked Box 34 (b)

    Items 38 to 42 are Not Applicable

    ALL ENTITIES

    Fees

    43. Payment method (tick one)

    Cheque attached

    Electronic payment made
    Note: Payment may be made electronically if Appendix 3B is
    given to ASX electronically at the same time.

    Periodic payment as agreed with the home branch has been
    arranged
    Note: Arrangements can be made for employee incentive
    schemes that involve frequent issues of securities.

    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
    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.

    * 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.

    * We warrant that if confirmation is required under section
    1017F of the Corporations Act in relation to the securities to
    be quoted, it has been provided at the time that we request
    that the securities be quoted.

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

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

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


    A Ho
    EXECUTIVE CHAIRMAN
    06/08/2002
 
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