##### 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 QUARTERLY REPORT
 PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2008
 Universal Biosensors, Inc.
 (Exact name of registrant as specified in its charter)
 Delaware
    
    98-0424072(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification Number)Universal Biosensors, Inc. 
1 Corporate Avenue, 
Rowville, 3178, Victoria 
Australia
    
    Not Applicable(Address of principal executive offices)
    
    (Zip Code)
 Telephone: +61 3 9213 9000  (Registrants telephone number, including
area code)
 þ o
  Large accelerated Filer o
    
    Accelerated Filer o
    
    Non-Accelerated Filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 o þ




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
TABLE OF CONTENTS
 PagePART I
    
    FINANCIAL INFORMATIONItem 1
    
    Financial Statements1) Consolidated condensed balance sheets at March 31, 2008 and
December 31, 2007 (unaudited)
    
    
    32) Consolidated condensed statements of operations for the three
months ended March 31, 2008 and 2007 (unaudited),
    
    
    43) Consolidated condensed statements of cash flows for the three
months ended March 31, 2008 and 2007 (unaudited)
    
    
    54) Consolidated condensed statements of changes in stockholders
equity and comprehensive income for the period ended March 31,
2008 (unaudited)
    
    
    65) Notes to consolidated condensed financial statements (unaudited)
    
    
    7Item 2
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    18Item 3
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    24Item 4
    
    Controls and Procedures
    
    
    25PART II
    
    OTHER INFORMATIONItem 1
    
    Legal Proceedings
    
    Not ApplicableItem 1A
    
    Risk Factors
    
    Not ApplicableItem 2
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    Not ApplicableItem 3
    
    Defaults Upon Senior Securities
    
    Not ApplicableItem 4
    
    Submission of Matters to a Vote of Security Holders
    
    Not ApplicableItem 5
    
    Other Information
    
    Not ApplicableItem 6
    
    Exhibits
    
    
    26Exhibit 3.1Exhibit 3.2Exhibit 31.1Exhibit 31.2Exhibit 32.0SIGNATURES
    
    
    27
 2




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##### 



PART I
 Item 1 Financial Statements
 UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
CONSOLIDATED CONDENSED BALANCE SHEETS
(Unaudited)
 March 31,
    
    
    December 31,2008
    
    
    2007US$
    
    
    US$ASSETSCurrent assets:Cash
    
    $
    34,000,937
    
    
    $
    36,990,423Short-term investments (held-to-maturity)
    
    
    2,867,374
    
    
    
    2,753,679Inventory  Raw materials
    
    
    789,723
    
    
    
    429,016Accrued income
    
    
    157,962
    
    
    
    70,361Receivables
    
    
    478,116
    
    
    
    485,902Financial instruments
    
    
    156,286
    
    
    
    Other current assets
    
    
    2,808,644
    
    
    
    796,782Total current assets
    
    
    41,259,042
    
    
    
    41,526,163Property, plant and equipment
    
    
    18,165,426
    
    
    
    15,828,321Less accumulated depreciation
    
    
    (1,794,321
    )
    
    
    (1,386,070
    )Property, plant and equipment  net
    
    
    16,371,105
    
    
    
    14,442,251Spare parts
    
    
    84,956
    
    
    
    23,907Total assets
    
    $
    57,715,103
    
    
    $
    55,992,321LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    968,972
    
    
    $
    786,296Income taxes payable
    
    
    
    
    
    
    15,869Accrued expenses
    
    
    754,096
    
    
    
    808,210Deferred income
    
    
    
    
    
    
    Employee entitlements provision
    
    
    319,288
    
    
    
    236,070Total current liabilities
    
    
    2,042,356
    
    
    
    1,846,445Non-current liabilities:Asset retirement obligations
    
    
    1,468,757
    
    
    
    1,381,372Employee entitlements provision
    
    
    116,829
    
    
    
    89,239Total non-current liabilities
    
    
    1,585,586
    
    
    
    1,470,611Total liabilities
    
    
    3,627,942
    
    
    
    3,317,056Stockholders equity:Preferred stock, $0.01 par value. Authorized 1,000,000 shares;
issued and outstanding nil in 2008 (2007: nil)Common stock, $0.0001 par value. Authorized 300,000,000
shares; issued and outstanding 156,958,812
shares in 2008 (2007: 156,958,812)
    
    
    15,696
    
    
    
    15,696Additional paid-in
capital
    
    
    59,063,407
    
    
    
    58,920,901Accumulated deficit
    
    
    (10,837,569
    )
    
    
    (9,759,926
    )Accumulated other comprehensive income
    
    
    5,845,627
    
    
    
    3,498,594Total stockholders equity
    
    
    54,087,161
    
    
    
    52,675,265Total liabilities and
stockholders equity
    
    $
    57,715,103
    
    
    $
    55,992,321
  3




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
 Period frominception toMarch 31,
    
    
    Three Months Ended March 31,2008
    
    
    2008
    
    
    2007US$
    
    
    US$
    
    
    US$Revenue
    
    $
    
    
    
    $
    
    
    
    $
    Cost of goods sold
    
    
    
    
    
    
    
    
    
    
    Gross profit
    
    
    
    
    
    
    
    
    
    
    Operating expenses:Research and development (1 and 2)
    
    
    15,035,462
    
    
    
    1,772,390
    
    
    
    1,098,020General and administrative (3)
    
    
    8,349,246
    
    
    
    1,259,302
    
    
    
    638,093Total operating expenses
    
    
    23,384,709
    
    
    
    3,031,692
    
    
    
    1,736,113Research and development income
    
    
    8,902,807
    
    
    
    250,000
    
    
    
    249,997Loss from operations
    
    
    (14,481,902
    )
    
    
    (2,781,692
    )
    
    
    (1,486,116
    )Other income
    
    
    3,635,768
    
    
    
    1,701,282
    
    
    
    307,586Net loss before tax
    
    
    (10,846,133
    )
    
    
    (1,080,410
    )
    
    
    (1,178,530
    )Income tax benefit
    
    
    8,564
    
    
    
    2,767
    
    
    
    Net loss
    
    $
    (10,837,569
    )
    
    $
    (1,077,643
    )
    
    $
    (1,178,530
    )Basic and diluted net loss per share
    
    $
    (0.18
    )
    
    $
    (0.01
    )
    
    $
    (0.01
    )Number of shares used to compute per share data
    
    
    60,576,408
    
    
    
    156,958,812
    
    
    
    128,060,905
 
 Notes:
 1   Net of research grant income in these amounts
    
    
    1,854,687
    
    
    
    218,144
    
    
    
    149,7262   Includes non-cash compensation expense (research and
development)
    
    
    462,124
    
    
    
    70,534
    
    
    
    19,2673   Includes non-cash compensation expense (general &
administrative)
    
    
    517,563
    
    
    
    86,772
    
    
    
    26,331
  4




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
 Periodfrom inceptionto March 31,
    
    Three Months Ended March 31,2008
    
    2008
    
    2007US$
    
    US$
    
    US$Cash flows from operating activities provided by/(used in):Net loss
    
    
    (10,837,569
    )
    
    
    (1,077,643
    )
    
    
    (1,178,530
    )Adjustments to reconcile net loss to net cash used in operating activities:Depreciation and impairment of plant & equipment
    
    
    1,831,449
    
    
    
    346,471
    
    
    
    77,244Share based payments expense
    
    
    979,687
    
    
    
    157,306
    
    
    
    45,598Loss on fixed assets disposal
    
    
    97,715
    
    
    
    
    
    
    
    Translation (gain)/loss
    
    
    330,373
    
    
    
    80,324
    
    
    
    7,952Change in assets and liabilities:Inventory  Raw materials
    
    
    (789,723
    )
    
    
    (360,707
    )
    
    
    Receivables
    
    
    (423,327
    )
    
    
    62,575
    
    
    
    Prepaid expenses and other current assets
    
    
    (2,917,083
    )
    
    
    (2,117,773
    )
    
    
    (147,401
    )Grants receivable
    
    
    (157,963
    )
    
    
    (87,601
    )
    
    
    (72,758
    )Income tax payable
    
    
    
    
    
    
    (15,869
    )
    
    
    Employee entitlements
    
    
    556,370
    
    
    
    110,808
    
    
    
    48,036Accounts payable and accrued expenses
    
    
    941,130
    
    
    
    (26,353
    )
    
    
    146,309Other liabilities
    
    
    
    
    
    
    
    
    
    
    Net cash provided by/(used in)
operating activities
    
    
    (10,388,941
    )
    
    
    (2,928,462
    )
    
    
    (1,073,550
    )Cash flows from investing activities:Purchases of investment securities
    
    
    (2,753,679
    )
    
    
    
    
    
    
    Purchases of property, plant and equipment
    
    
    (13,301,233
    )
    
    
    (1,571,495
    )
    
    
    (1,296,522
    )Net cash used in investing activities
    
    
    (16,054,912
    )
    
    
    (1,571,495
    )
    
    
    (1,296,522
    )Cash flows from financing activities:Gross proceeds from share issue
    
    
    56,945,133
    
    
    
    
    
    
    
    Transaction costs on share issue
    
    
    
    
    
    
    (14,800
    )
    
    
    Proceeds from stock options exercised
    
    
    154,283
    
    
    
    
    
    
    
    23,425Net cash provided by/(used in)
financing activities
    
    
    57,099,416
    
    
    
    (14,800
    )
    
    
    23,425Net increase in cash and cash equivalents
    
    
    30,655,563
    
    
    
    (4,514,757
    )
    
    
    (2,346,647
    )Cash and cash equivalent at beginning of period
    
    
    
    
    
    
    36,990,422
    
    
    
    23,885,198Effect of exchange rate fluctuations on the balances of cash held in foreign currencies
    
    
    3,345,374
    
    
    
    1,525,272
    
    
    
    329,406Cash and cash equivalents at end of period
    
    
    34,000,937
    
    
    
    34,000,937
    
    
    
    21,867,957
  5




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY AND COMPREHENSIVE INCOME
(Unaudited)
 Additional
    
    
    
    
    
    Foreign
    
    TotalPreference Shares
    
    Ordinary shares
    
    Paid-in
    
    Accumulated
    
    currency
    
    stockholdersShares
    
    Amount
    
    Shares
    
    Amount
    
    capital
    
    deficit
    
    translation reserve
    
    equityUS$
    
    
    
    US$
    
    US$
    
    US$
    
    US$
    
    US$Balances at December 31, 2007
    
    
    
    
    
    
    
    
    
    
    156,958,812
    
    
    
    15,696
    
    
    
    58,920,901
    
    
    
    (9,759,926
    )
    
    
    3,498,594
    
    
    
    52,675,265Transaction costs on share issued in 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (14,800
    )
    
    
    
    
    
    
    
    
    
    
    (14,800
    )Comprehensive IncomeNet loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,077,643
    )
    
    
    
    
    
    
    (1,077,643
    )Foreign currency translation reserve
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,347,033
    
    
    
    2,347,033Total Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,269,390Exercise of stock options issued to employees
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Stock option expense
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    157,306
    
    
    
    
    
    
    
    
    
    
    
    157,306Balances at March 31, 2008
    
    
    
    
    
    
    
    
    
    
    156,958,812
    
    
    
    15,696
    
    
    
    59,063,407
    
    
    
    (10,837,569
    )
    
    
    5,845,627
    
    
    
    54,087,161
  6




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
 Note 1  Basis of Presentation and Summary of Significant Accounting Policies
 Organization of the Company
        Interim Financial Statements
  7




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
  Basis of Presentation
   Principles of Consolidation
  Use of Estimates
  Cash & Cash Equivalents
  Short-Term Investments (Held to-maturity)
  Concentration of Credit Risk and Other Risks and Uncertainties
  8




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
  Derivative Instruments and Hedging Activities
 Derivative financial instruments
   Cash flow hedges
       9




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
 Inventory
  Receivables
   Property, Plant and Equipment
   March 31,
    
    
    December 31,2008
    
    
    2007$
    
    
    $Plant and equipment
    
    
    3,674,268
    
    
    
    3,349,905Leasehold improvements
    
    
    6,876,201
    
    
    
    5,548,792Capital work in process
    
    
    7,614,957
    
    
    
    6,929,62418,165,426
    
    
    
    15,828,321Accumulated depreciation
    
    
    (1,794,321
    )
    
    
    (1,386,070
    )Property, plant & equipment, net
    
    
    16,371,105
    
    
    
    14,442,251
   10




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
   March 31,
    
    
    December 31,2008
    
    
    2007$
    
    
    $Movement in accumulated depreciation
    
    
    408,251
    
    
    
    351,325Written down value of fixed assets disposed
    
    
    
    
    
    
    391,542Difference in exchange rates
    
    
    (61,510
    )
    
    
    (148,340
    )Depreciation expense
    
    
    346,741
    
    
    
    594,527
 Research and Development
    Period frominception toMarch 31,
    
    
    Three Months Ended March 31,2008
    
    
    2008
    
    
    2007$
    
    
    $
    
    
    $Research and development expenses
    
    
    16,890,149
    
    
    
    1,990,534
    
    
    
    1,247,746Research grants received recognized against
related research and development expenses
    
    
    (1,854,687
    )
    
    
    (218,144
    )
    
    
    (149,726
    )Research and development expenses as reported
    
    
    15,035,462
    
    
    
    1,772,390
    
    
    
    1,098,020
 Income Taxes
  11




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
    Asset Retirement Obligations
    March 31,
    
    
    December 31,2008
    
    
    2007$
    
    
    $Opening balance at January 1
    
    
    1,381,372
    
    
    
    New obligations
    
    
    
    
    
    
    1,344,925Accretion expense
    
    
    29,957
    
    
    
    34,682Foreign currency translation
    
    
    57,428
    
    
    
    1,765Ending balance at December 31
    
    
    1,468,757
    
    
    
    1,381,372
 Fair Value of Financial Instruments
  Impairment of Long-Lived Assets
  12




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
 Australian Goods and Services Tax (GST)
  Revenue Recognition
 Research and development revenue
   Fee Income
  Interest revenue
  Foreign Currency
 Functional and reporting currency
    13




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
 Transactions and balances
   Group companies
  
    
    assets and liabilities for each balance sheet item reported are translated at the
closing rate at the date of that balance sheet;
    
    income and expenses for each income statement are translated at average exchange
rates (unless this is not a reasonable approximation of the effect of the rates
prevailing on the transaction dates, in which case income and expenses are translated at
the dates of the transactions); and
    
    all resulting exchange differences are recognized as a separate component of equity.
  Commitments and Contingencies
  Patent and License Costs
  Clinical Trial Expenses
   Leased Assets
  14




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
 Stock-based Compensation
     Period frominception toMarch 31,
    
    Three Months Ended March 31,2008
    
    2008
    
    2007$
    
    $
    
    $Research and development
    
    
    462,124
    
    
    
    70,534
    
    
    
    19,267General and administrative
    
    
    517,563
    
    
    
    86,772
    
    
    
    26,331Total share-based compensation expense
    
    
    979,687
    
    
    
    157,306
    
    
    
    45,598
   Grant DateMarch 2008
    
    October 2007
    
    September 2007
    
    March 2007Exercise Price
    
    $
    0.82
    
    
    $
    1.04
    
    
    $
    1.02
    
    
    $
    0.95Share Price at Grant Date
    
    $
    0.84
    
    
    $
    1.10
    
    
    $
    1.04
    
    
    $
    0.98Volatility
    
    
    76
    %
    
    
    76
    %
    
    
    72
    %
    
    
    74
    %Expected Life
    
    
    10 years
    
    
    
    10 years
    
    
    
    10 years
    
    
    
    10 yearsRisk Free Interest Rate
    
    
    5.87
    %
    
    
    6.13
    %
    
    
    5.99
    %
    
    
    5.86
    %Fair Value of Option
    
    $
    0.59
    
    
    $
    0.72
    
    
    $
    0.66
    
    
    $
    0.64
 15




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
  Number of Options
    
    Weighted  AverageOver Shares
    
    Exercise PriceOutstanding Balance, December 31, 2007
    
    
    4,946,395
    
    
    $
    0.55Granted
    
    
    1,049,000
    
    
    
    0.82Exercised
    
    
    Lapsed
    
    
    (5,334
    )
    
    
    1.01Outstanding Balance, March 31, 2008
    
    
    5,990,061
    
    
    
    0.60Exercisable shares as of March 31, 2008
  Fiscal Year2008  remaining periods
    
    $
    316,0762009
    
    
    436,2312010
    
    
    329,3701,081,677
 Pension Costs
  Net Loss per Share and Anti-dilutive Securities
  Total Comprehensive Income
  16




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##### 



UNIVERSAL BIOSENSORS, INC.
(A Development Stage Enterprise)
 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
 (Unaudited)
 Recent Accounting Pronouncements
   Subsequent Events
  17




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##### 



UNIVERSAL BIOSENSORS, INC.
 Item 2 Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion and analysis provides information that we believe is relevant to an
assessment and understanding of our results of operations and financial condition. You should read
this analysis in conjunction with our audited consolidated financial statements and related
footnotes and Managements Discussion and Analysis of Financial Condition and Results of Operations
included in our Form 10-K filed with the United States Securities and Exchange Commission (SEC).
This Form 10-Q contains, including this discussion and analysis, certain forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created by
such acts. For this purpose, any statements that are not statements of historical fact may be
deemed to be forward looking statements, including statements relating to future events and our
future financial performance. Those statements in this Form 10-Q containing the words believes,
anticipates, plans, expects, and similar expressions constitute forward looking statements,
although not all forward looking statements contain such identifying words.
 The forward looking statements contained in this Form 10-Q are based on our current
expectations, assumptions, estimates and projections about the Company and its businesses. All
such forward looking statements involve known and unknown risks, uncertainties and other factors
that may cause our actual results to be materially different from those results expressed or
implied by these forward-looking statements, including those set forth in this Quarterly Report.
 Overview
     18




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##### 



UNIVERSAL BIOSENSORS, INC.
 Results of Operations
 Research and Development Expenses
  
    
    consultant and employee related expenses, which include salary and benefits;
    
    external research and development expenses incurred under agreements with third party
organizations and universities; and
    
    facilities, depreciation and other allocated expenses, which include direct and
allocated expenses for rent and maintenance of facilities, depreciation of leasehold
improvements and equipment and laboratory and other supplies.
  Period frominception toMarch 31,
    
    Three Months Ended March 31,2008
    
    2008
    
    2007$
    
    $
    
    $Research and development expenses
    
    
    16,890,149
    
    
    
    1,990,534
    
    
    
    1,247,746Research grants received recognized against
related research and development expenses
    
    
    (1,854,687
    )
    
    
    (218,144
    )
    
    
    (149,726
    )Research and development expenses as reported
    
    
    15,035,462
    
    
    
    1,772,390
    
    
    
    1,098,020
   19




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##### 



UNIVERSAL BIOSENSORS, INC.
   General and Administrative Expenses
  Research and Development Income
  Fee Income
  Interest Income
  Income Tax Benefit
  20




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##### 



UNIVERSAL BIOSENSORS, INC.
 Net Loss
  Basic and Diluted Net Loss per Share
 Three months ended
    
    Three months endedMarch 31, 2008
    
    March 31, 2007Net loss
    
    
    1,077,643
    
    
    
    1,178,530Weighted average number of ordinary shares used as denominator in
calculating basic and diluted net
loss per share
    
    
    156,958,812
    
    
    
    128,060,905Basic and diluted net loss per share
    
    
    ($0.01
    )
    
    
    ($0.01
    )
 Liquidity and Capital Resources
       21




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##### 



UNIVERSAL BIOSENSORS, INC.
  Operating Capital and Capital Expenditure Requirements
   
    
    expenses we incur in manufacturing, developing, marketing and selling products;
    
    any need to scale our manufacturing operations to meet demand for blood glucose strips
under the Master Services and Supply Agreement, or for our point-of-care tests, including
additional costs related to the fit out of our manufacturing facility in Melbourne,
Australia and the acquisition of additional manufacturing equipment;
    
    changes to our operations to enable us to perform services required under the Master
Services and Supply Agreement;
    
    whether the timing and amount of receipts of revenue from LifeScan under the Master
Services and Supply Agreement through: (i) milestone payments upon the achievement of
regulatory milestones; (ii) services fees calculated with reference to blood glucoses tests
strips sold by LifeScan; and (iii) income from the manufacture of blood glucose tests
strips by Universal Biosensors for LifeScan is sufficient to offset our costs in total or
in part;
    
    the success of our research and development efforts, and whether or not additional funds
are required to support these;
    
    the rate of progress and cost of our product development activities;
    
    the timing and amount of revenue generated by sales of our point-of-care tests;
    
    costs and timing of regulatory approvals;
    
    costs of filing, prosecuting, defending and enforcing any patent claims and other
intellectual property rights;
    
    the terms and timing of any collaborative, licensing and other arrangements that we may
establish; and
    
    the acquisition of businesses, products and technologies, although we currently have no
commitments or agreements relating to any of these types of transactions.
 22




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##### 



UNIVERSAL BIOSENSORS, INC.
 Off-Balance Sheet Arrangement
  Less than 1 year
    
    $
    459,1101  3 years
    
    
    966,2713  5 years
    
    
    1,035,263More than 5 years
    
    
    538,730Total minimum lease payments
    
    $
    2,999,374
  Contractual Obligations
  Payments Due By PeriodTotal
    
    Less than 1 year
    
    1  3 years
    
    3  5 years
    
    More than 5 yearsLong-Term Debt Obligations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Asset Retirement Obligations (1)
    
    
    1,468,757
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,468,757Operating Lease Obligations (2)
    
    
    2,999,374
    
    
    
    459,110
    
    
    
    966,271
    
    
    
    1,035,263
    
    
    
    538,730Purchase Obligations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Other Long-Term Liabilities on
Balance Sheet under GAAP (3)
    
    
    116,829
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    116,829Total
    
    
    4,584,960
    
    
    
    459,110
    
    
    
    966,271
    
    
    
    1,035,263
    
    
    
    2,124,316
 
 (1)
    
    Represents legal obligations associated with the retirement and removal of long-lived
assets.(2)
    
    Our operating lease obligations relate to the lease of our premises.(3)
    
    Represents long service leave owing to the employees Segments
  23




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##### 



UNIVERSAL BIOSENSORS, INC.
 Item 3 Quantitative and Qualitative Disclosures About Market Risk
 Foreign Currency Market Risk
   2009 (*)
    
    
    Fair ValueAnticipated Transactions and Related Derivatives$AUD Functional Currency:Forward exchange agreements (Sell $AUD/Buy Euros)Contract amount
    
    AUD$477,343
    
    
    (U.S.$22,955
    )Average contractual exchange rate
    
    
    0.6135
 
 *
    
    Expected maturity or transaction date Interest Rate Risk
  24




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##### 



UNIVERSAL BIOSENSORS, INC.
 Item 4 Controls and Procedures
 Disclosure Controls and Procedures
   Changes in Internal Controls
  25




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##### 



UNIVERSAL BIOSENSORS, INC.
 PART II
 Item 6 Exhibits
 Exhibit No
    
    Description
    
    Location3.1*
    
    Amended and Restated Articles of Incorporation
    
    Incorporated herein by reference3.2**
    
    Amended and Restated By-Laws
    
    Incorporated herein by reference31.1
    
    Rule 13a-14(a)/15d-14(a) Certification (Principal Executive Officer)
    
    Filed herewith31.2
    
    Rule 13a-14(a)/15d-14(a) Certification (Principal Financial Officer)
    
    Filed herewith32.0***
    
    Section 1350 Certificate
    
    Filed herewith
 
 *
    
    Previously filed as an exhibit by the same number of the Companys Form 10 filed on April 30,
2007**
    
    Previously filed as an exhibit by the same number of the Companys Amendment No. 5 to Form 10
filed on April 29, 2008***
    
    This exhibit is furnished rather than filed, and shall not be incorporated by reference into
any filing of the registrant in accordance with Item 601 of Registration S-K 26




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##### 



UNIVERSAL BIOSENSORS, INC.
 SIGNATURES
  UNIVERSAL BIOSENSORS, INC.

(Registrant)By:
    /s/ MARK MORRISSONDate: April 30, 2008
    
    Mark MorrissonChief Executive Officer and
Executive DirectorBy:
    /s/ SALESH BALAKDate: April 30, 2008
    
    Salesh BalakChief Financial Officer 27




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##### 



UNIVERSAL BIOSENSORS, INC.
 INDEX TO EXHIBITS
Quarterly Report on Form 10-Q
Dated November 8, 2007
 Exhibit No
    
    Description
    
    Location31.1
    
    Rule 13a-14(a)/15d-14(a) Certification (Principal Executive Officer)
    
    Filed herewith31.2
    
    Rule 13a-14(a)/15d-14(a) Certification (Principal Financial Officer)
    
    Filed herewith32.0
    
    Section 1350 Certificate
    
    Filed herewith