If we still have the cash in the bank? Why can't we pay off the...

If we still have the cash in the bank? Why can't we pay off the debt and do another CR instead of issuing shares to the financier with such a lower value (compare to the current market price $0.03)

From the ann:
offer to ECP (or its nominees) 20,000,000 Shares at a deemed issue price of $0.00001 to raise $200, to be issued with the issue of Convertible Notes under Tranche 2;
350,000,000 options to acquire shares in the Company, with an exercise price of $0.004 each, expiring 3 years after the date of issue, to be issued to ECP or parties nominated by the ECP at an issue price of $0.000001 each to raise up to $350 (ECP Options), to be issued subject to shareholder approval;

And why we need to pay the sum of $400k?
If the shareholder approval is not obtained on or prior to 31 July 2015 in circumstances where the Company has secured equity or debt funding of in excess of $100,000 from a third party, then the Company will pay ECP the sum of $400,000 (plus GST).