4DS MEMORY LIMITED — Capital/Financing Update 2015

Dec 14, 2015

4DS Memory Limited ABN 43 145 590 110 Suite 1, Level 1, 35 Havelock Street, West Perth WA 6005 PO Box 839, West Perth WA 6872

T +61 8 9481 7111 E info@4dsmemory.com W www.4dsmemory.com

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ASX RELEASE

REINSTATEMENT DISCLOSURES

As announced to the ASX, 4DS Memory Limited (formerly Fitzroy Resources Ltd) ( Company ) has completed the acquisition of 4D-S Memory Limited, together with the $2.75 million capital raising under the prospectus date 16 October 2015 ( Prospectus ) and other ancillary issues of securities associated with the acquisition of 4D-s Limited ( 4DS ).

The Company provides the following disclosures in connection with the re-instatement of its securities to quotation in accordance with the ASX Listing Rules.

The Company confirms that:

1. There have been no material subsequent events to alter the Company’s statement of financial position as detailed in section 10.4 of the Prospectus.

2. That the conditions to the Offer have been satisfied.

3. That the securities offered under the Public Offer, 4DS A Class Shareholder Offer, 4DS Optionholder Offer, Adviser Option Offer and Acquisition have been issued.

4. That the Company has acquired all of the voting shares and issued capital of 4DS and the entire business of 4DS has been acquired by the Company.

5. That the joint development agreement entered into between 4DS and HGST Netherlands B.V. remains in full force and effect.

6. That there have been no material subsequent events to alter the Company’s consolidated statement of financial position as detailed in section 10 of the Prospectus.

7. There are no legal, regulatory or contractual impediments to the Company undertaking the activities the subject of the commitments disclosed in the Prospectus.

8. That the Company is in compliance with the Listing Rules and in particular Listing Rule 3.1.

CAPITAL STRUCTURE

The capital structure of the Company is as follows:

Shares	659,156,514
Performance Shares
Class 1 Performance Shares expiring 31 December 2018	67,604,019
Other Performance Shares expiring 23 December 2016	6,666,669
Options
Unlisted options exercisable @ $0.024 expiring 10 May 2018	26,666,668
Unlisted options exercisable @ $0.042 expiring 25 June 2018	3,000,000
Unlisted options exercisable @ $0.02 expiring 30 June 2020	36,458,333
Unlisted options exercisable @ $0.05 expiring 30 June 2020	30,000,000

RESTRICTED SECURITIES

The following securities are subject to ASX escrow restrictions for the periods set out below:

	Number	Escrow Period
Shares	7,800,823	12 months from re-instatement
Shares	105,623,724	24 months from re-instatement
Shares	293,947	To 26 January 2016
Shares	293,947	To 5 February 2016
Shares	293,947	To 17 February 2016
Shares	205,759	To 10 March 2016
Shares	88,188	To 13 March 2016
Shares	293,947	To 16 March 2016
Class 1 Performance Shares	41,884,378	12 months from re-instatement
Class 1 Performance Shares	25,719,641	24 months from re-instatement
Options - @ $0.02 expiring 30 June 2020	36,458,333	24 months from re-instatement
Options - @ $0.05 expiring 30 June 2020	30,000,000	24 months from re-instatement

UPDATED STATEMENT OF COMMITMENTS

The Company intends to apply the funds raised from the Public Offer together with existing cash reserves over a 12 month period as follows:

Source of funds	Actual
	Subscription
Cash position for the merged entity	$1,132,588
Funds raised under the Public Offer	$2,750,000
Total funds available	$3,882,588
Use of funds
Research and development activities pursuant to agreed	$1,500,000
scope of work under Joint Development Agreement
Other research and development activities	$426,731
Administration	$906,397
Working Capital	$433,645
Costs of the Offers	$615,815
Total funds applied	$3,882,588

The above table is a statement of current intentions as at the date of this announcement. As with any budget, the allocation of funds set out in the above table may change depending on a number of factors, including the outcome of operational activities, regulatory developments and market and general economic conditions. In light of this, the Board reserves the right to alter the way the funds are applied.

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UPDATED STATEMENT OF FINANCIAL POSITION

The updated statement of financial position, as extracted from the investigating accountant’s report, for 4DS Memory Limited based on actual funds raised of $2,750,000 is set out below:

CURRENT ASSETSCash and cash equivalentsTrade and other receivablesOther current assetsTOTAL CURRENT ASSETSNON-CURRENT ASSETSPlant and equipmentExploration and evaluation expenditureTOTAL NON-CURRENT ASSETSTOTAL ASSETSCURRENT LIABILITIESTrade and other payablesBorrowingsTOTAL CURRENT LIABILITIESTOTAL LIABILITIESNET ASSETSEQUITYIssued capitalReservesAccumulated lossesTOTAL EQUITY	Pro formaConsolidated30 June 2015$3,266,77364,48120,000
	3,351,254
	29,199420,000
	449,199
	3,800,453
	216,73426,381
	243,115
	243,115
	3,557,338
	21,336,6913,456,434(21,235,787)
	3,557,338

Ends.

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