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4DS MEMORY LIMITED Capital/Financing Update 2025

Jan 16, 2025

64258_rns_2025-01-16_d1419c5c-29d6-41d7-9b2e-8080d3e832b2.pdf

Capital/Financing Update

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Appendix 3B - Proposed issue of securities

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Announcement Summary

Entity name

4DS MEMORY LIMITED

Announcement Type

New announcement

Date of this announcement

17/1/2025

The Proposed issue is:

An offer of securities under a securities purchase plan

Total number of +securities proposed to be issued for an offer of securities under a securities purchase plan

Maximum Number of
ASX +security code +Security description +securities to be issued
New class-code to be OPTIONS EXPIRING 28-FEB-2028 EX $0.036 55,555,556
confirmed
4DS ORDINARY FULLY PAID 55,555,556

+Record date

16/1/2025

Offer closing date

14/2/2025

+Issue date

21/2/2025

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

4DS MEMORY LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

ACN

Registration Number

145590110

1.3 ASX issuer code

4DS

1.4 The announcement is

New announcement

1.5 Date of this announcement

17/1/2025

1.6 The Proposed issue is:

An offer of +securities under a +securities purchase plan

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

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Part 4 - Details of proposed offer under securities purchase plan

Part 4A - Conditions

4A.1 Do any external approvals need to be obtained or other conditions satisfied before the offer of +securities under the +securities purchase plan issue can proceed on an unconditional basis? No

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

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Part 4B - Offer details

+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued

ASX +security code and description

4DS : ORDINARY FULLY PAID

Will the proposed issue of this +security include an offer of attaching +securities? Yes

Details of +securities proposed to be issued

ASX +security code and description

4DS : ORDINARY FULLY PAID

Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 55,555,556

Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? No

Will the offer be conditional on applications for a maximum number of +securities being received or a maximum amount being raised (i.e. a maximum subscription condition)? No

Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes

Is the minimum acceptance unit based or dollar based? Dollar based ($)

Please enter the minimum acceptance value

$ 2,000

Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? Yes

Is the maximum acceptance unit based or dollar based? Dollar based ($)

Please enter the maximum acceptance value

$ 30,000

Describe all the applicable parcels available for this offer in number of securities or dollar value

$2,000, $5,000, $10,000, $15,000, $20,000, $25,000 & $30,000

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Appendix 3B - Proposed issue of securities

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Offer price details

Has the offer price been determined? Yes In what currency will the offer What is the offer price per be made? +security? AUD - Australian Dollar AUD 0.03600

Oversubscription & Scale back details

Will a scale back be applied if the offer is over-subscribed?

Yes

Describe the scale back arrangements

The scale back arrangements are at the absolute discretion of the Company.

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

Yes

Attaching +Security

The proposed attaching security can only be of an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX) New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

Have you received confirmation from ASX that the terms
of the proposed +securities are appropriate and
equitable under listing rule 6.1?
Will the entity be seeking quotation of the 'new' class of
+securities on ASX?
ASX +security code
New class-code to be confirmed
+Security description
OPTIONS EXPIRING 28-FEB-2028 EX $0.036
No
No
Have you received confirmation from ASX that the terms
of the proposed +securities are appropriate and
equitable under listing rule 6.1?
Will the entity be seeking quotation of the 'new' class of
+securities on ASX?
ASX +security code
New class-code to be confirmed
+Security description
OPTIONS EXPIRING 28-FEB-2028 EX $0.036
No
No
New class-code to be confirmed OPTIONS EXPIRING 28-FEB-2028 EX $0.036

+Security type

Options

Offer ratio (ratio of attaching securities at which the new +securities will be issued)
The quantity of attaching +securities to be issued For a given quantity of the new +securities issued
1 1
What will be done with fractional entitlements? Maximum total number of those +securities that could be
Fractions rounded down to the nearest whole number or
fractions disregarded
issued if all offers under the +securities purchase plan
are accepted
55,555,556
Offer price details
Has the offer price been determined?
Yes

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

What is the offer price per +security? AUD 0.03600

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In what currency will the offer be made?

AUD - Australian Dollar

Please confirm whether the offer of the attaching +securities is a separate offer to the offer pursuant to the +security purchase plan No Please confirm whether the attaching +securities are being offered under a +disclosure document or +PDS Yes Oversubscription & Scale back details Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements The scale back arrangements are at the absolute discretion of the Company. Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Options details +Security currency AUD - Australian Dollar Exercise price Expiry date AUD 0.0360 28/2/2028 Details of the type of +security that will be issued if the option is exercised 4DS : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid ordinary share for each option exercised. Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. Terms of the options to be set out in a prospectus to be lodged with ASX. Part 4C - Timetable 4C.1 Date of announcement of +security purchase plan 17/1/2025 4C.2 +Record date 16/1/2025 4C.3 Date on which offer documents will be made available to investors 24/1/2025

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Appendix 3B - Proposed issue of securities

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4C.4 Offer open date

24/1/2025

4C.5 Offer closing date 14/2/2025

4C.7 +Issue date and last day for entity to announce results of +security purchase plan offer 21/2/2025

Part 4D - Listing Rule requirements

4D.1 Does the offer under the +securities purchase plan meet all of the requirements of listing rule 7.2 exception 5 or do you have a waiver from those requirements? Yes Part 4E - Fees and expenses 4E.1 Will there be a lead manager or broker to the proposed offer? Yes 4E.1a Who is the lead manager/broker? Bell Potter Securities Limited 4E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? Management and selling fee of 6% of the proceeds of the Offer (including the Placement). A total of 12,000,000 broker options in relation to the Offer (including the Placement) on the same terms and conditions as the Placement and SPP options. 4E.2 Is the proposed offer to be underwritten? No 4E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 4E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer N/A

Part 4F - Further Information

4F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

The funds raised will be used for payments to Infineon, ongoing investment in development with imec, general working capital and offer costs.

4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No

4F.2 Countries in which the entity has +security holders who will not be eligible to accept the proposed offer Australia and New Zealand

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

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4F.3 URL on the entity's website where investors can download information about the proposed offer Refer to ASX announcement lodged with ASX 17 January 2025.

4F.4 Any other information the entity wishes to provide about the proposed offer N/A

Appendix 3B - Proposed issue of securities

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