DE.MEM LIMITED — Capital/Financing Update 2017

Apr 4, 2017

==> picture [219 x 50] intentionally omitted <==

4 April 2017

UPDATED STATEMENT OF FINANCIAL POSITION

The following is an updated unaudited pro-forma statement of financial position as at 31 December 2016 for De.mem Limited (ACN 614 756 642) ( Company ) based on actual funds raised $4,500,000 under the replacement prospectus issued by the Company on 16 February 2017 ( Prospectus ).

AssetsCurrent assetsCash and cash equivalentsTrade and other receivablesInventoriesOther assetsTotal current assetsNon-current assetsProperty, plant & equipmentOther assetsTotal non-current assetsTotal assetsLiabilitiesCurrent liabilitiesTrade and other payablesOther liabilitiesTotal current liabilitiesNon-current liabilitiesOther liabilitiesTotal non-current liabilitiesTotal liabilitiesNet assetsEquityIssued capitalReservesAccumulated lossesTotal equity	De.memLimitedAudited31-Dec-16$1,080,303336,46382,340471,0981,970,204700,3274,774705,1012,675,305616,998-616,998--616,9982,058,3085,339,056389,444(3,670,193)2,058,308	Pro formaadjustmentsUnaudited31-Dec-16$4,000,000---4,000,000----------4,000,0003,677,000323,000-4,000,000	Pro formaUnaudited31-Dec-16$5,080,303336,46382,340471,098
			5,970,204
			700,3274,774
			705,101
			6,675,305
			616,998-
			616,998
			-
			-
			616,998
			6,058,308
			9,016,056712,444(3,670,193)
			6,058,308

The Pro Forma financial position has been prepared by adjusting the financial position of De.mem Limited to reflect the financial effects of the following pro forma transactions which are yet to occur, but are proposed to occur immediately before or following completion of the Offer:

• (i) A restructure of the Company being completed whereby the Company acquires De.mem Private Pte Ltd via a common control transaction through the issue of 65,000,000 ordinary shares in the Company to existing De.mem Pte Ltd shareholders in accordance with the Consideration Offer in the Prospectus;

• (ii) The issue of 22,500,000 ordinary De.mem shares at $0.20 each to raise $4,500,000 before costs pursuant to the Offer;

• (iii) The payment of cash costs related to the Offer estimated to be $500,000; and (iv) The issue of 3,800,000 options to advisors and brokers in relation to the Advisor Offer in the Prospectus, exercisable at $0.30 each with a 3-year expiry.

When calculating the Pro Forma financial position, the Singapore Dollar denominated results of De.mem Private Pte Ltd have been translated to Australian Dollars using a closing rate of SGD1.003:1AUD as at 31 December 2016.