DE.MEM LIMITED — Capital/Financing Update 2021

Mar 16, 2021

Proposed issue of securities

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Announcement Summary

Entity name

DE.MEM LIMITED

Announcement Type

New announcement

Date of this announcement

Wednesday March 17, 2021

The Proposed issue is:

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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 DEM ORDINARY FULLY PAID 4,285,714

+Record date

Tuesday March 16, 2021

Offer closing date

Tuesday April 20, 2021

+Issue date

Thursday April 29, 2021

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

DE.MEM 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.

1.2 Registered Number Type

ABN

Registration Number

97123055363

1.3 ASX issuer code

DEM

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Wednesday March 17, 2021

1.6 The Proposed issue is:

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An offer of +securities under a +securities purchase plan

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Part 4 - Details of proposed offer under securities purchase plan

Part 4A - Conditions

4A.1 - Are any of the following approvals required for the offer of +securities under the +securities purchase plan issue to be unconditional?

+Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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No

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

DEM : ORDINARY FULLY PAID Will the proposed issue of this +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ASX +security code and description

DEM : ORDINARY FULLY PAID

Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 4,285,714

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

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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

$ 1,000 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 The minimum subscription will be $1,000 and subscription in increments of $1,000 up to the $30,000 maximum will be accepted

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 0.28000

Oversubscription & Scale back details

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

Describe the scale back arrangements

Any will be applied on a proportional basis. The subscribers may receive less than the parcel of New Shares for which they have applied. If a Scale Back produces a fractional number of shares when applied, the number of New Shares to be issued will be rounded down to the nearest whole number of New Shares. The difference between the Application Amount received and the number of New Shares that will be issued multiplied by the Subscription Price, will be refunded.

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

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Yes

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Part 4C - Timetable

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4C.1 Date of announcement of +security purchase plan

Wednesday March 17, 2021

4C.2 +Record date

Tuesday March 16, 2021

4C.3 Date on which offer documents will be made available to investors

Tuesday March 23, 2021

4C.4 Offer open date

Tuesday March 23, 2021

4C.5 Offer closing date

Tuesday April 20, 2021

4C.6 Announcement of results

Friday April 23, 2021

4C.7 +Issue date

Thursday April 29, 2021

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?

Vested Securities Pty Ltd

4E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

5% of SPP proceeds received from investors contacted by the manager + $11.50 per shareholder engagement + $0.50 per phone call

4E.2 Is the proposed offer to be underwritten?

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No

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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

Part 4F - Further Information

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

The Company proposes to uses the funds for strategic acquisition opportunities, potential investments in Build, Own, Operate projects, corporate costs and costs of the issue and ongoing working capital.

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

All countries outside Australia and New Zealand.

4F.3 URL on the entity's website where investors can download information about the proposed offer

https://demembranes.com/investors/

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

The Board of the Company has discretion to accept subscriptions and issue shares over the maximum numbers referred to above

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