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MEMPHASYS LIMITED. Capital/Financing Update 2024

Nov 4, 2024

65314_rns_2024-11-04_bf2d5ceb-12e9-46a1-92b7-424b5fbfac58.pdf

Capital/Financing Update

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ASX Release 5 November 2024

ASX Code: MEM

SPP and Placement Completion

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Memphasys Limited (ASX:MEM) ( Memphasys or Company ) refers to its Prospectus dated 20 September 2024, as supplemented by the Supplementary Prospectus dated 8 October 2024 (together, the Prospectus ). Unless otherwise stated in this release, defined terms have the same meaning as in the Prospectus.

Memphasys is pleased to announce the results of the SPP Offer and the Placement Offer, which closed at 5:00pm (AEDT) on Thursday, 31 October 2024.

The Company has raised $1.857 million from its Placement and SPP offers.

The SPP Offer entitled eligible shareholders to purchase up to $30,000 worth of fully paid shares in the capital of the Company at an issue price equal to the lower of $0.008 per Share and a 20% discount to the 5-day VWAP as at the date of issue of the Shares. Eligible shareholder will also receive 1 Attaching Option for every 1 Share subscribed for under the SPP Offer. Placement Participants will be issued Shares at the same issue price as the SPP Offer, together with 1 attaching Option for every 1 Share subscribed for.

The issue price of the Shares issued under both the SPP Offer and Placement Offer is $0.006, being a 20% discount to the 5-day VWAP as at the date of issue of the Shares.

The following securities have been allotted today:

Shares issued to Placement Participants: 166,666,652
Shares issued to SPP eligible shareholders: 142,833,292
Total allotment of shares: 309,499,944
Total shares on issue after allotment: 1,754,748,100
Attaching Options issued to Placement Participants 166,666,652
Attaching Options issued to SPP eligible shareholders 142,833,292
Total Options on issue following the Offers 309,499,944

Under the Prospectus, the Company can offer Shares and Attaching Options under the Top Up Offer which will be open until on or before 13 December 2024 to raise up to $1,000,000. Participants in the Top Up Offer will also receive 1 Attaching Option for every 1 Share issue. The Company reserves the right to place securities under the Top Up Offer.

Memphasys received Shareholder approval for the issue of Shares and Attaching Options under the SPP Offer and the Placement Offer, and the Top Up Offer, at the General Meeting held on 25 October 2024.

This announcement has been approved for release by the board of Memphasys Limited.

For further information please contact:

Dr David Ali Andrew Metcalfe Interim Managing Director / Chief Executive Officer Company Secretary Memphasys Limited Memphasys Limited Tel: +61 2 8415 7300 Tel: +61 412 125 090

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E: [email protected]> E: [email protected]

About Memphasys

Memphasys Limited (ASX: MEM) specialises in reproductive biotechnology for high value commercial applications. Reproductive biotechnology products in development include medical devices, in vitro diagnostics, and new proprietary media. The Company’s patented bio-separation technology, utilised by the Company’s most advanced product, the Felix™ System device, combines electrophoresis with proprietary size exclusion membranes to separate the most viable sperm cells for human artificial reproduction.

Website : www.memphasys.com

The Felix™ System is a registered trademark of Memphasys Limited. All rights reserved.