De mem : Proposed issue of securities - DEM

Proposed issue of securitiesAnnouncement Summary

For personal use only

Entity nameDE.MEM LIMITED

Announcement Type New announcement

Date of this announcement 7/4/2022

The Proposed issue is:

A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

Proposed +issue date 11/4/2022

Refer to next page for full details of the announcementProposed issue of securities

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Proposed issue of securities

Part 1 - Entity and announcement details

1.1 Name of +Entity

DE.MEM LIMITED

For personal use only

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 614756642

1.3 ASX issuer code DEM

1.4 The announcement isNew announcement

1.5 Date of this announcement 7/4/2022

1.6 The Proposed issue is:

A placement or other type of issue

Proposed issue of securities

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Proposed issue of securitiesPart 7 - Details of proposed placement or other issue

For personal use only

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis?

No

Part 7B - Issue details

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?

New class

Details of +securities proposed to be issued

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

No

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)Have you received confirmation from Will the entity be seeking quotationASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1?

No

ASX +security code

New class-code to be confirmed

OPTION EXPIRING APR-2025 EX 27.95C

+Security type

Options

of the 'new' class of +securities on ASX?

No

+Security description

Number of +securities proposed to be issued 500,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

No

Please describe the consideration being provided for the +securities

Proposed issue of securities

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Proposed issue of securities

Please describe the consideration being provided for the +securities

The Company has entered into an agreement for corporate advisory services, pursuant to which, as consideration for the provision of the services, the Company will issue 2,000,000 unlisted options over the term of the agreement (being 12-month) by quarterly equal tranches of 500,000 per quarter. The options will be issued as non-cash consideration with an exercise price of $0.2795.

For personal use only

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

Will all the +securities issued in this class rank equally in all respects from their issue date?

Yes

Options details

+Security currency	Exercise price	Expiry date
AUD - Australian Dollar	AUD 0.2795	11/4/2025

Details of the type of +security that will be issued if the option is exercised DEM : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised 500,000

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.

Part 7C - Timetable

7C.1 Proposed +issue date 11/4/2022

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1?

No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

Proposed issue of securities

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Proposed issue of securities

Yes

7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?

500,000

For personal use only

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)?

No

• 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?

  No

• 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?

  No

• 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?

No

Part 7E - Fees and expenses

• 7E.1 Will there be a lead manager or broker to the proposed issue?

  No

• 7E.2 Is the proposed issue to be underwritten?

No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

For the payment of consideration for corporate advisory services.

• 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?

  No

• 7F.2 Any other information the entity wishes to provide about the proposed issue

Proposed issue of securities

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