4DS Memory : Cleansing Prospectus

For personal use only

4DS MEMORY LIMITED ACN 145 590 110

PROSPECTUS

For the offer of up to 1,250 Shares in the capital of the Company at an issue price of $0.08 per Share to raise up to $100 (before expenses).

This Prospectus has been prepared primarily for the purpose of section 708A(11) of the Corporations Act to remove any trading restrictions on the sale of Shares issued by the Company prior to the Closing Date.

IMPORTANT NOTICE

This document is important and should be read in its entirety. If after reading this Prospectus you have any questions about the Shares being offered under this Prospectus or any other matter, then you should consult your stockbroker, accountant or other professional adviser.

The Shares offered under this Prospectus should be considered speculative.

For personal use only

TABLE OF CONTENTS
1.	CORPORATE DIRECTORY..............................................................................................	1
2.	TIMETABLE AND IMPORTANT NOTES ............................................................................	2
3.	DETAILS OF THE OFFER..................................................................................................	4
4.	PURPOSE AND EFFECT OF THE OFFER...........................................................................	6
5.	RIGHTS AND LIABILITIES ATTACHING TO SHARES ........................................................	7
6.	RISK FACTORS ............................................................................................................	10
7.	ADDITIONAL INFORMATION ......................................................................................	17
8.	DIRECTORS' AUTHORISATION ....................................................................................	24
9.	DEFINITIONS ...............................................................................................................	25

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1.	CORPORATE DIRECTORY
	Directors	Registered Office
	Drs. Willibrordus G.M. van den	Level 2
	Hoek	46-50 Kings Park Road
	Non-Executive Chairman	WEST PERTH WA 6005
	Dr Guido Arnout	Telephone: + 61 8 6377 8043
	CEO and Managing Director	Email: [e-mail]
	David McAuliffe	Website: www.4dsmemory.com
	Executive Director	ASX Code
	Howard Digby
	4DS
	Non-Executive Director
	Company Secretary	Lawyers
	Peter Webse	Steinepreis Paganin
	Share Registry*	Lawyers and Consultants
	Level 4, The Read Buildings
	Automic Share Registry	16 Milligan Street
	PERTH WA 6000
	Level 2	Auditors*
	267 St Georges Terrace
	PERTH WA 6000	PKF Perth
	Telephone: [phone]	Level 5
		35 Havelock Street
		WEST PERTH WA 6005

* These entities have not been involved in the preparation of this Prospectus and have not consented to being named in this Prospectus. Their names are included for information purposes only.

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2. TIMETABLE AND IMPORTANT NOTES

2.1 Timetable

	Action			Date
	Lodgement of Prospectus with the ASIC and ASX			15 February 2022
	Opening Date			15 February 2022
	Closing Date*				5:00pm WST on 4
					March 2022

1. • The Directors reserve the right to bring forward or extend the Closing Date at any time after the Opening Date without notice. As such, the date the Shares are expected to commence trading on ASX may vary with any change in the Closing Date.
2. Important Notes
   This Prospectus is dated 15 February 2022 and was lodged with the ASIC on that date. The ASIC and its officers take no responsibility for the contents of this Prospectus or the merits of the investment to which this Prospectus relates.
   No Shares may be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus.
   The Offer is only available to those who are personally invited to accept the Offer. Applications for Shares offered pursuant to this Prospectus can only be submitted on an original Application Form which accompanies this Prospectus.
   This Prospectus is a transaction specific prospectus for an offer of continuously quoted securities (as defined in the Corporations Act) and has been prepared in accordance with section 713 of the Corporations Act. It does not contain the same level of disclosure as an initial public offering prospectus. In making representations in this Prospectus regard has been had to the fact that the Company is a disclosing entity for the purposes of the Corporations Act and certain matters may reasonably be expected to be known to investors and professional advisers whom potential investors may consult.
3. Web Site - Electronic Prospectus
   A copy of this Prospectus can be downloaded from the website of the Company at www.4dsmemory.com.
   The Corporations Act prohibits any person passing onto another person an Application Form unless it is attached to a hard copy of this Prospectus or it accompanies the complete and unaltered version of this Prospectus. Any person may obtain a hard copy of this Prospectus free of charge by contacting the Company.
   The Company reserves the right not to accept an Application Form from a person if it has reason to believe that when that person was given access to the electronic Application Form, it was not provided together with the electronic Prospectus and any relevant supplementary or replacement prospectus or any of those documents were incomplete or altered.

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1. Risk Factors
   Potential investors should be aware that subscribing for Shares in the Company involves a number of risks. The key risk factors of which investors should be aware are set out in Section 6 of this Prospectus. These risks together with other general risks applicable to all investments in listed securities not specifically referred to, may affect the value of the Shares in the future. Accordingly, an investment in the Company should be considered highly speculative. Investors should consider consulting their professional advisers before deciding whether to apply for Shares pursuant to this Prospectus.
2. Overseas Investors
   This Offer is not available to overseas investors.
3. Disclaimer
   No person is authorised to give any information or to make any representation in connection with the Offer described in this Prospectus which is not contained in this Prospectus. Any information not so contained may not be relied upon as having been authorised by the Company or any other person in connection with the Offer. You should rely only on information in this Prospectus.

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