4DS Memory (ASX: 4DS) to Acquire Jenesys in Hardware-Software Pivot

4DS Memory has agreed to acquire Australian autonomous-systems software developer Jenesys Pty Ltd, expanding beyond memory hardware into integrated Edge-AI software.

The company also plans to raise up to $5 million before costs to fund the combined development program.

The acquisition would pair 4DS’s resistive-memory technology with Jenesys’s autonomous-systems software. The combined platform will target computing-in-memory and neuromorphic computing applications.

Completion is targeted for October 2026. It remains subject to due diligence, shareholder approval, financing and other required consents.

Consideration Tied to Delivery

4DS has paid Jenesys shareholders a non-refundable $150,000 deposit. It will also issue $5 million of shares at $0.01 each upon completion.

The resulting 500 million shares will enter voluntary escrow. Half will be restricted for six months and the remainder for 12 months.

Vendors will also receive six performance rights tied to technology and commercial milestones. These cover a live demonstration and two contracted-revenue targets.

The revenue thresholds are at least $2 million within 24 months and $5 million within 36 months. Government grants and non-recurring items are excluded.

Up to 350 million additional shares may be issued if all performance rights vest and convert.

Strategy Moves Beyond Standalone Memory

Jenesys develops software for coordinating autonomous systems across air, land, sea and space.

Its Distributed Autonomy Stack allows mixed unmanned fleets to coordinate without a central command node. It is intended for environments where bandwidth, communications integrity or GPS availability may be constrained.

Jenesys was incorporated in November 2025. However, it consolidated intellectual property and technical materials developed over about three years, involving approximately $3 million of expenditure.

For 4DS, the deal follows a strategic review announced in September 2025. That review ended its pathway for scaling memory technology to 20 nanometres.

4DS retained its validated 60-nanometre PCMO ReRAM platform. It now plans to retune the technology for computing-in-memory and neuromorphic applications.

Software is required to test memory behaviour against machine-learning workloads and optimise operating parameters. Acquiring Jenesys would give 4DS direct control over that integrated development process.

Funding the Two-Year Program

4DS plans to raise approximately $3 million through an entitlement issue and $2 million through a placement. Firm commitments have been received for the placement.

Eligible shareholders will be offered one new share for every seven held. Both offers are priced at $0.01 per share.

Combined with $6.982 million of existing cash, approximately $11.982 million would fund the business over the next 24 months.

Planned expenditure includes $3.305 million for 4DS development and hardware-software integration. Another $3.640 million is allocated to Jenesys platform development and engineering expansion.

A further $3 million is earmarked for business development.

Capital Structure Expands

The indicative share count would rise from 2.061 billion to about 3.055 billion at completion. That includes capital-raising shares and 500 million upfront vendor shares.

It excludes up to 350 million additional shares that may be issued through the performance rights.

Shareholders are scheduled to vote on October 2, 2026, with completion indicatively targeted for October 5. The agreement may be terminated if conditions remain unsatisfied or unwaived by October 31.

Following consultation with the ASX, 4DS said its securities will be reinstated to quotation. It will not need to re-comply with Chapters 1 and 2 of the ASX Listing Rules.