Ann: Response to Press Article, page-4

The Directors of BrainChip Holdings Ltd. (“BrainChip” or “the Company) (ASX: BRN) wish to respond to the “Street Talk” article published in the Australian Financial Review (AFR), dated 9 January 2017. BrainChip, and its Board of Directors, consistently seek to manage the Company’s business and capital strategy in the most effective manner to increase shareholder value. In this regard, the Company has appointed Pillsbury Winthrop Shaw Pittman and Allen & Overy to advise BrainChip and its Board of Directors. Recent comments by an unnamed source in the Australian Financial Review (AFR) article dated 9 January 2017, regarding a “take‐private” transaction in Australia with a new listing in the United States are speculative and inaccurate. The Company can confirm that our advisors are not evaluating such a transaction. The Company can further confirm that it is evaluating a possible scheme of arrangement whereby the Company would provide for an exchange of shares that would be publicly traded on another market. While the Company has sought the advice of outside counsel, at this juncture, no certainty exists regarding execution of such a scheme or exchange. BrainChip is aware of its obligations to the ASX and its investors and will make announcements as and when there is a need to do so.