X0303 4 2009-07-06 0 0000770034 ADVANCE DISPLAY TECHNOLOGIES INC ADTI.OB 0000904367 DEGEORGE LAWRENCE F 140 INTRACOASTAL POINTE DRIVE, SUITE 410 JUPITER FL 33477 1 0 1 0 Common Stock 2009-07-06 4 J 0 1267531 1.00 A 5450040 D Common Stock 2009-07-06 4 J 0 1943901 1.00 A 7393941 D Convertible, Redeemable Promissory Notes 0.0167 2009-07-06 4 C 0 146396.64 0 D Series D Convertible Preferred Stock 8766266 0 D Series D Convertible Preferred Stock 0.0167 2009-07-06 4 C 0 8766266 0.0167 A Common Stock 8766266 44010815 D Series G Convertible Preferred Stock 2009-07-06 4 J 0 90544 D Common Stock 90544000 0 D Series D Convertible Preferred Stock 2009-07-06 4 J 0 90544000 A Common Stock 90544000 134554815 D On July 6, 2009 (the "Effective Date"), Advance Display Technologies, Inc. (the "Company") entered into a series of agreements pursuant to which it changed the capital structure of the Company (the "Recapitalization"). As part of the Recapitalization, the Company entered into exchange agreements (the "Exchange Agreements") with the holders of its outstanding Series E, F and G Convertible Preferred Stock (the "Preferred Stock") pursuant to which the Company exchanged all of the outstanding shares of its Preferred Stock for shares of the Company's common stock and Series D Convertible Preferred Stock, respectively. In accordance with the Exchange Agreements, on the Effective Date, the reporting person exchanged all of his 1,008,985 shares of Series E Convertible Preferred Stock, including all accumulated and unpaid dividends thereon, for 1,267,531 shares of the Company's common stock, at a price of $1.00 per share of common stock. In accordance with the Exchange Agreements, on the Effective Date, the reporting person exchanged all of his 1,943,901 shares of Series F Convertible Preferred Stock for 1,943,910 shares of the Company's common stock, at a price of $1.00 per share of common stock. The Convertible, Redeemable Promissory Notes were convertible into shares of the Company's Series D Convertible Preferred Stock at any time and had no expiration date. These shares of Series D Convertible Preferred Stock are convertible into shares of the Company's common stock at a price per share of $0.0167. Shares of Series D Convertible Preferred Stock are convertible into shares of the Company's common stock at any time and have no expiration date. In accordance with the Exchange Agreements, on the Effective Date, the reporting person exchanged all of his 90,544 shares of Series G Convertible Preferred Stock for 90,544,000 shares of the Company's Series D Convertible Preferred Stock, at prices ranging from $0.07 to $0.11 per share, depending on the original issue price of the Series G shares exchanged. Each share of Series G Convertible Preferred Stock was convertible into 1000 shares of the Company's common stock at any time and had no expiration date. The shares of Series D Convertible Preferred Stock that were received upon the exchange of the reporting person's shares of Series G Convertible Preferred Stock are convertible into common stock at varying prices based upon the original issuance price of the Series G Convertible Preferred Stock, which ranged from $0.07 to $0.11 per common share equivalent. These shares of Series D Convertible Preferred Stock are convertible into shares of the Company's common stock. The conversion price is based upon the original issuance price of the Series G Convertible Preferred Stock for which these shares of Series D Convertible Preferred Stock wre exchanged, which prices ranged from $0.07 and $0.11 common share equivalent. /s/ Lawrence F. DeGeorge 2009-07-09