Flagship Investments : FSI Convertible Note Headline Announcement

FSI.AX

30 August 2021

Flagship Investments Limited

ABN 99 080 135 913

ASX Market Announcements

ASX Limited

20 Bridge Street

Sydney NSW 2000

FLAGSHIP INVESTMENTS LIMITED (FSI.ASX) TO RAISE UP TO $20 MILLION THROUGH A LISTED UNSECURED REDEEMABLE CONVERTIBLE NOTE ISSUE

Level 12

Corporate Centre One

2 Corporate Court

BUNDALL QLD 4217

PO Box 7536

G C M C

BUNDALL QLD 9726

Telephone

1800 352 474

Facsimile

07 5574 1457

www.flagshipinvestments.com.au

Flagship Investments Limited (FSI or the Company) has today lodged a prospectus (Prospectus) with the Australian Securities and Investments Commission (ASIC) for the issue of listed, redeemable, unsecured convertible notes (FSI Notes), (the Issue). A notice of meeting for the AGM will be sent to FSI Shareholders shortly which explains that the proposed issue of convertible notes falls outside FSI's current 15% placement capacity and therefore shareholder approval is required for the purpose of ASX Listing Rule 7.1

The FSI Notes will provide investors with a listed exposure to a fixed interest rate yield and the possibility to benefit from appreciation in the price of FSI ordinary shares (Ordinary Shares) above a Conversion Price of $2.70 through an optional conversion into Ordinary Shares at any time from the second anniversary of the issue date of the Convertible Notes until 17 September 2026.

The Board of Directors of FSI believe that the issue of FSI Notes provides the ability to increase the overall size of the investment portfolio without diluting existing FSI Shareholders. The additional capital will be deployed in accordance with FSI's existing investment mandate and investment process.

The Board fully support the FSI Notes offer and, subject to Shareholder approval being obtained in respect of such, intend to participate on the following basis:

FSI Director/Alternate Director

Value $

Number of Notes

Dominic McGann

$50,000

18,518

Sophie Mitchell

$50,000

18,518

Manny Pohl

$5,000,000

1,851,851

Angela Obree

$5,000

1,851

Scott Barrett

$100,000

37,037

Total

$5,205,000

1,927,775

Key terms of the FSI Notes

Total offer size of up to $20.0 million

Offer price of $2.70

Interest rate:

1 Convertible Note converts to 1 ordinary share

Maturity date of 1 October 2026 (5 years) (if not converted or redeemed earlier)

Priority Offer to existing shareholders of FSI or any other party as determined by FSI in its discretion and a Broker Firm Offer

Application will be made for quotation of the FSI Notes on ASX under ticker code: FSIGA.ASX

Issue Structure

The Issue comprises two components, a Priority Offer and a Broker Firm Offer

Priority Offer

An offer open to Eligible Participants, being any person who has a registered address in Australia and who as at the Priority Offer Record Date of 27 August 2021 was a shareholder of FSI or any other party as determined by FSI at its discretion.

[FSI does not guarantee any minimum allocation under the Priority Offer for applicants and the extent of any allocation will ultimately depend on the number of applicants under the Priority Offer and total level of applications under the Issue]

Broker Firm Offer

Comprising a firm offer to Australian clients of syndicate brokers.

Summary of Key Dates

Priority Offer record date

27 August 2021

Announce offer and lodge prospectus

30 August 2021

Notice of Meeting issued to shareholders

30 August 2021

Offer Opens

7 September 2021

Offer Closes

24 September 2021

AGM of FSI Shareholders

29 September 2021

Issue of Convertible Notes

1 October 2021

FSI Notes expected to commence trading on ASX

4 October 2021

The key dates and times for the Issue are indicative only and may change without notice.

Further Information

For further information, or if you have questions relating to the Issue please visit www.flagshipinvestments.com.au/fsi-notes/, or please contact the Company on [email protected] or call 1800 352 474.

The Board wishes to thank all FSI shareholders for their continued support.

Yours sincerely

Mr Dominic McGann

Chairman

FLAGSHIP INVESTMENTS LIMITED

Authorised for ASX release by the Board of Directors of FSI Investments Limited

Disclaimer

Flagship Investments Limited published this content on 31 August 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 August 2021 04:21:08 UTC.