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FATFISH GROUP LIMITED Capital/Financing Update 2015

Jan 12, 2015

64911_rns_2015-01-12_2dcbdd22-8e0f-423d-b05b-f7bb5b38de6c.pdf

Capital/Financing Update

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Fatfish Internet Group Ltd (ACN 004 080 460) Level 1, 47 Coppin Street Richmond VIC 3121 Australia

www.fatfish.co

13 January 2015

[name of recipient] [address of recipient]

Dear Shareholder

Fatfish Internet Group Ltd (ASX:FFG) Non-Renounceable Rights Issue Notification of information contained in revised Appendix 3B lodged on 13 January 2015

As you are aware, on Friday 2 January 2015, Fatfish Internet Group Ltd (ABN 88 004 080 460) (ASX:FFG) ( Company ) announced to the ASX a non-renounceable rights issue ( Rights Issue ).

In order to assist with dispersion of any shortfall under the Rights Issue, the Company is incorporating a shortfall facility under the Rights Issue. Accordingly:

  • a replacement prospectus for the Rights Issue was lodged on 13 January 2015 which incorporates such a shortfall facility and reflects the amended timetable for the Rights Issue as summarised below; and

  • an amended Appendix 3B was lodged by the Company on 13 January 2015 which reflects the amended timetable below.

The purpose of this letter is to notify you of the information set out in the amended Appendix 3B lodged by the Company on 13 January 2015. All other terms of the Rights Issue remain the same as announced on Friday 2 January 2015.

The replacement prospectus for the Rights Issue ( Prospectus ) has been lodged with ASIC and the ASX and is available on the ASX website (www.asx.com.au) and the Company’s website (http://www.fatfish.co/).

The Rights Issue will offer eligible FFG shareholders the opportunity to apply for 1 new option to subscribe for ordinary shares ( New Option ) for every existing ordinary share held as at 7.00pm (Sydney time) on Thursday 8 January 2015 ( Record Date ), at an offer price of A$0.01 per New Option. Each New Option may be exercised at any time from the date of its issue until 29 July 2016 at an exercise price of A$0.22 each.

It is anticipated that up to 129,625,266 New Options may be issued pursuant to the Rights Issue, which would raise approximately A$1.29 million before expenses.

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The Rights Issue is not underwritten.

Funds raised under the Rights Issue will be used to strengthen the Company’s balance sheet, to make new investments into Internet businesses in the Australasia region and to fund general working capital.

The Rights Issue is open to FFG shareholders with registered addresses in Australia, New Zealand and Malaysia as at the Record Date. FFG shareholders at the Record Date with a registered address outside Australia, New Zealand and Malaysia will not be eligible to participate in the Rights Issue.

The Company will seek quotation on the ASX of the New Options issued pursuant to the Prospectus.

Key information and dates applicable to the Rights Issue are set out below for your information.

Summary of key information

ation. ation.
ary of key information
Type of offer Non-renNew OptAustraliaRecord D ounceable, pro-raions to FFG share, New Zealand anate. ta entitlement offerholders resident ind Malaysia on the of
Offer ratio (entitlement) 1 New Oshare he ption for every exld as at the Recor isting FFG ordinaryd Date.
Issue price for each New Option price for each New Option A$0.01
Exercise price in respect of eachNew Option A$0.22
Expiry date of each New Option 29 July 2016

Proposed timetable

Lodgement of Prospectus with ASIC and announcementof Offer Friday 2 January 2015
Existingsharesquoted 'ex' rights Tuesday6January2015
Record Date 7.00pm (Sydney time) onThursday8January2015
Lodgement of Replacement Prospectus with ASIC Tuesday13January2015
Openingdate of the Offer Tuesday13January2015
Closing date of the Offer 5.00pm (Sydney time) onFriday23January2015
Allotment of New Options Monday2 February2015

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New Options expected to commence tradingon the ASX Tuesday3 February2015
Despatch of holdingstatements Friday6 February2015

All future dates specified in this letter are indicative and may be subject to change.

For further information regarding the Rights Issue, your FFG shareholding or the exercise of your existing FFG options, please contact Security Transfer Registrars Pty Limited on +61 8 9315 2333.

Yours faithfully

D H Low Director

Legal/43490380_2