FATFISH GROUP LIMITED — Capital/Financing Update 2017

May 16, 2017

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Fatfish Internet Group Ltd (ACN 004 080 460) Level 4, 91 William Street Melbourne VIC 3000 Australia

www.fatfish.co

17 May 2017

The Manager Company Announcements ASX Limited Level 4, 20 Bridge Street Sydney NSW 2000

Dear Sir/Madam

Fatfish Internet Group Ltd (ASX:FFG) Despatch of Letter to Shareholders

Fatfish Internet Group Ltd confirms that the enclosed letter will be despatched today.

Yours faithfully

D H Low Director

Legal/48446236_1

17 May 2017

[name of recipient] [address of recipient]

Dear Shareholder

Fatfish Internet Group Ltd (ASX:FFG) Renounceable Rights Issue Notification of information contained in Appendix 3B lodged on 16 May 2017

This letter is to notify you that on 16 May 2017, Fatfish Internet Group Ltd (ABN 88 004 080 460) (ASX:FFG) ( Company ) announced to the ASX a renounceable rights issue ( Rights Issue ). The 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 ordinary share ( New Share ) for every existing ordinary share at an offer price of A$0.01 per New Share and for every New Share issued, the Company will issue one free attaching option with an exercise price of $0.011 exercisable on or before Sunday 9 June 2019 ( New Option ) (together, the Entitlement ). The offer price for New Shares represents a discount of approximately 60% to the last closing price of the Company's shares on the ASX prior to the announcement of the Rights Issue, being $0.025.

It is anticipated that up to 169,299,446 New Shares may be issued pursuant to the Rights Issue, which would raise approximately A$1.69 million before expenses.

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.

Eligibility and Record Date

Shareholders holding FFG shares as at 7.00pm (Sydney time) on Friday 19 May 2017 ( Record Date ) will be entitled to accept all or part of their Entitlement or none at all ( Eligible Shareholders ). Entitlements of Eligible Shareholders which are not taken up will form part of the Shortfall. Eligible Shareholders are also invited to apply for additional new securities which will be allocated from any Shortfall.

The Rights Issue is open to all FFG shareholders as at the Record Date.

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

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Placement of Shortfall

A Shortfall will arise if the applications for New Shares under the Rights Issue received are less than the total number of New Shares offered ( Shortfall Shares ).

The Company will allow Eligible Shareholders, in addition to applying for all of their Entitlements, to apply for such further number of Shortfall Shares which the Eligible Shareholder may specify in the acceptance form.

In the event that there is no Shortfall, the application monies relating to the Shortfall will be returned to the Eligible Shareholder as soon as practicable following 2 June 2017 ( Closing Date ) without interest.

In the event that applications from Eligible Shareholders to participate in the Shortfall exceed the number of Shortfall Shares, those applications will be scaled back in the discretion of the Directors.

No Shortfall Shares will be issued to any Eligible Shareholder or any third party if it results in an Eligible Shareholder increasing its shareholding to more than 20% of the Company’s issued capital.

Notwithstanding any application received by the Company for Shortfall Shares from Eligible Shareholders, the Directors may at their complete and absolute discretion place the Shortfall Shares with any third party at not less than the issue price within 3 months of the Closing Date.

Summary of key information

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

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----- Start of picture text ----- Type of offer A renounceable pro-rata entitlement offer toEligible Shareholders of 1 New Share for everyShare held at the Record Date at an offer price ofA$0.01 per New Share, with 1 free attachingNew Option for every New Share issued.Offer price for each New Share A$0.01Issue price for each New Option $nilExercise price in respect of each A$0.011New OptionExpiry date of each New Option Sunday 9 June 2019----- End of picture text -----

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Proposed timetable

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----- Start of picture text ----- Lodgment of Prospectus with ASIC and Tuesday 16 May 2017announcement of Rights IssueExisting Shares quoted 'ex' rights Thursday 18 May 2017Rights trading commences Thursday 18 May 2017Record Date 7.00pm (Sydney time) onFriday 19 May 2017Opening date of the Rights Issue Wednesday 24 May 2017Rights trading ends Friday 26 May 2017Deferred settlement trading commences Monday 29 May 2017Closing date of the Rights Issue 5.00pm (Sydney time) onFriday 2 June 2017Deferred settlement trading ends Friday 9 June 2017Allotment of New Securities pursuant to the Rights Friday 9 June 2017IssueNew Securities allotted pursuant to the Rights Issue Tuesday 13 June 2017expected to commence trading on ASXDespatch of holding statements Thursday 15 June 2017Last day by which Shortfall Securities (if any) may be Friday 2 September 2017issued----- End of picture text -----

Capital Structure

The effect of the Rights Issue on the capital structure of the Company based on the current shares on issue is as follows:

• The maximum number of New Shares that may be issued under the Rights Issue is 169,299,446 raising an approximate maximum of $1.69 million (before expenses);

• The maximum number of New Options that may be issued under the Rights Issue is 169,299,446 New Options; and

• After completion of the Rights Issue, the maximum number of issued shares in the Company will be 338,598,892 (assuming the New Options are not exercised) and 507,898,338 (if all New Options are exercised).

This assumes that no other shares are issued prior to the completion of the Rights Issue.

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

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Before making a decision on whether to apply for New Securities, shareholders should read the Prospectus carefully and in its entirety.

For further information regarding the Rights Issue, your FFG shareholding, or your Entitlement, please contact Security Transfer Australia Pty Ltd on 1300 992 916.

Yours faithfully

D H Low Director

Legal/48453256_3