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FUTURE GENERATION AUSTRALIA LIMITED Capital/Financing Update 2016

Aug 18, 2016

64916_rns_2016-08-18_f14d6c04-c5ad-4227-b97c-ec1d650810c8.pdf

Capital/Financing Update

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Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Future Generation Investment Company Limited ABN 97 063 935 553

ABN

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1
+Class of+securities issued or to
be issued
2
Number of+securities issued or to
be issued (if known) or maximum
number which may be issued
3
Principal terms of the+securities
(e.g. if options, exercise price and
expiry
date;
if
partly
paid
+securities,
the
amount
outstanding and due dates for
payment;
if
+convertible
securities, the conversion price
and dates for conversion)
Fully paid ordinary shares
1,106,399
Ordinary Shares will rank pari pasu with ordinary
shares currently on issue.
  • See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

4
Do the +securities rank equally in
all respects from the +issue date
with an existing +class of quoted
+securities?
If the additional +securities do
not rank equally, please state:
• the date from which they do
• the extent to which they
participate
for
the
next
dividend, (in the case of a
trust, distribution) or interest
payment
• the extent to which they do
not rank equally, other than in
relation to the next dividend,
distribution
or
interest
payment
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for the
acquisition
of
assets,
clearly
identify those assets)
6a
Is the entity an +eligible entity
that has obtained security holder
approval under rule 7.1A?
If Yes, complete sections 6b – 6h
in relation to the +securities the
subject of this Appendix 3B, and
comply with section 6i
6
b
The date the security holder
resolution under rule 7.1A was
passed
6c
Number of +securities issued
without security holder approval
under rule 7.1
6
d
Number of +securities issued with
security holder approval under
rule 7.1A
6e
Number of +securities issued
with security holder approval
under rule 7.3, or another
specific security holder approval
(specify date of meeting)
Yes
a) $1.10 per Share
a) Exercise of options by shareholders
Yes
24 November 2015
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 2

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6f
Number of+securities issued
under an exception in rule 7.2
6g
If+securities issued under rule
7.1A, was issue price at least 75%
of 15 day VWAP as calculated
under rule 7.1A.3? Include the
+issue date and both values.
Include the source of the VWAP
calculation.
6h
If+securities were issued under
rule
7.1A
for
non-cash
consideration, state date on
which
valuation
of
consideration was released to
ASX Market Announcements
6i
Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
7
+Issue dates
Note: The issue date may be prescribed by
ASX (refer to the definition of issue date in
rule 19.12). For example, the issue date for a
pro rata entitlement issue must comply with
the applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
8
Number
and
+class
of
all
+securities
quoted
on
ASX
(_including_the
+securities in
section 2 if applicable)
9
Number
and
+class
of
all
+securities not quoted on ASX
(_including_the
+securities in
section 2 if applicable)
10
Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
1,106,399 (Exception 4 – an issue on conversion of
convertible securities)
1,106,399 (Exception 4 – an issue on conversion of
convertible securities)

N/A
N/A
7.1 – 37,480,246
7.1a – 24,986,831
19 August 2016
Number +Class
249,868,309
116,152,586
ORD - FGX
Options - FGXO
Number +Class
Nil N/A
As disclosed in the prospectus issued by the Company
and dated 7 July 2014.
  • See chapter 19 for defined terms.

Appendix 3B Page 3

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Part 2 - Pro rata issue

art 2 - Pro rata issue
11
Is
security
holder
approval
required?
12
Is the issue renounceable or non-
renounceable?
13
Ratio in which the+securities
will be offered
14
+Class of+securities to which the
offer relates
15
+Record
date
to
determine
entitlements
16
Will
holdings
on
different
registers (or subregisters) be
aggregated
for
calculating
entitlements?
17
Policy for deciding entitlements
in relation to fractions
18
Names of countries in which the
entity has security holders who
will not be sent new offer
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19
Closing
date
for
receipt
of
acceptances or renunciations
20
Names of any underwriters
21
Amount of any underwriting fee
or commission
22
Names of any brokers to the
issue
23
Fee or commission payable to the
broker to the issue
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 4

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24
Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
25
If the issue is contingent on
security holders’ approval, the
date of the meeting
26
Date entitlement and acceptance
form and offer documents will be
sent to persons entitled
27
If the entity has issued options,
and the terms entitle option
holders
to
participate
on
exercise, the date on which
notices will be sent to option
holders
28
Date rights trading will begin (if
applicable)
29
Date rights trading will end (if
applicable)
30
How do security holders sell
their entitlements_in full_through
a broker?
31
How do security holders sell_part_
of their entitlements through a
broker
and
accept
for
the
balance?
32
How do security holders dispose
of their entitlements (except by
sale through a broker)?
33
+Issue date
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of[+] securities ( tick one )

(a) +Securities described in Part 1

  • See chapter 19 for defined terms.

Appendix 3B Page 5

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(b)[All other ][+][securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories

1 - 1,000

1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

38 Number of[+] securities for which N/A +quotation is sought 39 +Class of +securities for which N/A quotation is sought 40 Do the[+] securities rank equally in N/A all respects from the[+] issue date with an existing[+] class of quoted +securities? If the additional[+] securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

  • See chapter 19 for defined terms.

Appendix 3B Page 6

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41 Reason for request for quotation N/A now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another[+] security, clearly identify that other[+] security)

Number +Class 42 Number and +class of all N/A +securities quoted on ASX ( including the[+] securities in clause 38)

Quotation agreement

  • 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

  • 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  • There is no reason why those[+] securities should not be granted +quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  • See chapter 19 for defined terms.

Appendix 3B Page 7

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  • 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:

==> picture [114 x 51] intentionally omitted <==

Director

Print name: Geoff Wilson Date: 19/8/2016

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 8

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Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Introduced 01/08/12 Amended 04/03/13
Part 1
Introduced 01/08/12 Amended 04/03/13
Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is
calculated
Insertnumber of fully paid+ordinary securities
on issue 12 months before the+issue date or
date of agreement to issue
184,103,404 (Share issue as at August 2015)
Addthe following:
• Number of fully paid+ordinary securities
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid+ordinary securities
issued in that 12 month period with
shareholder approval
• Number of partly paid+ordinary securities
that became fully paid in that 12 month
period
Note:
• Include only ordinary securities here – other
classes of equity securities cannot be
added
• Include here (if applicable) the securities the
subject of the Appendix 3B to which this
form is annexed
• It may be useful to set out issues of
securities on different dates as separate line
items
12,000 (Option exercise – August 2015)
138,311 (Option exercise – September 2015)
358,666 (Option exercise – October 2015)
236,065 (shares issued via DRP – October 2015)
10,000 (Option exercise – October 2015)
2,000 (Option exercise – November 2015)
500 (Option exercise – November 2015)
50,000 (Option exercise – December 2015)
170,000 (Option exercise – December 2015)
95,000 (Option exercise – December 2015)
731,363 (Option exercise – December 2015)
317,500 (Option exercise – December 2015)
1,109,691 (Option exercise – December 2015)
1,643,323 (Option exercise – January 2016)
402,134 (Option exercise – January 2016)
55,096 (Option exercise – January 2016)
1,364,336 (Option exercise – February 2016)
414,115 (Option exercise – February 2016)
1,483,182 (Option Exercise – February 2016)
994,880 (Option Exercise – March 2016)
2,780,275 (Option Exercise – March 2016)
2,085,727 (Option Exercise – March 2016)
2,779,116 (Option Exercise – March 2016)
3,452,818 (Option Exercise – March 2016)
1,530,622 (Option Exercise – April 2016)
2,585,154 (Option Exercise – April 2016)
  • See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013

3,825,629 (Option Exercise – April 2016)
4,551,133 (Option Exercise – April 2016)
5,509,772 (Option Exercise – April 2016)
2,830,082 (Option Exercise – April 2016)
57,219 (Option Exercise – April 2016)
9,186 (Option Exercise – May 2016)
313,239 (Shares issued via DRP – April 2016)
1,129 (Option Exercise – May 2016)
1,531,378 (Option Exercise – June 2016)
734,151 (Option Exercise – July 2016)
527,327 (Option Exercise – July 2016)
60,000 (Option Exercise – July 2016)
251,609 (Option Exercise – July 2016)
5,878,713 (Option Exercise – July 2016)
629,793 (Option Exercise – July 2016)
464,263 (Option Exercise – July 2016)
1,152,543 (Option Exercise – July 2016)
2,308,327 (Option Exercise – July 2016)
1,015,668 (Option Exercise – July 2016)
879,314 (Option Exercise – July 2016)
1,232,949 (Option Exercise – August 2016)
58,545 (Option Exercise – August 2016)
362,142 (Option Exercise – August 2016)
234,258 (Option Exercise – August 2016)
1,452,096 (Option Exercise – August 2016)
460,636 (Option Exercise – August 2016)
221,318 (Option Exercise – August 2016)
831,914 (Option Exercise – August 2016)
1,020,337 (Option Exercise – August 2016)
688,886 (Option Exercise – August 2016)
222,500 (Option Exercise – August 2016)
272,970 (Option Exercise – August 2016)
267,606 (Option Exercise – August 2016)
1,106,399 (Option Exercise – August 2016)
Subtractthe number of fully paid+ordinary
securities cancelled during that 12 month
period
Nil
“A” 249,868,309
  • See chapter 19 for defined terms.

Appendix 3B Page 10

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Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 37,480,246
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has
already been used
Insertnumber of+equity securities issued
or agreed to be issued in that 12 month
period_not counting_those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under rule
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items

==> picture [468 x 374] intentionally omitted <==

----- Start of picture text -----

Insert number of [+] equity securities issued
or agreed to be issued in that 12 month
period not counting those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under rule
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
“C” Nil
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement
capacity under rule 7.1
“A” x 0.15 37,480,246
Note: number must be same as shown in
Step 2
----- End of picture text -----


capacity under rule 7.1
“A” x 0.15 37,480,246
Note: number must be same as shown in
Step 2
Subtract“C” Nil
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C” 37,480,246
[Note: this is the remaining placement capacity under
rule 7.1]
  • See chapter 19 for defined terms.

Appendix 3B Page 11

04/03/2013

Part 2

Rule 7.1A – Additional placement capacity for eligible entities Step 1: Calculate “A”, the base figure from which the placement capacity is calculated “A” 249,868,309 Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 24,986,831

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Insert number of[+] equity securities issued or agreed to be issued in that 12 month period under rule 7.1A

Notes:

  • This applies to equity securities – not just ordinary securities

  • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed

  • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

  • It may be useful to set out issues of securities on different dates as separate line items

“E” Nil

  • See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement
capacity under rule 7.1A
“A” x 0.10
Note: number must be same as shown in Step 2
24,986,831
Subtract“E”
Note: number must be same as shown in Step 3
Nil
Total[“A” x 0.10] – “E” 24,986,831
Note: this is the remaining placement capacity
under rule 7.1A
  • See chapter 19 for defined terms.

Appendix 3B Page 13

04/03/2013