Fitzroy River : FZR - Proposed issue of Securities

Announcement Summary

Entity name

FITZROY RIVER CORPORATION LTD

Announcement Type

New announcement

Date of this announcement Wednesday February 17, 2021

The Proposed issue is:

An accelerated offer

Total number of +securities proposed to be issued for an accelerated offer

Maximum Number of

ASX +security code	+Security description	+securities to be issued
FZR	ORDINARY FULLY PAID	21,590,850

Trading resumes on an ex-entitlement basis (ex date)

Friday February 19, 2021

+Record date

Friday February 19, 2021

Offer closing date for retail +security holders Tuesday March 16, 2021

Issue date for retail +security holders Tuesday March 23, 2021

Refer to next page for full details of the announcementPart 1 - Entity and announcement details

1.1 Name of +Entity

FITZROY RIVER CORPORATION LTD

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

1.2 Registered Number Type ABN

1.3 ASX issuer code FZR

1.4 The announcement isNew announcement

1.5 Date of this announcement Wednesday February 17, 2021

1.6 The Proposed issue is:An accelerated offer

1.6b The proposed accelerated offer is

Registration Number 75075760655

Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 - Are any of the following approvals required for the entitlement offer to be unconditional?+Security holder approval

Court approval

Lodgement of court order with +ASICACCC approval

FIRB approval

Another approval/condition external to the entityNo

Part 3B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +security code and description FZR : ORDINARY FULLY PAID

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?

Will the proposed issue of this +security include an offer of attaching +securities?

If the entity has quoted company options, do the terms entitle option holders to participate on exercise?

No

No

Existing class

Details of +securities proposed to be issued

ASX +security code and description

FZR : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

ISIN Code for the entitlement or right to participate in the offer (if Issuer is foreign company and +securities are non CDIs)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

Has the offer ratio been determined?

Yes

The quantity of additional +securities For a given quantity of +securitiesto be issued 1

held 4

What will be done with fractional entitlements?

Maximum number of +securities proposed to be issued (subject to rounding)

Fractions rounded up to the next whole number

21,590,850

Offer price details for retail security holders

Has the offer price for the retail offer been determined?

Yes

In what currency will the offer be	What is the offer price per +security
made?	for the retail offer?
AUD - Australian Dollar	AUD 0.12000

Offer price details for institutional security holders

Has the offer price for the institutional offer been determined?

Yes

In what currency will the offer be	What is the offer price per +security
made?	for the institutional offer?
AUD 0.12000
AUD - Australian Dollar
Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?

Yes

Describe the limits on over-subscription 100% of their entitlement

Will a scale back be applied if the offer is over-subscribed?

Yes

Describe the scale back arrangements

Refer Entitlement Offer Booklet to be lodged with ASX on 19 February 2021

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

Yes

Part 3D - Timetable

3D.1a First day of trading halt

Wednesday February 17, 2021

3D.1b Announcement date of accelerated offer

Wednesday February 17, 2021

3D.2 Trading resumes on an ex-entitlement basis (ex date)

Friday February 19, 2021

3D.5 Date offer will be made to eligible institutional +security holders

Wednesday February 17, 2021

3D.6 Application closing date for institutional +security holders

Wednesday February 17, 2021

3D.8 Announcement of results of institutional offer

(The announcement should be made before the resumption of trading following the trading halt)

Friday February 19, 2021

3D.9 +Record date

Friday February 19, 2021

3D.10a Settlement date of new +securities issued under institutional entitlement offer

Thursday February 25, 2021

3D.10b +Issue date for institutional +security holders

Friday February 26, 2021

3D.10c Normal trading of new +securities issued under institutional entitlement offer

Monday March 1, 2021

3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue

Wednesday February 24, 2021

3D.12 Offer closing date for retail +security holders

Tuesday March 16, 2021

3D.13 Last day to extend retail offer close date

Thursday March 11, 2021

3D.16 Entity announces results of retail offer, including the number and percentage of +securities taken up by existing retail +security holders.

Friday March 19, 2021

3D.19 +Issue date for retail +security holders

Tuesday March 23, 2021

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer?

Yes

3E.1a Who is the lead manager/broker?

Taylor Collison

3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

Refer section in relation to underwriting

3E.2 Is the proposed offer to be underwritten?

Yes

3E.2a Who are the underwriter(s)?

Taylor Collison

3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?

Fully underwritten

3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? 2% management fee on the offer total plus 4% fee on the retail component of the offer

3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated As is customary, the Underwriting Agreement includes a number of termination events (in certain circumstances, having regard to the materiality of the relevant event.

3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer?

Yes

3E.2e (i) What is the name of that party?

Malcolm McComas and Susan Thomas directors

3E.2e (ii) What is the extent of their underwriting or sub-underwriting (ie the amount or proportion of the offer they have underwritten or sub-underwritten)?

Malcolm McComas - $99,999.96

Susan Thomas - $388,635.24

3E.2e (iii) What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter?

3%

3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission?

No

3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Part 3F - Further Information

3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

To repay the Company's $2.5m debt facility plus costs of the offer

3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?

Yes

3F.2a Please explain how holdings on different registers or subregisters will be aggregated for the purposes of determining entitlements.

all holdings under the same name will be aggregated

• 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful?

  No

• 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities

Yes

3F.5a Please provide further details of the offer to eligible beneficiaries

Please refer to offer entitlement booklet when lodged with ASX

3F.6 URL on the entity's website where investors can download information about the proposed issuewww.fitzroyriver.net.au

3F.7 Any other information the entity wishes to provide about the proposed issue

3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)?

No