Flagship Investments : FSI Notes – Quarterly Report Dec 2021

25 January 2022

The Manager

Company Announcements Office

ASX Ltd

20 Bridge Street

SYDNEY NSW 2000

FSIGA - QUARTERLY REPORT TO TRUSTEE AND ASIC

Flagship Investments Limited

ABN 99 080 135 913

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

Please find attached Quarterly Report to Trustee and ASIC in relation to the FSI Convertible Notes (ASX: FSIGA) of Flagship Investments Limited (ASX: FSI) for the quarter ended 31 December 2021.

We confirm the Conversion Price of the FSI Notes into Ordinary Shares remains unchanged at $2.70. Furthermore the LTV Ratio as at 31 December 2021 is 14.89%, as calculated per below:

LTV Ratio means, at any time, the loan-to-value ratio for the Issuer calculated as follows: A = B/C

where:

A = the LTV Ratio (expressed as a percentage);

B = the Total Debt less the Cash and Cash Equivalents; and

C = the Market Value of all Marketable Securities held by or on behalf of the Issuer.

As at 31 December 2021:

Total Debt: $20,000,000

Cash and Cash Equivalents: $7,401,792

Market Value of all Marketable Securities: $84,582,462

LTV Ratio = 14.89%

This report has been authorised for release by the Board.

Yours sincerely

Emmanuel Pohl

Managing Director

Flagship Investments Limited

ISSUER QUARTERLY REPORT

PURSUANT TO SECTION 283BF(1) OF THE CORPORATIONS ACT 2001 (CTH)

Issuer:	Flagship Investments Limited
ABN:	99 080 135 913
Note:	Redeemable Unsecured Convertible Notes ("Notes")
Trustee:	Equity Trustees Limited (ABN 46 004 031 298)
Trust Deed:	FSI Convertible Note Trust (2021)
Period of Report:	31 December 2021
Date of Report:	25 January 2022

Item No	Item	Confirmed? Y/N	Comments
[Ref]
Corporations Act 2001 - Chapter 2L
1.	The Issuer and any guarantor has complied at all times	☒ Yes (Complied)
[S283BF(4)(a)]	with the terms of the Notes, the Trust Deed and	☐ No
	Chapter 2L of the Corporations Act 2001 during the	(Please provide details)
	Period.
2.	No circumstances arose during the Period that has	☒ No circumstances arose
[S283BF(4)(b)]	caused, or could cause, one or more of the following:

1. any amount deposited or left under the Notes to become immediately payable;
2. the Notes to become immediately enforceable;
3. any other right or remedy under the terms of the Notes or provisions of the Trust Deed to become immediately enforceable.

• Circumstances arose (Please provide details)

3.

[S283BF(4)(c)]

No circumstances arose during the Period that materially prejudice:

1. the Issuer, any of its subsidiaries, or any of the guarantors; or
2. any security interest or charge included in or created by the Notes or the Trust Deed,

• No circumstances arose

• Circumstances arose (Please provide details)

4.	There has been no substantial change in the nature of	☒ No substantial change
[S283BF(4)(d)]	the business of the Issuer, any of its subsidiaries, or any
☐ Change(s) occurred
	of the guarantors that has occurred during the Period.
		(Please provide details)

5.

[S283BF(4)(e)]

None of the following events happened during the Period:

1. the appointment of a guarantor;
2. the cessation of liability of a guarantor body for the payment of the whole or part of the money for which it was liable under the guarantee; or

1. a change of name of a guarantor

• No event

• Event(s) occurred (Please provide details)

6.

[S283BF(4)(f)]

7.

[S283BF(4)(g)]

The net amount outstanding on any advances at the end of the Period if the Issuer has created a charge where:

1. the total amount to be advanced on the security of the security interest is indeterminate; and
2. the advances are merged in a current amount with bankers, trade creditors or anyone else.

The Issuer is not aware of any other matters that may materially prejudice any security interests or other interests of the Note holders.

• N/A

• If applies equals: $A:

• Issuer is not aware

• Other matters (Please provide details)

8.

[283BF(5)]

9.

[283BF(6)]

If the Issuer has deposited any money with, or lent	☒ N/A
money to, a related body corporate during the quarter,	☐ If applies equals:
the report must also include details of:
(i) the totals of money deposited with, or lent to, a	$A:
related body corporate during the quarter; and
(ii) the total amount of money owing to the borrower
at the end of the quarter in relation to those loans.
If the Issuer has assumed a liability of a related body	☒ N/A
corporate during the quarter, the report must include	☐ Yes. Details of Liability:
details of the liability assumed during the quarter and
the extent of the liability as at the end of the quarter.

10.For the purposes of 283BF(5) and (6) above, the report:

[283BF(7)] (i) must distinguish between deposits, loans and assumptions of liability that are secured and those that are unsecured; and

1. may exclude any deposit, loan or assumption of liability on behalf of the related body corporate if it has:
2. 1. guaranteed the repayment of the Notes of the borrower; and
   1. secured the guarantee by a charge over all of its property in favour of the trustee.

• N/A

• If applicable, please provide details.

Trust Deed

11.	The Issuer has provided the Trustee with copies of all	☒ Yes (Complied)
	material notifications to ASIC or investors during the
	Quarter including regarding changes in its officers and	☐ No
	charges.	(Please provide details)

Anti Money Laundering

12.The Issuer has complied in all respects with its obligations under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth).

• Yes (Complied)
• N/A

(Please provide details)

On the basis of the above, the undersigned certify that they are of the view that the financial position and performance of the Issuer is such that the property of the Issuer (and of each guarantor, if relevant) will be sufficient to repay the amount of each Note when it becomes due and payable.

This report is made in accordance with a resolution of the Directors.

Signed by:

Emmanuel Pohl

Managing Director

Flagship Investments Limited