FARGO ENTERPRISES LIMITED (FGO)

name changed to Odessa Minerals Limited

The Company has successfully completed its public offer to raise $6,000,000 by way of an offer of 300,000,000 new shares at an issue price of $0.02 per share. Proceeds raised from the Public Offer will be used to fund the diamond exploration activities across the Company's portfolio of projects in the Kimberley diamond district of Western Australia, with work scheduled to commence upon reinstatement to quotation on the ASX.

The company lodges its Quarterly Activities/Appendix 4C Cash Flow Report.

The Company's public offer attracted very strong demand resulting in A$6 million being raised (before costs), the maximum capacity under the Prospectus. Funds raised will be applied to diamond exploration activities across the Company's portfolio of projects in the Kimberley diamond district of Western Australia, with work scheduled to commence upon reinstatement to quotation on the ASX. Reinstatement to official quotation on ASX, under the name Odessa Minerals Limited is anticipated in the second half of January 2022, following the Company's re-compliance with Chapters 1 and 2 of the ASX Listing Rules. Reinstatement to official quotation remains subject to the satisfaction of ASX's conditions to reinstatement.

The Public Offer under the Company's Prospectus dated 18 November 2021 opened on Friday, 26 November 2021. The Company offers up to 300,000,000 new Shares at an offer price of $0.02 per Share to raise up to $6 million. The Public Offer is open to the general public. The minimum level of subscription for the Public Offer is 250,000,000 Shares to raise a minimum of $5 million. As part of the Public Offer, the Company is making the Priority Offer, being an offer of up to 150,000,000 Shares to Eligible Shareholders at $0.02 per Share. To be eligible to participate in the Priority Offer, an applicant must be a resident in Australia and be recorded as being the holder of a Share as at the Record Date, being 5.00pm (AEDT) on 18 November 2021.

The company releases the results of its meeting.

The company releases a prospectus for an offer of up to 300,000,000 Shares at an issue price of $0.02 each to raise up to $6 million (before costs) (Public Offer). The minimum subscription under the Public Offer is 250,000,000 Shares to raise $5 million (before costs).

The company releases an addendum to Letter to Shareholders with the addendum relating to the addition of Resolution 16 to the resolutions to be passed during the company's AGM.

In relation to the notice of AGM dated 28 October 2021, the Directors have resolved to add Resolution 16 and to supplement the information contained in the Explanatory Memorandum.

The company releases a JobKeeper Payments Notification.

The company releases a notification of cessation of securities.

The Company has received the following Listing Rule waivers in connection with the proposed acquisition of Odessa Minerals Limited and capital raising to assist the Company to re-comply with Chapters 1 and 2 of the Listing Rules: a waiver from Listing Rule 1.1 condition 12; a waiver from Listing Rule 2.1 condition 2; and a waiver from Listing Rule 10.13.5.

The company releases a notice of consolidation of its securities. Shareholders get 1 share for every 5 presently owned.

The company releases a notice of proposed issue of securities.

The company releases a letter to its shareholders.

The Annual General Meeting of the Company will be held at the offices of the Company, at Unit 1, 295 Rokeby Road, Subiaco WA 6008 on Friday, 26 November 2021 at 2.00pm (WST).

The company lodges its Quarterly Activities/Appendix 4C Cash Flow Report.

The company releases a notification of cessation of securities.

The company releases its Corporate Governance Statement & Appendix 4G.

The company lodges its Full Year Statutory Accounts.

The company lodges its Preliminary Final Report.

The company releases a notification of cessation of securities.

The company releases a notice of proposed issue of securities.

Fargo Enterprises Limited has entered into a binding Terms Sheet to acquire Odessa Minerals Limited. Odessa has agreed to acquire a 90% interest in the Aries Project, Calwynyardah Project and Aries Extension Project, as well as 11 applications for exploration licences, which are located in the Kimberley region of Western Australia and are highly prospective for diamonds. These applications are held over the Ellendale Diamond Field, the Calwynyardah Diamond Field and the Noonkanbah Diamond Field. Odessa will hold 2,000 square kilometres of tenure, including granted licenses and applications, the transaction positions Fargo as one of Australia's only diamond explorers. The Aries Kimberlite field has had previous exploration indicating multiple diamond bearing pipes, with multiple alluvial diamond occurrences. Applications in the Ellendale diamond field include known pipes, with multiple diamond occurrences bordering Burgundy Diamond Mines' Ellendale operation, which "previously produced 50% of the worlds fancy yellow diamonds" "“ BDM presentation 26 July 2021. Calwynyardah and Noonkanbah diamond field contain multiple diamond bearing pipes and alluvial potential. As part of the transaction process, the Company intends to consolidate the current shares on issue on a 5 to 1 basis, subject to shareholder approval. Acquisition consideration consists of ~196m Ordinary Fargo shares and ~98m unquoted options with an exercise price of $0.04 and a 4-year expiry date. The Company will issue a Prospectus to raise a minimum of $4 million at $0.02 per share. The Company will appoint Dr Darren Holden and Ms Lisa Wells as Non-Executive Directors, with Dr Catriona Wallace and Phillip Coulson resigning as Directors, and Mr Zane Lewis remaining as a Director. The transaction is subject to conditions, including shareholder approval and re-compliance with Chapters 1 and 2 of the Listing Rules. Post re-listing, the Company intends to change its name to "Odessa Minerals Limited".

The company lodges its Quarterly Activities/Appendix 4C Cash Flow Report.

The securities of Fargo Enterprises Limited will be suspended from quotation immediately, following receipt of an announcement regarding a transaction that could result in a change of its activities. FGO's securities will remain suspended until it has either complied with Chapters 1 and 2 of the Listing Rules under Listing Rule 11.1.3, or provided ASX Limited with sufficient information to satisfy ASX that it should not exercise its discretion under Listing Rule 11.1.2 to require the transaction to be conditional on approval by FGO's ordinary security holders, and under Listing Rule 11.1.3 to require FGO to recomply with Chapters 1 and 2 of the Listing Rules.

name changed from Flamingo AI Limited