Committed To Sustainability

FERONIA INC. ENTERS INTO LOAN FACILITY WITH CDC TO ADVANCE 'ENVIRONMENTAL AND SOCIAL ACTION PLAN'

08-11-2013

TORONTO, ONTARIO--(Marketwired - Nov. 8, 2013) - Feronia Inc. ("Feronia" or the "Company") is pleased to announce that it has entered into a convertible loan agreement (the "Loan Agreement") with CDC Group plc ("CDC"), the UK Government's Development Finance Institution ("DFI"), pursuant to which CDC will make available an unsecured non-revolving term loan (the "ESG Facility") in the maximum amount of $3.6 million at an interest rate of 12% for a term of five years. All amounts in this release are expressed in US dollars unless otherwise indicated.

The funds available under the ESG Facility are required to be used by the Company to support the implementation of an Environmental and Social Action Plan ("ESAP") developed jointly with CDC. The ESAP is designed to strengthen the Company's environmental and social standards and enhance community facilities. Areas covered by the ESAP include workers' housing, sanitation, schools, medical facilities, health and safety and the implementation of environmental good practices.

When Feronia acquired its palm oil operations in 2009, the priority was maximising production from existing plantings and rehabilitating existing processing operations. Having achieved measurable success in these areas, the Company is now implementing good practice international standards across its operations and will work with CDC throughout this process. This includes applying principles and criteria for sustainable palm oil production with the aim of obtaining Roundtable on Sustainable Palm Oil certification in the future.

CDC, which has net assets of approximately £2.8bn, is wholly owned by the UK Government's Department for International Development and uses its own balance sheet to invest in the developing countries of Africa and South Asia. CDC's mission is to support the building of businesses in Africa and South Asia, creating jobs and making a lasting difference to people's lives in some of the world's poorest places.

The principal under the ESG Facility will be convertible into common shares of the Company on the maturity date and in certain other circumstances at a rate of CAD$0.24 per common share (subject to customary adjustment provisions). Subject to the approval of the TSX Venture Exchange (the "TSXV"), the interest payable under the ESG Facility will be convertible into common shares at a rate equal to the greater of CAD$0.24 and the Discounted Market Price (as defined in TSXV policy) at the time of conversion. Assuming that the maximum amount under the ESG Facility is advanced to the Company for the full term of five years, the outstanding principal and interest would be convertible into approximately 26,500,000 common shares, subject to the Discounted Market Price and the exchange rate at the time of conversion.

Concurrently with entering into the Loan Agreement, the Company and CDC have completed a private placement pursuant to which CDC has acquired 151,496,000 common shares of the Company at a purchase price of CAD$0.10 for an aggregate purchase price of $14.5 million. For more information regarding the private placement, please see the Company's news release dated November 8 entitled "Feronia Inc. Announces US$25 Million Private Placement led by CDC, the UK Government's Development Finance Institution".

Commenting, Ravi Sood, Chairman of Feronia said: "The ESG Facility allows us to progress key environmental and social initiatives and make a long-term investment in our people and communities in a manner that is economically compelling to shareholders."

Commenting, Dolika Banda, CDC's Regional Director for Africa, said: "We will focus on building the company's value by strengthening its environmental, social and governance standards, and supporting it to move towards international standards in the palm oil industry."

About Feronia Inc.

  • Feronia Inc. is a large-scale commercial farmland and plantation operator in the Democratic Republic of the Congo ("DRC").
  • The Company uses modern agricultural practices to operate and develop its oil palm plantations and arable farming business division.
  • Feronia believes in the immense agricultural potential of the DRC for high-quality foodstuffs and edible oils given its ideal climate, excellent soil and highly skilled and experienced workforce.
  • Feronia's management team is comprised of senior agriculturalists with extensive experience in managing both plantations and large-scale mechanized farming operations in emerging markets.
  • Feronia is committed to sustainable agriculture, environmental protection and providing support for local communities.
  • For more information please see, www.feronia.com

About CDC

CDC is the UK government-owned development finance institution that uses its own balance sheet to invest in the developing countries of South Asia and Africa. It has net assets of £2.8bn. CDC's mission is to support the building of businesses in the poorest countries, creating jobs and making a lasting difference to people's lives in some of the world's poorest places. Under its recent business strategy, announced in September 2012, CDC provides debt and direct investment to businesses as well as acting as a fund-of-funds investor. CDC also now only makes new investment commitments in Africa and South Asia. www.cdcgroup.com

Cautionary Notes

Except for statements of historical fact contained herein, the information in this press release constitutes "forward-looking information" within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as "anticipates", "plans", "proposes", "estimates", "intends", "expects", "believes", "may" and "will". There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, regulatory risks, risks inherent in foreign operations, commodity prices, competition, and investments having no history of operations. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.