Feronia Inc.

Feronia Inc.

March 13, 2011 19:00 ET

Feronia Inc. Announces Unit Offering; Appoints New Chief Financial Officer to Manage Second Growth Phase in Africa

TORONTO, ONTARIO--(Marketwire - March 13, 2011) -


Feronia Inc. ("Feronia" or the "Company") (TSX VENTURE:FRN) today announced it has commenced an offering of units of the Company (the "Units"). Each Unit is comprised of one common share in the capital of the Company and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). The final size and other terms of the offering, including the number of Units to be sold, the price per Unit and the exercise price of the Warrants, will be determined after completion of marketing activities and is subject to prevailing market conditions. The offering is being made on a commercially reasonable efforts basis by way of a short form prospectus offering in all provinces of Canada other than Québec through Wellington West Capital Markets Inc. ("Wellington West") and on a private placement basis in the United States and internationally pursuant to available exemptions through Wellington West and Renaissance Capital (together, the "Joint Bookrunners"). The Company intends to use the net proceeds from the offering to expand its oil palm operations and its arable operations and for general corporate purposes. A copy of the preliminary short form prospectus (the "Prospectus") relating to the offering has been filed on SEDAR.

The Company also announced the appointment of Danesh Varma as the new Chief Financial Officer of the Company. James Siggs, Chief Executive Officer of Feronia said: "We are expanding both our oil palm plantations and arable farming operations. To facilitate this growth and anticipated future expansion, we are pleased to welcome Mr. Varma as our new Chief Financial Officer."

Mr. Varma (FCA, ATII) will be responsible for overseeing the second growth phase in the Company's development and expansion plans. Mr. Varma has over 30 years of experience in the international finance and mining sectors. Mr. Varma was formerly President and Managing Director of American Resource Corporation Limited, Dundee Bancorp, Dundee Investment Management and Research Ltd. and Dundee Mutual Funds India, in addition to holding the post of director and Vice President of the Dundee Bank Cayman. He was formerly a director of Northgate Exploration Limited and Westfield Minerals Limited.

Feronia would like to thank its outgoing Chief Financial Officer, Ms. Georgie Cotton, for her contributions to the Company. Ms. Cotton will act as a consultant to Feronia in order to facilitate the changeover.

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.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities referred to herein in the United States or in any jurisdiction where such offer or sale would be unlawful. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a "U.S. person" (as defined in Regulation S under the U.S. Securities Act) absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act. No public offering of securities is being made in the United States.

Nothing in this announcement constitutes an offer of securities for sale in any jurisdiction where it is unlawful to do so.

Cautionary Notes

Certain statements contained in this press release, the Prospectus and documents incorporated by reference in the Prospectus constitute "forward-looking statements". All statements other than statements of historical fact contained in this press release, the Prospectus and documents incorporated by reference in the Prospectus, including, without limitation, those regarding the Company's future financial position and results of operations, strategy, plans, objectives, goals and targets, future developments in the markets where the Company participates or is seeking to participate, and any statements preceded by, followed by or that include the words "believe", "expect", "aim", "intend", "plan", "continue", "will", "may", "would", "anticipate", "estimate", "forecast", "predict", "project", "seek", "should" or similar expressions or the negative thereof, are forward-looking statements. These statements are not historical facts but instead represent only the Company's expectations, estimates and projections regarding future events. These statements are not guarantees of future performance and involve assumptions, risks and uncertainties that are difficult to predict. Therefore, actual results may differ materially from what is expressed, implied or forecasted in such forward-looking statements.

Additional factors that could cause actual results, performance or achievements to differ materially include, but are not limited to, those discussed under "Risk Factors" in the Prospectus and documents incorporated by reference in the Prospectus. All of the forward-looking statements made in this press release, the Prospectus and documents incorporated by reference in the Prospectus are qualified by these cautionary statements, and there can be no assurance that the actual results or developments will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company. Investors are cautioned not to put undue reliance on forward-looking information. The forward- looking statements are made as of the date hereof and the Company assumes no obligation to update or revise them to reflect subsequent information, events or circumstances or otherwise, except as required by law.

The forward-looking statements in this press release, the Prospectus and documents incorporated by reference in the Prospectus are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which the Company will operate in the future, including assumptions regarding expected yields, future prices, business and operating strategies, and the Company's ability to operate its production facilities and plantations on a profitable basis.

Some of the risks which could affect future results and could cause results to differ materially from those expressed in the forward-looking statements include: risks related to foreign operations (including various political, economic and other risks and uncertainties), termination or non-renewal of concession rights or expropriation of property rights, political instability and bureaucracy, limited operating history, lack of profitability, lack of infrastructure in the DRC, high inflation rates, limited availability of debt financing in the DRC, fluctuations in currency exchange rates, competition from other businesses, reliance on various factors (including local labour, importation of machinery and other key items, business relationships, and two refining factories), a shift in commodity trends and demands, vulnerability to fluctuations in the world market, the lack of availability of qualified management personnel and stock market volatility.

The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required by each of the Company and the Joint Bookrunners to inform themselves about, and to observe, any such restrictions.

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.

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