TORONTO, Sept. 25, 2017 /CNW/ - Straight KKM 2 Limited ("KKM"), a newly formed entity incorporated in Mauritius primarily owned by a number of funds for which Kuramo Africa Opportunity Offshore Fund II GP Ltd. acts as general partner and Kuramo Capital Management, LLC acts as fund manager, announces that it has entered into a subscription agreement with Feronia Inc. ("Feronia") to acquire 121,819,444 common shares ("Common Shares") of Feronia, representing approximately 25.18% of the issued and outstanding common shares of Feronia (assuming completion of the Private Placement) (the "Private Placement").

In addition, following the signing of the subscription agreement, KKM entered into a sale and purchase agreement with CDC Group plc ("CDC") to acquire from CDC 61,337,833 Common Shares (the "KKM Acquisition"), representing approximately 12.68% of the issued and outstanding Common Shares (assuming completion of the Private Placement).

KKM currently holds no securities of Feronia. Assuming completion of the Private Placement and the KKM Acquisition, KKM will have ownership of and control over 183,157,277 Common Shares, representing approximately 37.86% of the issued and outstanding Common Shares.

As of the date hereof, prior to the closing of the Private Placement and the KKM Acquisition, CDC holds 244,495,111 Common Shares, representing approximately 67.56% of the issued and outstanding Common Shares. Following the closing of the Private Placement and the KKM Acquisition, CDC will own 183,157,278 Common Shares, representing approximately 37.86% of the issued and outstanding Common Shares. 

The acquisition of the Common Shares pursuant to the Private Placement will be at a price of CAD $0.18 per Common Share, for an aggregate subscription price of CAD $21,927,500. The acquisition of the Common Shares pursuant to the KKM Acquisition will be at a price of CAD $0.23 per Common Share, for an aggregate acquisition price of CAD $14,107,702.

Closing of the Private Placement and KKM Acquisition are subject to certain conditions, including clearing personal information forms with the TSX Venture Exchange (the "TSX-V") for principals of KKM and the approval by the TSX-V of the Private Placement. As KKM will become a control person of Feronia on closing of the Private Placement, Feronia has obtained the written approval of its two largest shareholders for the Private Placement, as required by the rules of the TSX-V.

KKM intends to acquire the Common Shares pursuant to the transactions described herein for investment purposes. KMM will monitor the business, prospects, financial condition and potential capital requirements of Feronia. Depending on its evaluation of these and other factors, KKM may, from time to time in the future, increase or decrease its ownership, control or direction over the Common Shares or other securities of Feronia through market transactions, private agreements, subscriptions from treasury or otherwise.

CDC's disposition of the Common Shares was undertaken in the ordinary course of its business as a development finance institution. CDC may increase or decrease its investment in Feronia at any time depending on market conditions and any other relevant factors, subject to compliance with applicable law.

KKM and CDC will file early warning reports pursuant to National Instrument 62-104 Take-over Bids and Issuer Bids on SEDAR (www.sedar.com) under Feronia's SEDAR profile. Feronia's registered address is: Suite 1800, 181 Bay Street, Toronto, Ontario M5J 2T9.

SOURCE CDC Group plc

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