The Agreement contemplates the execution of a series of definitive agreements (collectively, the “Transaction”), the commercial terms of which include:
a. A secured loan from Akvatech to the Company’s subsidiary AgriMarine
Industries Inc. (“Industries”) in the amount of CAD $2.5 Million
b. Purchase of the Company’s IP rights and know-how within certain Northern
European countries, including Norway
c. Technology and sales licenses to certain countries in Southern Europe,
Middle East/Mediterranean region, and South America
d. Sale of two (2) 24m AgriMarine System(TM) marine tanks for use at a
demonstration project in Norway
e. Development and patent protection of a 30m tank design with capacity of
5,500 cubic meters
Pursuant to the Transaction, Industries will enter into a Loan Agreement with Akvatech for a loan of $2.5 Million (the “Loan”). The Loan will have a maturity date of eighteen months from the date of execution. The Loan will be secured by a charge over all of Industries’ property and assets and guaranteed by the Company.
Purchase and Licensing of the AgriMarine System(TM)
Pursuant to the Transaction, Industries will enter into an IP and Licensing Agreement, under which Akvatech shall purchase from Industries the right, title and interest in the AgriMarine System(TM) fish-rearing technology for use in Norway and certain Northern European countries for an aggregate purchase price of CAD$1.5 Million. The Company will grant Akvatech a license to use the AgriMarine System(TM) fish-rearing technology within certain South American, Middle Eastern, North African and Southern European countries, with future acquisition rights for additional considerations. AgriMarine retains full and exclusive rights in Canada, US and China. The Agreement includes a provision for royalty payments to be made to the Company, in perpetuity, from future sales of the AgriMarine System(TM) tanks in those territories in which the technology is licensed.
Sale of 24m Tanks for Demonstration Project
In connection with the Transaction, Akvatech will arrange for the sale of two (2) 24m AgriMarine System(TM) Version 2 marine tanks manufactured by Janicki Industries Inc. for use at a demonstration project in Norway. This marks the first sale of AgriMarine’s technology and establishes the Company as a supplier of closed containment technology.
The demonstration project is expected to be jointly financed by a consortium of industry players and salmon farmers, as well as Innovation Norway, the Norwegian Government’s innovation and development arm.
Development of 30m Tanks
The Agreement contains a provision for joint technology development whereby Akvatech will fund the continued design and development of a 30m tank based on AgriMarine’s Version 2 marine system design.
“This agreement with Akvatech not only validates our IP and signals the immediate sale of two AgriMarine tanks for use in Norway, and it also sets the stage for future tank sales and expansion throughout Europe”, said Sean Wilton, President and CEO of AgriMarine. “We are confident that the transaction will also bolster further support and interest from salmon producing companies in other territories such as Southeast Asia and Australia”. Mr. Wilton added, “We believe that we have the answer to sustainable salmon farming with substantial operational advantages in terms of reduced mortalities, improved feed conversion, and mitigation of sea lice infestations.”
Finders’ fees may be payable in connection with certain elements of the Transaction. The Company anticipates execution of the definitive agreements by December 7, 2012 or earlier, subject to certain terms and conditions. The Transaction remains subject to certain approvals, including the approval of the TSX Venture Exchange. There can be no assurance that the transactions contemplated under the Agreement will be completed as proposed.
About AgriMarine Holdings Inc.
Canadian-based AgriMarine is an aquaculture technology company engaged in the development, commercialization and licensing of proprietary floating solid-wall closed containment tank systems for salmon and finfish farming. The Company’s clean technology is demonstrating economic and sustainability advantages in its own farms in Canada and China, as well as commercial scalability for hatchery and full grow-out applications. The AgriMarine System(TM) creates an optimal fish-rearing environment; addresses sustainability issues in finfish aquaculture and can be applied worldwide in a variety of water bodies and climates.
Information set forth in this news release may involve forward-looking statements. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address a company’s expected future business and financial performance, and often contain words such as “anticipate”, “believe”, “plan”, “estimate”, “expect”, and “intend”, statements that an action or event “may”, “might”, “could”, “should”, or “will” be taken or occur, or other similar expressions. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: risks associated with marketing and sale of securities; the need for additional financing; reliance on key personnel; the potential for conflicts of interest among certain officers or directors with certain other projects; and the volatility of common share price and volume. Forward-looking statements are made based on management’s beliefs, estimates and opinions on the date that statements are made and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Investors are cautioned against attributing undue certainty to forward-looking statements.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS NEWS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE SECURITIES LEGISLATION.
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AgriMarine Holdings Inc.
President and CEO
AgriMarine Holdings Inc.
Director, Marketing, Communications and Media
(604) 568-4673 (FAX)