AgriMarine Announces Warrant Exercise Incentive Program

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Source: Marketwire

VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 11/30/11 -- AgriMarine Holdings Inc. (TSX VENTURE: FSH)(OTCQX: AGMHF)(PINK SHEETS: AGMHF)(FRANKFURT: A2G) (the 'Company' or 'AgriMarine'), the leader in floating solid-wall containment technology and production for sustainable aquaculture, announces the implementation of a warrant exercise incentive program (the 'Incentive Program') intended to encourage the exercise of up to 11,320,510 outstanding common share purchase warrants of the Company which were issued as part of the Company's private placement in April 2010 (the 'Eligible Warrants'). Each Eligible Warrant is currently exercisable for one common share of the Company at a price of $0.30. The Eligible warrants are listed below under the heading 'Eligibility'. The Incentive Program is subject to the receipt of all necessary regulatory approvals by the TSX Venture Exchange (the 'TSX-V').

Summary of the Incentive Program

The Incentive Program will be open for a 20-day period (the 'Exercise Period') that will run from December 1st through December 21, 2011. During the Exercise Period, holders who exercise their Eligible Warrants in accordance with the terms of the Incentive Program will receive one common share purchase warrant (an 'Incentive Warrant') in addition to the common share issuable under the current terms of the Eligible Warrants. Each Incentive Warrant will entitle the holder to purchase one additional common share of the Company at a price of $0.25 for a period of one year from the date of issue.

A letter detailing the terms and conditions of the Incentive Program and the method of exercising the Eligible Warrants will be sent via electronic and regular mail to the registered address of each Eligible Warrant-holder, along with a subscription agreement to be completed by Warrant holders in relation to the issuance of the Incentive Warrants (collectively, the 'Exercise Package'). The Exercise Package will be available on the Company's website at www.agrimarine.com. Holders of Eligible Warrants are welcome to contact the Company directly to request an Exercise Package.

Assuming exercise of all Eligible Warrants under the Incentive Program, the Company would receive gross proceeds of up to $3.4 million, issue up to 11,320,510 Common Shares pursuant to the exercise of the existing Warrants and issue up to 11,320,510 Incentive Warrants. Proceeds from the exercise of the Eligible Warrants will be used for general working capital purposes.

As part of the Incentive Program, the Company will pay cooperating parties who assist with contacting Eligible Warrant-holders a cash incentive of 2% on the total dollar value of warrants exercised by their clients, with a minimum commission of $50 per warrant holder, subject to compliance with TSX-V policies.

Eligibility

The Warrants eligible under the Incentive Program were originally issued pursuant to a non-brokered private placement which closed in tranches on the following dates:


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                    Number of Warrants
Warrant Issue Date              Issued     Exercise Price        Expiry Date
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April 19, 2010               9,393,210              $0.30     April 19, 2012
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April 30, 2010                 677,500              $0.30     April 30, 2012
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June 18, 2010                1,250,000              $0.30      June 18, 2012
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All Incentive Warrants issued will be subject to a hold period pursuant to applicable securities regulations commencing on the date of issuance of the Incentive Warrants. Any common shares issued upon the exercise of the Incentive Warrants within the hold period will be similarly restricted from trading for the balance of the hold period.

Insiders, Directors and Officers of the Company are excluded from participating in the Incentive Program. The Eligible Warrants are not listed on any stock exchange, nor will the Incentive Warrants.

If a Warrant holder elects not to exercise his or her Warrants prior to the end of the Exercise Period, such unexercised Warrants will remain outstanding and will continue to be exercisable for Common Shares on the same terms applicable to such Warrants as they existed prior to the Incentive Program.

About AgriMarine Holdings Inc.

Canadian-based AgriMarine is an aquaculture technology company engaged in the development, commercialization and licensing of proprietary solid-wall closed containment systems for the rearing of finfish. The Company utilizes its innovative, clean technology to rear salmon and trout in its farms in China and Canada. The AgriMarine System can be applied worldwide in warm or cold climate conditions, in oceans, reservoirs and lakes.

The AgriMarine System addresses sustainability issues in finfish aquaculture, creates an optimal fish rearing environment, offers a better farm management system with added environmental benefits over net cage rearing practices and meets consumer and retailer demands for sustainable aquaculture.

Forward-Looking Information

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.

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.

Contacts:
AgriMarine Holdings Inc.
Frank Guo
Chief Financial Officer
(604) 568-4672
frank@agrimarine.com

AgriMarine Holdings Inc.
Travis Schneider
Manager, Corporate Affairs
(604) 568-4672
(604) 568-4673 (FAX)
travis@agrimarine.com
www.agrimarine.com

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