AXMIN Inc.
TSX VENTURE : AXM

AXMIN Inc.

January 25, 2012 09:19 ET

AXMIN Acquires Shares of Ferrum Centrafrique SA

TORONTO, ONTARIO--(Marketwire - Jan. 25, 2012) - AXMIN Inc. (TSX VENTURE:AXM) ("AXMIN" or the "Company") is pleased to announce today that it has acquired all of the issued and outstanding shares of Ferrum Centrafrique SA ("Ferrum SA") (the "Acquisition") from Ferrum Resources Limited ("Ferrum") pursuant to a share purchase agreement dated January 23, 2012 (the "Agreement"). Ferrum SA is the Central African Republic ("CAR") registered company that has lodged exploration licence applications for iron ore over the Topa Iron Belt, which is in the same areas licenced to AXMIN for gold exploration (the "Topa Project"). The Topa Iron Belt consists of two northwest trending ridges, West Limb and East Limb, over a strike of 28 km and 20 km, respectively, and contains the Topa Iron Ore discovery, a full description of the Topa Project can be found in AXMIN press release dated April 21, 2008.

In consideration for the Acquisition, AXMIN has agreed to issue, but only if, as and when the exploration licences are granted to Ferrum SA and notice thereof has been publicly announced by AXMIN (the "Grant"), such number of common shares of AXMIN as will equal US$10 million, based on the 20 day volume weighted average price of AXMIN's shares, commencing five trading days from the award of the licence, provided that the number of AXMIN shares to be issued shall not exceed 9.9% of AXMIN's issued and outstanding shares (on a non-diluted basis) prior to such issuance. In addition, if the Grant occurs Ferrum will receive on the date of the Grant 25% of the outstanding shares in Ferrum SA. AXMIN has also granted to Ferrum a free carry interest for the first US$4 million of Topa Project expenditures incurred after the date of the Agreement, provided that in the event the value of the AXMIN Shares issued pursuant to the Agreement is less than US$10 million, the free carry interest will be increased in an amount equal to such difference, subject to a maximum free carried interest of US$10 million. In the event the exploration licenses have not been granted within 24 months of the date of the Agreement, AXMIN will be entitled, in its sole discretion, to wind up Ferrum SA, subject to first offering the shares of Ferrum SA to Ferrum.

President and CEO, Mr. George Roach, comments, "Since joining AXMIN in June 2010, it has been my singular focus to rebuild the Company's assets in CAR, and we are pleased to have this opportunity to be able to return the Topa licence back into the AXMIN portfolio. As a first mover in the country and the first to develop a major mining operation, AXMIN is in a unique position to take advantage of the significant mining opportunities available in CAR that we believe will continue to add to our shareholder value."

About AXMIN

AXMIN is a Canadian exploration and development company with a strong focus on central and West Africa. AXMIN is positioned to grow in value as it progresses its Passendro Gold Project towards development and builds on its project pipeline focusing on transitioning from an explorer to producer. For more information regarding AXMIN visit our website at www.axmininc.com.

This press release includes certain "Forward-Looking Statements." All statements, other than statements of historical fact included herein, including without limitation, statements regarding the future plans, objectives and growth of AXMIN, the Acquisition, the Topa Project and the ability to develop and achieve production at Passendro are forward-looking statements that involve various risks and uncertainties.

There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from AXMIN's expectations have been disclosed under the heading "Risk Factors" and elsewhere in AXMIN's documents filed from time-to-time with the TSX Venture Exchange and other regulatory authorities. AXMIN disclaims any intention or obligation to update or revise any forward-looking statements whether resulting from new information, future events or otherwise, except as required by applicable law.

Neither 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.

Contact Information

  • AXMIN Inc.
    George Roach
    President & CEO
    +44 779 626 3999

    AXMIN Inc.
    Judy Webster
    Manager Investor Relations
    416 368 0993 ext 221
    ir@axmininc.com