AXMIN Inc.
TSX VENTURE : AXM

AXMIN Inc.

November 18, 2008 14:53 ET

AXMIN Announces Closing of Cdn$4 Million Non-Brokered Private Placement

TORONTO, ONTARIO--(Marketwire - Nov. 18, 2008) - AXMIN Inc. (TSX VENTURE:AXM) is pleased to announce that, further to the press release dated November 7, 2008, it has closed its non-brokered private placement of 26,666,667 Units in the Company at a price of Cdn$0.15 per Unit, for total gross proceeds of Cdn$4 million (the "Placement"). Each Unit consists of one common share plus one common share purchase warrant. Each whole common share purchase warrant entitles the holder to purchase one additional common share of AXMIN at a price of Cdn$0.20 expiring on November 18, 2010.

As previously announced, the Company's major shareholder, AOG Holdings BV ("AOG"), took 26,566,667 Units of the placement and the Chief Executive Officer of the Company took 100,000 Units of the placement. After completion of the placement today, AOG holds 121,674,904 common shares and 34,066,667 common share purchase warrants, representing approximately 44.69% of AXMIN's issued and outstanding common shares on a non-dilutive basis and Mr. Caron holds 225,000 common shares and 162,500 warrants and 2,000,000 options.

The placement is a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions because AOG is a controlling shareholder of AXMIN and the Chairman of AXMIN, Jean Claude Gandur, is a senior officer and director of an affiliate of AOG and Mr. Caron is the CEO of the Company. The placement was approved by all of the non-interested directors of AXMIN and the placement is exempt from the related party valuation and minority securityholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(b), respectively of MI 61-101.

Securities acquired under the placement are subject to a four-month hold period. Post-completion of the placement AXMIN has a total of 272,279,901 common shares issued and outstanding. The Company will use the proceeds of the placement to finance ongoing programs and for general corporate purposes.

About AXMIN

AXMIN is a Canadian exploration and development company with a strong focus on central and west Africa. AXMIN's goal is to move its Passendro Gold Project in the Central African Republic towards production. AXMIN is positioned to grow in value as it develops its project pipeline in parallel pursuing new opportunities to increase its asset base. 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 potential mineralization and reserves, exploration results and future plans and objectives of AXMIN, 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 are disclosed under the heading "Risk Factors" and elsewhere in AXMIN documents filed from time-to-time with the TSX Venture and other regulatory authorities. AXMIN disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • AXMIN Inc.
    Mario Caron
    President & CEO
    (416) 368-0993 ext 223
    or
    AXMIN Inc.
    Judy Webster
    Manager Investor Relations
    (416) 368-0993 ext 221
    Email: ir@axmininc.com
    Website: www.axmininc.com