AXMIN Inc.
TSX VENTURE : AXM

AXMIN Inc.

November 25, 2010 19:01 ET

AXMIN Closes Its C$10 Million Non-Brokered Private Placement

TORONTO, ONTARIO--(Marketwire - Nov. 25, 2010) -

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AXMIN Inc. (TSX VENTURE:AXM) is pleased to announce that it has closed its previously announced non-brokered private placement offering (the "Offering") of 83,333,333 Units (the "Units") at a price of C$0.12 per Unit, for total gross proceeds of C$10 million. 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 C$0.18 until November 25, 2012. AXMIN shall have the right to call the warrants by giving 30 days notice at any time if the common shares of AXMIN trade at $0.23 or higher on a Volume Weighted Adjusted Price ("VWAP") for a period of 15 consecutive trading days, on days that the common shares of AXMIN actually trade.

The Company's major shareholder AOG Holdings BV ("AOG"), a wholly owned subsidiary of The Addax & Oryx Group Limited, took up 8,250,000 Units offered under the Offering, and certain officers, directors and/or related family trusts took an aggregate of 1,875,000 units. For the purposes of National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues ("NI 62-103") the head office of AOG is Wings House, Steupelstraat 18, 3065 JE Rotterdam, The Netherlands. 

Before completion of the Placement, AOG exercised control and direction over 153,594,752 common shares of the Company, representing approximately 28% of the Company's issued and outstanding common shares (on a non-diluted basis) and 14,300,000 common share purchase warrants. After completion of the Placement, AOG will exercise control and direction over 161,844,752 common shares of the Company, representing approximately 26% of the Company's issued and outstanding common shares (on a non-diluted basis) and 22,550,000 common share purchase warrants.

The Placement is a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as AOG is a controlling shareholder of AXMIN. The Placement is exempt from the related party valuation and minority security holder approval requirements of MI 61-101, on the basis that the Placement has a fair market value of less than 25% of the market capitalization of AXMIN.

The common shares and warrants are subject to a four month hold period, expiring on March 26, 2011. AXMIN paid a finder's fee for a portion of the Offering taken up by registered brokers that amounted to C$447,900 and 3,732,500 non-transferable compensation warrants. Post-completion of the Offering, AXMIN will have a total of 623,580,534 common shares outstanding.

AXMIN intends to use proceeds of the Offering for completion of an updated feasibility study for its Passendro Gold Project in the Central African Republic ("CAR"), for exploration on its permit areas in CAR that have the potential to increase available resources at Passendro and to begin the soft start portion of the mine development to bring forward the production date. SENET (PTY) Ltd. of South Africa is heading the revalidation of the Passendro Feasibility Study ("FS") based on a 3 million tonne per annum throughput. The revalidated FS will utilize more appropriate gold prices for both, the financial modelling and reserve determination, than the US$750/oz and US$650/oz, respectively, used in the 2008 FS. The revalidation is scheduled for completion in early 2011. AXMIN has also re-engaged Endeavour Financial International Corporation to provide debt finance advice with respect to project financing for the Passendro Project.

About AXMIN

AXMIN is a Canadian exploration and development company with a strong focus on central and West Africa. AXMIN has projects in Central African Republic, Mali, Mozambique, Sierra Leone, Senegal and Zambia. 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 a 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 future plans and objectives of AXMIN; and statements regarding the ability to develop and achieve production at Passendro, to revalidate the feasibility and to satisfy the terms of the Mining Licence as negotiated, 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
    Direct T: +44 779 626 3999
    or
    AXMIN Inc.
    Judy Webster
    Manager Investor Relations
    T: 416 368 0993 ext 221
    ir@axmininc.com