Kazax Minerals Inc.
TSX VENTURE : KZX

Kazax Minerals Inc.

May 30, 2013 11:05 ET

Kazax Issues Second Tranche Share Payment on Lomonosovskoye Project

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 30, 2013) - Kazax Minerals Inc. ("Kazax" or the "Company") (TSX VENTURE:KZX). Further to its news releases of February 19, 2013 and April 30, 2013, announcing the acquisition (the "Acquisition") of a 75% interest (the "LP Interest") in the Lomonosovskoye Limited Liability Partnership (the "LP") from Safin Element GmbH ("Safin"), the Company announces the issuance of a second tranche share payment to Safin under the terms of the Acquisition share purchase agreement (the "SPA").

As previously disclosed, the LP holds unrestricted exploration and production rights to the Lomonosovskoye iron deposit located in Kostanay Oblast Kazakhstan (the "Deposit") pursuant to a subsoil use contract between the LP and the Ministry of Industry and New Technologies of Kazakhstan.

The Company previously announced completion of a first tranche payment to Safin under the SPA comprised of a cash payment of US $6,933,784 and the issuance of 23,076,000 common shares of the Company at a price of CDN $0.20 per common share.

Under the terms of the SPA, in consideration of the LP interest, the Company was required to make a second payment of US $18,800,480, comprised of a cash payment of US$15,230,480 (inclusive of Capital Gains Tax) payable quarterly (the "Second Installment Payments"), and a conditional payment of US $3,570,000 payable through the issuance of common shares (the "Second Installment Consideration Shares") of the Company. The Company has now issued 13,086,971 Second Installment Consideration Shares to Safin at a price of $0.275 per share. The Second Installment Payments will commence on June 30, 2013.

In addition, the terms of the SPA require that the Company must make a third payment totalling US $18,800,480 comprised of a cash payment of US$15,230,480 (inclusive of Capital Gains Tax) payable quarterly commencing March 30, 2014, and a conditional payment of US $3,570,000 payable through the issuance of common shares (the "Third Installment Consideration Shares") of the Company at a price per common share equal to the volume weighted average price at which the common shares of the Company trade on the Exchange for the five trading days prior to issuance.

The Second Installment Consideration Shares issued to Safin are subject to resale restrictions until September 29, 2013. In addition, under the terms of the SPA the parties have agreed that 25% of the Second Installment Consideration Shares will have an additional hold period expiring 12 months from issuance, 25% of the Second Installment Consideration Shares will have an additional hold period expiring 18 months from issuance and 25% of the Second Installment Consideration Shares will have an additional hold period expiring 24 months from issuance.

Immediately prior to the closing of the Acquisition, Safin had ownership and/or control over 23,076,000 common shares of Kazax. Upon completion of the Acquisition, Safin, together with its parent company, Safin HandelsgesmbH, of Vienna, Austria, ("Safin Parent") have ownership and/or control over the 36,282,971 common shares, representing approximately 20.29% of the issued common shares of Kazax. Safin acquired the Second Installment Consideration Shares for investment purposes, and neither Safin nor Safin Parent have any present intention to acquire further securities of Kazax other than the Third Installment Consideration Shares, although either Safin or Safin Parent may in the future acquire or dispose of securities of Kazax in the market, privately or otherwise, as circumstances or market conditions warrant.

As previously disclosed, issuance of the Third Installment Consideration Shares are issuable by the Company on or before thirty (30) business days following the later of (a) receipt by the Company of the results of a drill program to be undertaken by the Company confirming, to the Company's satisfaction, the level of certainty of the historical mineral estimates for the Property and (b) the completion by the Company of a resource estimate conducted under the supervision of an independent qualified person.

About the Company

Kazax Minerals Inc. is a mining exploration and development company focusing on iron. Other world‐wide target acquisitions are being sought. Kazax aims to be a significant mid‐tier international mine exploration and development company in the iron sector.

For additional information readers are invited to review additional corporate and property information available on SEDAR at www.sedar.com.

ON BEHALF OF THE BOARD

David Savage, President & CEO

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "schedule", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward looking statements and information concerning the Company's future operations and prospects. The forward-looking statements and information are based on certain key expectations and assumptions made by the Company, including expectations and assumptions concerning equipment and crew availability, and financial capability. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward looking statements and information because the Company can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the Company's actual results and experience to differ materially from the anticipated results or expectations expressed. These risks and uncertainties include, but are not limited to, commodities pricing and assumptions, projections concerning estimated mineral resources, the business of the Company may suffer as a result of uncertainty surrounding the commodities markets; the ability to maintain existing mining leases and rights and the ability obtain new mining leases, rights and permits; governmental and regulatory approvals, the Company's ability to continue to execute its growth strategies; the Company's ability to secure additional financing; the Company may be adversely affected by other economic, business, and/or competitive factors and general economic conditions. Additional information on these and other factors is available in continuous disclosure materials filed by the Company with Canadian securities regulators. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this news release or otherwise, and to not use future-oriented information or financial outlooks for anything other than their intended purpose. The Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

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.

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