News Releases

Dec 14, 2005

Axmin Closes cdn$20 million private placement

Toronto, Ontario – Dec 14, 2005, AXMIN Inc. (AXM-TSX Venture) is pleased to announce that it has closed the private placement previously announced on December 2, 2005 for 38,461,550 common shares priced at Cdn$0.52 for gross proceeds of Cdn$20,000,006 (approximately equivalent to US$17 million).

RBC Capital Markets acted as sole agent to sell, by way of a private placement, 19,575,000 common shares of AXMIN to investors at a price of Cdn$0.52 per common share, for gross proceeds of Cdn$10,179,000 (the "Offering").

The Offering closed contemporaneously with a non-brokered private placement of 18,886,550 common shares to Addax Mining Holdings BV ("Addax") and to certain individuals, principally directors and employees of AXMIN and Addax (collectively, the "Exempt Group"), for gross proceeds of Cdn$9,821,000. As a result of these sales, Addax increased its holding in AXMIN to 72,850,267 common shares, representing approximately 46% of AXMIN’s outstanding common shares.

The net proceeds of the Offering and the non-brokered private placement will be used as follows: US$9 million for the completion of a pre-feasibility study and initiation of a definitive feasibility study on the Passendro Gold Project as well as ongoing resource and exploration work in the Central African Republic; US$2 million for defined exploration and target drilling and other exploration work in Mali, Senegal and Sierra Leone; US$3 million for further exploration programs to be confirmed dependent on results from current surveys and drilling; and the balance for working capital and general corporate purposes.

In consideration for their services as agent for the Offering, RBC Capital Markets received cash compensation of 6% of the gross proceeds of the Offering, being Cdn$610,740, plus 1,174,500 non-transferable compensation warrants, being equal to 6% of the number of common shares sold in the Offering. Each compensation warrant entitles RBC Capital Markets to purchase one common share of AXMIN at a price of Cdn$0.52 for a period of twenty four months following closing of the Offering. No commissions or fees were paid in respect of shares sold to the Exempt Group.

Common shares acquired under the Offering and the non-brokered private placement are subject to applicable hold periods under Canadian securities laws which expire on April 15, 2006.

Post completion of the Offering, AXMIN has a total of 159,861,296 common shares issued and outstanding.

AXMIN is a mineral exploration company with a strong focus on gold in highly prospective properties across central and west Africa.

This press release shall not constitute an offer to sell shares or the solicitation of an offer to buy the securities in any jurisdiction. The common shares of AXMIN have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be offered or sold in the United States absent registration or applicable exemption from registration requirements of the U.S. Securities Act and applicable U.S. state securities law.

AXMIN is a mineral exploration company with a strong focus on gold in highly prospective properties across central and west Africa.

For more information regarding AXMIN visit our website at www.axmininc.com.

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


For additional information please contact AXMIN Inc.: