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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.