AXM AXMIN INC

AXMIN Inc. (TSX VENTURE:AXM) ("AXMIN" or the "Company") is pleased to announce
that it has closed the first tranche of the previously announced private
placement (the "Offering") of 16,466,666 Units for gross proceeds of
approximately C$2.47 million. The remaining C$4.38 million (the "Escrow Amount")
has been placed in escrow by the subscriber Dickson Resources Limited
("Dickson"). Each Unit consists of one common share and one-half of one common
share purchase warrant with each whole warrant entitling the holder to acquire
at any time following the receipt of shareholder approval until the date that is
two years following the date of shareholder approval one common share for C$0.15
per common share.


If the conditions set out in the Agreement are satisfied on or before June 7,
2013 (the "Outside Date") the second tranche of the Offering, consisting of
29,200,000 Units will close and the Escrow Amount will be unconditionally
released to the Company. If the conditions are not satisfied on or before the
Outside Date, the Escrow Amount will be returned to Dickson, the common share
purchase warrants will expire unexercised and the Agreement will be terminated.


Closing of the second tranche requires the requisite shareholder approval (the
"Shareholder Approval") of 50.1% of the votes cast at a Special Meeting of
Shareholders (the "Meeting") to be held before the Outside Date. An information
circular regarding the Offering will be filed with securities regulators and
mailed to the Company's shareholders prior to the Meeting and in accordance with
applicable securities laws.


George Roach, the President, Chief Executive Officer ("CEO") and Director, and
David de Jongh Weill, the Chairman and Director, have each purchased 333,333
Units for approximately $50,000 in the first tranche of the Offering and on the
same terms and conditions as the Offering.


As per terms of the Agreement, AXMIN has procured lock-up agreements from George
Roach, President, CEO and Director, David de Jongh Weill, Chairman and Director
and from AOG Holdings BV. Assuming AXMIN's shareholders approve the transaction
at the Meeting and all regulatory approvals are obtained, the final stage of the
transaction is expected to close in the second quarter of 2013.


The common shares and warrants are subject to a four month hold period, expiring
on August 11, 2013. Post-completion of the first tranche of the Offering AXMIN
will have at total of 79,740,881 common shares issued and outstanding. In
connection with the Offering to Dickson, AXMIN has agreed to pay a cash finders
fee equal to 8% of the gross proceeds raised from Dickson on each Closing Date
and warrants to acquire common shares equal to 8% of the common shares issued on
each Closing Date for $0.15 per common share with such warrants expiring two
years from the date of issue.


About Dickson:

Dickson Resources Limited is an international private resources firm backed by
the private capital of its founders. The company is a BVI registered company
headquartered in Hong Kong. Having a team of geological and financial experts,
Dickson is committed to investing internationally in the exploration and mining
of natural resources. Meanwhile Dickson's scope of business reaches beyond the
mining sector to international trade, marketing and advisory services which are
all part of its business expertise.


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,
Mozambique and Senegal. 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 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 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.


FOR FURTHER INFORMATION PLEASE CONTACT: 
AXMIN Inc.
George Roach
President & CEO
+44 779 626 3999


AXMIN Inc.
Judy Webster
Vice President Investor Relations
416 368 0993 ext 221
ir@axmininc.com
www.axmininc.com

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