KZX

NOT FOR DISSEMINATION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES


Kazax Minerals Inc. ("Kazax" or the "Company") (TSX VENTURE:KZX). Subject to the
approval of the TSX Venture Exchange, the Company intends to complete a
non-brokered private placement (the "Private Placement") for up to
Cdn$25,000,000 in aggregate principal amount of convertible unsecured
non-interest bearing debentures (the "Debentures"). The Debentures will be
direct, unsecured obligations of the Company, ranking equally with all other
unsecured indebtedness of the Company.


The Debentures will mature and become payable on the date that is three years
from the date of issuance (the "Maturity Date"). Upon receipt of all necessary
approvals from the Kazakh Ministry of Industry and New Technologies ("MINT") on
or before the Maturity Date for the Debentures, the principal amount of the
Debentures will automatically be converted into units of the Company (the
"Units") at the conversion price of Cdn$0.15 per Unit.


Each Unit will be comprised of one common share (a "Share") of the Company and
one-half of one share purchase warrant, with each whole warrant (a "Warrant")
exercisable to purchase one additional common share of the Company (a "Warrant
Share") at an exercise price of Cdn$0.35 for a period of three years from the
date of issuance of the Debentures. In the event that the closing price of the
common shares of the Company on the TSX Venture Exchange is equal to or exceeds
Cdn$1.00 for a period of 10 consecutive trading days (the "Acceleration Event"),
the Warrants will expire on the date which is 90 calendar days after the Company
provides notice that the Acceleration Event has occurred.


The Debentures, and any Shares, Warrants and Warrant Shares issued upon
conversion of the Debentures or exercise of the Warrants, will be subject to a
hold period expiring four months and one day from the date the Debentures are
issued. The proceeds of the Private Placement will be used for general working
capital purposes.


Participation by Insiders

The Private Placement will be considered a related party transaction as Insiders
and their Associates are currently expected to subscribe for approximately
Cdn$20,000,000 of the Debentures. The material change report in relation to this
transaction may be filed less than 21 days before closing as the Company intends
to complete the Private Placement as soon as is commercially feasible.


February 2013 Private Placement Not Proceeding

In light of the above Private Placement, the private placement announced on
February 20, 2013 will no longer proceed.


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

Trevor Campbell Smith, President & CEO

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.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Kazax Minerals Inc.
+7 7172 99 05 49
info@kazaxmineralsinc.com
www.kazaxmineralsinc.com

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