News Releases

February 9, 2012 Toronto, Ontario -- Roxgold Inc. ("Roxgold" or the "Company") (TSX.V: ROG) is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Cormark Securities Inc. and including GMP Securities L.P., RBC Capital Markets, Fraser Mackenzie Limited, PI Financial Corp., Pope & Company Limited, and Toll Cross Securities Inc. (collectively the "Underwriters") pursuant to which the Underwriters have agreed to purchase 10,000,000 common shares ("Common Shares") of the Company on a bought deal private placement basis at a price of $1.85 per Common Share.

The Company will pay the Underwriters a cash commission equal to 6.0% of the gross proceeds of the offering.

The offering is scheduled to close on or about February 28, 2012 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange.

The net proceeds of the offering will be used for continued exploration of the Company's Burkina Faso properties and for general working capital purposes.

ON BEHALF OF THE BOARD OF DIRECTORS


ROXGOLD INC.
"Robert Sibthorpe"
B.Sc.(Geology), M.B.A.
President & CEO

Contact:
Roxgold Inc.
Suite 300, 1055 West Hastings St.
Vancouver, BC V6C 2E9

Robert (Bob) Sibthorpe
604-682-7306
info@roxgold.com

Allan Fabbro, Director
604-351-8850


"Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release."