Closing of convertible note financing - Change in financial year end



    TORONTO, April 30 /CNW/ - Xtierra Inc. (TSXV - XAG) ("Xtierra" or the
"Company"), announces the closing of its US$1,25 million principal amount
convertible note financing with the Pacific Road Resources Funds ("PRRF")
previously announced on April 14th, 2009.

    
    Financing
    ---------
    
    PRRF has purchased an aggregate principal amount of USD$1.25 million in
non-interest bearing notes (the "Notes") issued by Orca Minerals Limited
("Orca Minerals"), an Ontario corporation wholly-owned by the Company. The
Notes have a term of five years and are convertible, at the holders' option,
into a number of common shares of Orca Minerals which will equal ten percent
(10%) of the issued shares of Orca Minerals. PRRF has a further right to
exchange their holdings in Orca Minerals into either: (i) a number of shares
of Bilbao Resources, S.A. de C.V. ("Bilbao Resources"), an indirectly-owned
Mexican subsidiary of Orca Minerals which holds the Company's interest in the
Bilbao project, which will equal ten percent (10%) of the issued shares of
Bilbao Resources or (ii) a number of common shares of Xtierra equal to the
value of PRRF's equity interest in Orca Minerals at the time of exchange
divided by the volume-weighted average trading price of Xtierra's shares
during a 30-day period prior to such exchange. If exchanged into shares of
Bilbao Resources, the Bilbao Resources shares are further exchangeable into a
number of common shares of Xtierra equal to the value of PRRF's equity
interest in Bilbao Resources at the time of exchange divided by the
volume-weighted average trading price of Xtierra's shares during a 30-day
period prior to such exchange. PRRF also has a put right, exercisable at its
option at any time prior to maturity to require Xtierra to purchase the Notes
for a number of common shares equal to the principal amount of the Notes
divided by the volume weighted average trading price of Xtierra's common
shares during the 30 day period prior to the exercise of such right. The Notes
provide for a minimum conversion price of $0.10 per Xtierra common share. All
of the Pacific Road Resources Funds are resident outside of Canada.

    
    Change in Year End
    ------------------
    
    Xtierra also announces that it has changed it financial year end from
June 30 to December 31, effective immediately. The decision has been taken in
order to reduce costs and optimize financial reporting for both Xtierra and
for Minco plc which owns 60.1% of the issued share capital of Xtierra.
    The Company has today filed its audited Financial Statements and MD&A for
the new financial year ended December 31, 2008 and will hold its Annual and
Special Meeting on July 7, 2009.

    
    About Xtierra Inc.
    ------------------
    
    Xtierra Inc. is a Toronto based exploration and development company
listed on the TSX Venture Exchange. Xtierra's shares trade under the symbol
"XAG". Xtierra has 49,862,003 shares issued and outstanding. Xtierra has
recently commenced a first phase feasibility study on its 100% owned Bilbao
silver-zinc-copper project in Zacatecas, Mexico.
    Xtierra's objective is to become a mid-tier producer of silver and base
metals through the development of its Bilbao and Laguna projects, both located
in the Central Mexican Silver Belt in the State of Zacatecas, as well as
through organic growth and M & A opportunities.

    
    ON BEHALF OF THE BOARD OF DIRECTORS OF XTIERRA INC.

    Terence N. McKillen
    President and CEO

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





For further information:

For further information: visit www.xtierra.ca or contact: Terence
McKillen, President & Chief Executive, (416) 362-8243; Tim Gallagher,
Director, (416) 925-0090; Alejandro Alaniz, Director Finance & Administration
(Mexico), +52 (492) 925-0804

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XTIERRA INC.

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