Geodex Increases its Interest in Sisson Brook - Announces Acquisition of Controlling Interest in Champlain Resources Inc. and Private Placement Financing



    Trading Symbol : GXM

    VANCOUVER, Dec. 7 /CNW Telbec/ - Geodex Minerals Ltd. (TSX-V: GXM)
("Geodex") announces that it has entered into an agreement dated November 27,
2007 with Champlain Resources Inc. ("Champlain") and Champlain shareholders to
acquire 53% of Champlain's fully diluted voting common shares (the "Champlain
Shares"). Champlain is a private Nova Scotia company and is Geodex's 30%
partner in its' prospective and developing Sisson Brook Property. Champlain
shareholders were able to receive all cash, all Geodex shares or part Geodex
shares and part cash in consideration for their Champlain Shares. Geodex will
pay $4,164,250 in cash to acquire 4,164,250 Champlain Shares at $1.00 per
share and will issue 550,000 Geodex common shares on a one for one exchange to
acquire an additional 550,000 Champlain Shares. Geodex will fund the cash
component of the Champlain acquisition out of working capital.
    Geodex has made all required payments under its option and joint venture
agreement with Champlain and has been fully vested with a direct 70% working
interest in the Sisson Brook Property. On completion of the Champlain
acquisition, Champlain's sole asset will be a 30% interest in Geodex's Sisson
Brook Property.
    Geodex is also undertaking a $5 million private placement to fund ongoing
mineral exploration and to replenish its working capital. The private
placement will be comprised of 4,347,826 units at $1.15 per unit. Each unit
will be comprised of one common share and one half share purchase warrant. One
full warrant is required to purchase one additional common share of Geodex at
$1.65 for one year following closing. Geodex may force conversion of the
outstanding warrants on 30 days notice to the warrant holders in the event
Geodex's shares close at a trading price of $2.00 or greater for
10 consecutive trading days. Commissions will be paid on a portion of the
private placement.
    Closing of Geodex's acquisition of Champlain and Geodex's financing are
subject to TSX-V approval.

    Forward Looking Statement
    -------------------------

    Certain information regarding the Company contained in this press release
may constitute forward-looking statements within the meaning of applicable
securities laws. Forward-looking statements may include estimates, plans,
opinions, forecasts, projections or other statements that are not statements
of fact. Although the Company believes that expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. The Company cautions that actual
performance will be affected by a number of factors, many of which are beyond
the Company's control, and that future events and results may vary
substantially from what the Company currently foresees.


    On Behalf of the Board of Directors
    -----------------------------------
    GEODEX MINERALS LTD.

    'Jack M. Maris'

    Jack M. Maris,
    President

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




For further information:

For further information: Christopher R. Anderson, V.P. Business
Development, (604) 689-7771, Toll free 1-888-999-3500,
info@geodexminerals.com; Visit our website at www.geodexminerals.com; Renmark
Financial Communications Inc.: Neil Murray-Lyon:
nmurraylyon@renmarkfinancial.com; Media - Adam Ross:
aross@renmarkfinancial.com;  Christine Stewart: cstewart@renmarkfinancial.com,
(514) 939-3989, Fax: (514) 939-3717, www.renmarkfinancial.com

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GEODEX MINERALS LTD.

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