Golden Dawn Minerals Inc.
TSX VENTURE : GOM
FRANKFURT : 3G8N

Golden Dawn Minerals Inc.

February 26, 2013 16:33 ET

Golden Dawn Minerals Inc.: Announcing Proposed Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Feb. 26, 2013) - Golden Dawn Minerals Inc. (TSX VENTURE:GOM)(FRANKFURT:3G8N) (the "Company" or "Golden Dawn") announces that it intends to complete a private placement of up to 3,000,000 Units at a price of $0.03 per Unit for aggregate subscription proceeds of up to $90,000. Each unit will be comprised one common shares and one half of purchase warrants. Each whole purchase warrant is exercisable at $0.10 per share for a period of two years from the date of issuance. Net proceeds from the financing will be used to satisfy existing accounts payable.

The Company will pay a finder's fee to registrants consisting of a 10% cash commission and 10% compensation warrants, with each compensation warrant entitling the holder to purchase one common shares at a price of $0.10 per share for two years. All securities issued under the financing will be subject to a four-month plus one day statutory hold period.

Completion of the financing is subject to regulatory approval including approval from TSX Venture Exchange. Approval of the private placement is being sought pursuant to the TSXV's Notice to Issuer dated December 12, 2012, regarding Private Placements - Extension and Modification of Temporary Relief from Certain Pricing Requirements.

On behalf of the Board of Directors:

GOLDEN DAWN MINERALS INC.

Wolf Wiese, President/ Chief Executive Officer

THIS DOCUMENT CONTAINS CERTAIN FORWARD LOOKING STATEMENTS WHICH INVOLVE KNOWN AND UNKNOWN RISKS, DELAYS, AND UNCERTAINTIES NOT UNDER THE COMPANY'S CONTROL WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM THE RESULTS, PERFORMANCE, OR ACHIEVEMENTS IMPLIED BY THESE FORWARD LOOKING STATEMENTS. WE SEEK SAFE HARBOR.

THIS PRESS RELEASE WAS PREPARED BY MANAGEMENT WHO TAKES FULL RESPONSIBILITY FOR ITS CONTENTS. NEITHER 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.

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