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

Golden Dawn Minerals Inc.

May 08, 2013 18:33 ET

Golden Dawn Minerals Inc.: Announcing Proposed Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 8, 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 8,000,000 flow-through units ("FT Unit") at a price of $0.03 per FT Unit and 2,000,000 non flow-through units ("NFT Units") at a price of $0.025 per NFT Unit, for aggregate gross subscription proceeds of up to $290,000.

Each FT Unit will be comprised one flow-through common shares and one half of transferable purchase warrant. Each NFT Unit will be comprised one common share and one transferable common share purchase warrant. Each whole purchase warrant entitles the holders to acquire one additional common share for a period of two years at a price of $0.05 within the first twelve months from the date of closing or $0.10 one year after the closing. The Company will use the proceeds towards working capital and its exploration program on its Greenwood properties in British Columbia. 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 TSX-V's Notice to Issuer dated April 12, 2013, 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 PRESS RELEASE WAS PREPARED BY MANAGEMENT WHO TAKES FULL RESPONSIBILITY FOR ITS CONTENTS.

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.

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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