NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Vancouver, August 21, 2018 – Golden Dawn Minerals Inc., (TSX-V: GOM; FRANKFURT: 3G8B; OTC: GDMRF) (the “Company” or “Golden Dawn”) announces that, subject to regulatory approval, the Company intends to raise up to $250,000 through the issuance of up to 1,785,714 units by way of a non- brokered private placement (the “Offering”). The units will be issued at a price of $0.14. Each unit consists of one common share and one transferable common share purchase warrant exercisable at

$0.25 for 36 months from the date of issuance. The Offering is subject to TSX Venture Exchange (“TSXV”) approval. The Issuer reserves the right to increase the size of the private placement or to modify the type, nature and/or price of the units for any reason. The Offering and any modification to it are subject to compliance with applicable securities laws and approval of the TSX Venture Exchange.

Subject to Regulatory Approval, the Company has closed the first tranche of the Offering through the issuance of 300,000 units, raising $42,000. All shares and warrants issued in this tranche are subject to a four month and one day hold period, expiring on December 22, 2018.

All securities issued in connection with the Offering will be subject to a hold period expiring four months and one day from the date of issuance of such securities. A finder’s fee of cash, broker warrants and common shares, or a combination thereof, may be paid to eligible finders with respect to any portion of the Offering.

The proceeds of the Offering will be utilized for the Company’s Greenwood Precious Metals Project and for general working capital.

 

On behalf of the Board of Directors: GOLDEN DAWN MINERALS INC.

Wolf Wiese, President & Chief Executive Officer

 

For further information, please contact: Corporate Communications

604-221-8936

allinfo@goldendawnminerals.com www.goldendawnminerals.com

 

This press release was prepared by management who takes full responsibility for its contents. Neither the 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. 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.