VANCOUVER, Oct. 27 /CNW/ - Bill McWilliam, President of Golden Dawn
Minerals Inc. (GOM: TSX-V) (the "Company" or "Golden Dawn") is pleased to
announce that the company has signed an Acquisition Agreement (the
"Acquisition") with 6891667 Canada Inc. ("Canada Inc."), a private Ontario
corporation, and its shareholders and warrantholders.
Within this Acquisition Golden Dawn will acquire all of the assets of
Canada Inc. which will include; $1,001,000 of flow thru funds, less noted
expenses and no less than $911,000 in its treasury, and an option to acquire
an Iron Ore property near Sault Saint Marie, Ontario.
As a result of this Acquisition, the Company will purchase all of the
outstanding shares of Canada Inc. at a ratio of 1.6966889 Golden Dawn shares
for 1 (one) Canada Inc. share resulting in the issuance of 6,509,336 common
shares of Golden Dawn and replacing 1,668,333 Canada Inc. warrants with
3,836,668 purchase warrant of Golden Dawn. The Golden Dawn warrants will give
the holders the right to purchase 1 (one) common share of Golden Dawn Minerals
for two years from date of issue at $0.30 per share.
The shareholders of Canada Inc. have agreed to voluntarily restrict the
trading on the Golden Dawn shares to be issued to them under the Acquisition,
with 50% of the Golden Dawn shares being restricted for a period of 4 months
and 1 day after the day of issue and the remaining 50% of the Golden Dawn
shares being restricted for an additional 4 months thereafter.
The Company intends to utilize the flow-through funds from this
Acquisition for exploration on its Ontario properties.
The agreement is subject to a cash finder's fee payable to a finder as
per the TSX-V guidelines. This Acquisition Agreement is subject to regulatory
On Behalf of the Board of Directors,
Golden Dawn Minerals Inc.
THIS PRESS RELEASE WAS PREPARED BY MANAGEMENT WHO TAKES FULL
RESPONSIBILITY FOR ITS CONTENTS. THE TSX VENTURE EXCHANGE NEITHER
APPROVES NOR DISAPPROVES OF THIS PRESS 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.
For further information:
For further information: Golden Dawn Minerals Inc., 3929 West 30th
Avenue, Vancouver, BC, Canada, V6S 1X2, P. (604) 221-8936, F. (604) 221-8932