16:54:49 EST Tue 18 Feb 2020
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Dunnedin Ventures Inc
Symbol DVI
Shares Issued 153,361,236
Close 2020-02-12 C$ 0.075
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Dunnedin arranges $3M financing; to change name

2020-02-13 10:17 ET - News Release

Ms. Claudia Tornquist reports


Dunnedin Ventures Inc. has arranged a non-brokered private placement financing to raise aggregate gross proceeds of up to $3-million through the issuance of a combination of non-flow-through units and flow-through units. In conjunction with the Private Placement, the Company's name will be changed to Kodiak Copper Corp. In addition, Dunnedin plans to consolidate the Company's common shares on the basis of one (1) new post-consolidation common share for every five (5) pre-consolidation common shares (the "Consolidation").

Claudia Tornquist, President and CEO of Dunnedin stated, "2019 was a transitional year for Dunnedin as we refocused the Company from diamond to copper exploration. We acquired two porphyry projects, MPD and Mohave, and together with our Trapper project now have a portfolio of three 100%-owned copper porphyry projects, all large scale and with immediate exploration upside. Our first drill program at MPD yielded excellent results and we recently announced the best drill hole in the 50-year history of the project and the discovery of the high-grade Gate Zone. Over spring and summer of 2020 we are planning a bigger drill program at MPD to follow up on this initial success and we will also start exploring our Mohave project. The name change to Kodiak Copper Corp. marks the final step of our company's transition to copper exploration and the start of what will be a very active year as we continue to work to unlock the discovery potential of our porphyry projects for our shareholders."


On a post-Consolidation basis non-flow-through units will be priced at $0.35 ($0.07 pre-Consolidation), flow-through units at $0.45 ($0.09 pre-Consolidation) and charity-flow-through units at $0.525 ($0.105 pre-Consolidation) (each, a "Unit"). Each Unit to be issued in the Private Placement will consist of one common share in the capital of the Company and one-half of one transferable common share purchase warrant (each whole warrant, a "Warrant"). The Warrants will entitle the holder to acquire an additional post-Consolidation common share at an exercise price of $0.55 for a period of twenty-four months. The Warrants will be subject to accelerated expiry in the event the common shares of the Company trade on the TSX Venture Exchange at a post-Consolidation closing price of $1.25 or more for twenty consecutive trading days.

Proceeds of the Private Placement will be used to fund the Company's exploration programs on its wholly owned, advanced-stage copper porphyry exploration projects in British Columbia and Arizona, and for general corporate purposes.

The Company may pay finders' fees under the offering in accordance with applicable securities laws and the policies of the TSX Venture Exchange. All securities issued in the Private Placement will be subject to a statutory four month hold period. Closing of the Private Placement is subject to receipt of all regulatory approvals, including approval of the TSX Venture Exchange.

The Private Placement is expected to close on or about February 28, 2020. Common shares issued pursuant to the Private Placement will be issued on a pre-Consolidation basis, and will be consolidated pursuant to the Consolidation. The Warrants issued in the Consolidation will be issued on a pre-Consolidation basis, and upon the completion of the Consolidation will automatically be adjusted to the post-Consolidation terms disclosed above.

Name Change

Upon closing of the Private Placement, the Company's name will be officially changed to Kodiak Copper Corp. ("Kodiak") and it is anticipated that Kodiak's common shares will trade on the TSX Venture Exchange under the ticker symbol ("KDK").


Subject to receipt of TSX Venture Exchange approval and shareholder approval, the Company intends to complete the Consolidation as soon as possible following the closing of the Private Placement. The Company plans to hold a special and annual general meeting of the Company's shareholders on or about March 25, 2020, at which the Company will seek shareholder approval to the Consolidation. It is anticipated that subject to receipt of the foregoing approvals, the Consolidation will become effective on or about April 1, 2020. Dunnedin currently has 153,361,236 common shares issued and outstanding and, after giving effect to the Consolidation, the Company expects to have approximately 30,672,247 common shares issued and outstanding on an undiluted basis, excluding any securities to be issued pursuant to the Private Placement.

The exercise price and number of common shares issuable upon the exercise of Dunnedin's outstanding stock options, warrants or other convertible securities will be proportionately adjusted to reflect the Consolidation in accordance with the terms of such securities. Where the Consolidation results in a fractional common share, the number of common shares will be rounded to the nearest whole common share.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

For further information please contact Mr. Knox Henderson, Investor Relations, at 604-551-2360 or khenderson@dunnedinventures.com.

On behalf of the Board of DirectorsDunnedin Ventures Inc.

Claudia TornquistPresident & CEO

About Dunnedin Ventures Inc.

Dunnedin is focused on its portfolio of 100% owned copper porphyry projects in Canada and the USA. The Company's most advanced asset is the MPD copper-gold porphyry project in the prolific Quesnel Trough in south-central British Columbia, Canada, where the Company made a discovery of high-grade mineralization in 2020. Dunnedin also holds the Mohave copper-molybdenum-silver porphyry project in Arizona, USA, near the world-class Bagdad mine. The Company's Trapper copper-gold porphyry project is located in the northern Golden Triangle region of British Columbia. All three of Dunnedin's porphyry projects have been historically drilled and present known mineral discoveries with the potential to hold large-scale deposits.

We seek Safe Harbor.

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