DLP.V · 2023-02-06 12:00:00

DLP Resources Announces Closing of Private Placement of Units

Financings

Cranbrook, British Columbia, (Newsfile Corp. – February 6, 2023) DLP Resources Inc. (the

“Company”) (TSXV: DLP) (OTCQB: DLPRF) is pleased to announce that it has closed its previously

announced non-brokered private placement (the “ Private Placement”), whereby the Company has

completed the issuance of 5,203,814 units (each, a “ Unit”) at a price of $ 0.27 per Unit for gross

proceeds of $1,405,029.78.

Each Unit consists of one common share in the capital of the Company (a “Share”) and one common

share purchase warrant of the Company (a “Warrant”). Each Warrant entitles the holder to purchase

one common share in the capital of the Company (a “ Warrant Share”) for a period of two (2) years

from the date of issue at an exercise price of $0.40 per Warrant Share, subject to acceleration in the

event that the trading price of the Shares equals or exceeds $0.50 for a period of 10 consecutive days.

In connection with the Private Placement , the Company issued 261,835 finder’s warrants (the

“Finder’s Warrants”) and paid commissions of $70,695.45. Each Finder’s Warrant entitles the holder,

on exercise thereof, to acquire one additional Share at a price of $0.27 per Share for a period of two

(2) years from the date of issuance.

The securities offered in the Private Placement are subject to a four month and a day transfer

restriction from the date of issuance expiring on June 7, 2023, in addition to such other restrictions

as may apply under applicable securities laws of jurisdictions outside Canada.

The Company intends to use the proceeds of the Private Placement for funding the Company’s Peru

projects and general office and administration requirements.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there

be any sale of a ny of the securities in any jurisdiction in which such offer, solicitation or sale would

be unlawful, including any of the securities in the United States of America. The securities have not

been and will not be registered under the United States Securities Act of 1933, as amended (the “1933

Act”) or any state securities laws and may not be offered or sold within the United States or to, or for

account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered

under the 19 33 Act and applicable state securities laws, or an exemption from such registration

requirements is available.

Not for distribution to U.S. news wire services or dissemination in the United States.

About DLP Resources Inc.

DLP Resources Inc. is a mineral e xploration company operating in Southeastern British Columbia,

exploring for Base Metals and Cobalt. DLP is listed on the TSX -V, trading symbol DLP and on the

OTCQB, trading symbol DLPRF. Please refer to our web site www.dlpresourcesinc.com for additional

information.

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FOR FURTHER INFORMATION PLEASE CONTACT: DLP Resources Inc.

Ian Gendall, CEO & President

Jim Stypula, Executive Chairman

Robin Sudo, CFO & Corporate Secretary

Max Reinhart, Investor Relations

Telephone: 250-426-7808

Email: [email protected]

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.

Cautionary Note Regarding Forward-Looking Information

This release includes certain statements and information that may constitute forward-looking information within the

meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future

performance and reflect the expectations or beliefs of management of the Company regarding future events.

Generally, forward-looking statements and information can be identified by the use of fo rward-looking terminology

such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events

or results “may”, “could”, “should”, “would” or “occur”. This information and these statements, referred to herein as

"forward‐looking statements", are not historical facts, are made as of the date of this news release and include

without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to

management's expectations and intentions with respect to, among other things, the use of the proceeds raised under

the Private Placement.

These forward‐looking statements involve numerous risks and uncertainties and actual results might differ materially

from results suggested in any forward-looking statements. These risks and uncertainties include, among other things,

market uncertainty and that the Company will not use the proceeds of the Private Placement as currently anticipated.

In making the forward looking statements in this news release, the Company has applied several material

assumptions, incl uding without limitation, that the Company will use the proceeds of the Private Placement as

currently anticipated.

Although management of the Company has attempted to identify important factors that could cause actual results

to differ materially from those contained in forward -looking statements or forward -looking information, there may

be other factors that cause results not to be as anticipated, estimated or intended. There c an be no assurance that

such statements will prove to be accurate, as actual results and future events could differ materially from those

anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements

and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate

for other purposes. The Company does not undertake to update any forward -looking statement, forward -looking

information or financial out -look that are incorporated by reference herein, except in accordance with applicable

securities laws. We seek safe harbor.

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