DLP.V · 2025-01-31 12:00:00

DLP Resources Announces Closing of Private Placement of Units

Financings

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

UNITED STATES

NEWS RELEASE

Cranbrook, British Columbia, (Newsfile Corp. – January 31, 2025) 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 6,486,706 units of the Company (each, a “ Unit”) at a price of $0. 21 per

Unit for gross proceeds of $1,362,208.

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 twenty -four

(24) months from the date of issue at an exercise price of $0.40 per Warrant Share.

In connection with the Private Placement , the Company issued 62,461 finder’s warrants (the

“Finder’s Warrants”) and paid finder’s commissions of $13,116.81. Each Finder’s Warrant will entitle

the holder, on exercise thereof, to acquire one Share at a price of $0.40 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 one day transfer

restriction from the date of issuance expiring on June 1, 2025, in addition to such other restrictions

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

The Company intends to use the proceeds for funding the Peru projects and general office and

administration requirements. There may be circumstances, however, where, for sound business

reasons, a reallocation of funds may be necessary.

The securities being offered have not been and will not be registered under the U.S. Securities Act

and may not be offered or sold in the United States, or to, or for the account or benefit of, U.S.

persons or persons in the United States, absent registration or an applicable exemption from the

registration requirements. This press release shall not constitute an offer to sell or the solicitation of

an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation

or sale would be unlawful.

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 exploration company operating in Southern Peru and Southeastern

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

symbol DLP and on the OTCQB, trading symbol DLPRF. Please r efer to our web

site www.dlpresourcesinc.com for additional information.

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FOR FURTHER INFORMATION PLEASE CONTACT: DLP Resources Inc.

Ian Gendall, Chief Executive Officer and President

Jim Stypula, Executive Chairman

Robin Sudo, Chief Financial Officer and Corporate Secretary

Maxwell 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 forward-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 the risk that the Company will not be able to 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, including 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 can 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 state ment, 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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