Goldcliff Resource Corporation announced a non-brokered private placement of up to 4,000,000 flow through common shares at a price of CAD 0.06 per flow through common share and up to 4,000,000 non flow-through units at a price CAD 0.05 per non flow through unit for aggregate proceeds of up to CAD 440,000 on March 16, 2023. Each unit will consist of one common share and one common share purchase warrant. Each Warrant will entitle the holder to acquire an additional Common Share at an exercise price of CAD 0.08 per Common Share for a period of 24 months from the closing date of the transaction.

The company is anticipated to close on or about April 14, 2023, is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals including the conditional approval of the TSX Venture Exchange. The Company may pay finders' fees in the transaction in accordance with applicable securities laws and the policies of the TSX Venture Exchange. The Company advises that insiders of the Company will participate in the Private Placement, and will subscribe for a minimum of 2,000,000 Non Flow Through Units and 830,000 Flow Through Shares.