Goldcliff Closes First Tranche of Private Placement and Finalizes Plans for Drill Site Preparation at Kettle Valley

Executive Summary

• Goldcliff Resource Corp. closed the first tranche of its non‑brokered private placement, issuing 1,900,000 flow‑through shares for gross proceeds of $133,000.
• Proceeds are earmarked for drilling at the Kettle Valley gold/silver project and trenching/drill‑site preparation at the Ainsworth silver project in British Columbia.
• The company paid a finder's fee of $9,310 cash and issued 133,000 non‑transferable finder’s warrants to Ventum Financial Corp.; the placement remains subject to final TSXV acceptance.

Key Details

• Placement Size: 1,900,000 flow‑through shares (FT Shares).
• Gross Proceeds: $133,000 CAD.
• Use of Proceeds:
• Drilling at Kettle Valley gold/silver project.
• Trenching and drill‑site preparation at Ainsworth silver project.
• All expenses qualify as flow‑through mining expenditures under the Canadian Income Tax Act and must be incurred by 31 Dec 2026, with renunciation by 31 Dec 2025.
• Finder’s Compensation:
• Cash fee: $9,310 CAD paid to Ventum Financial Corp.
• Finder’s warrants: 133,000 non‑transferable warrants issued on the same terms as the company’s existing warrants.
• Regulatory Status: Placement pending final acceptance by the TSX Venture Exchange (TSXV).
• Technical Review: Warner Gruenwald, P. Geo., a qualified person under NI 43‑101, approved the technical content of the release.
• Drill Site Preparation Update: Contractor engagement is being finalized for constructing drill pads on the “Cliff” zone at Kettle Valley, targeting an area that previously returned 2.62 g/t Au and 181 g/t Ag from sub‑crop samples (Jan 5 2022 release).

Notable Quotes

• “The proceeds from this financing will enable us to advance our high‑potential drill program at Kettle Valley and prepare the Ainsworth site for future exploration,” – George W. Sanders, President, Goldcliff Resource Corp.