Goldcliff Closes Third Tranche of Private Placement

Executive Summary

• Goldcliff Resource Corp. closed the third tranche of its non‑brokered private placement, issuing 3 million flow‑through shares for gross proceeds of $210,000.
• Proceeds are earmarked for drilling at Kettle Valley and trenching/drill site preparation at the Ainsworth silver project in British Columbia.
• The company paid a finder's fee of $14,700 cash and issued 210,000 non‑transferable finder's warrants to Canaccord Genuity Corp.; remaining unsubscribed portions remain open until Dec 4 2025 pending TSXV acceptance.

Key Details

• Placement Size: 3,000,000 flow‑through (FT) shares sold.
• Gross Proceeds: $210,000.
• Use of Proceeds:
• Drilling at the Kettle Valley project.
• Trenching and drill‑site preparation at the Ainsworth silver project.
• All expenditures qualify as flow‑through mining expenses under the Canadian Income Tax Act and must be incurred by Dec 31 2026, with renunciation completed by Dec 31 2025.
• Finder’s Compensation:
• Cash fee: $14,700 paid to Canaccord Genuity Corp.
• Warrants: 210,000 non‑transferable finder's warrants issued on the same terms as the placement warrants.
• Remaining Offering: Unsubscribed portions remain open until December 4 2025.
• Regulatory Condition: Closing subject to final acceptance by the TSX Venture Exchange (TSXV).

Notable Quotes

• “The successful closing of this tranche provides us with essential capital to advance our exploration programs at Kettle Valley and Ainsworth, positioning Goldcliff for continued growth,” – George W. Sanders, President.