Goldcliff Announces Closing of Fourth and Final Tranche of its LIFE Offering

VANCOUVER, BC / ACCESS Newswire / December 4, 2025 / George Sanders, President of Goldcliff Resource Corporation ("Goldcliff" or the "Company") (TSX.V:GCN)(OTCBB PINKS:GCFFF) is pleased to announce the closing of the Company's fourth and final tranche of its non-brokered private placement previously announced on October 20, 2025 (the "Private Placement") through the issuance of an aggregate of 240,000 non-flow through units (each, a "NFT Unit") at a price of $0.06 per NFT Unit for aggregate proceeds of $14,400.

Under all four tranches of the Private Placement, the Company raised aggregate proceeds of $427,400 through the issuance of an aggregate of: (i) 240,000 NFT Units for gross proceeds of $14,400; and (ii) 5,900,000 flow through shares (each, a "FT Share") for gross proceeds of $413,000. The Private Placement was conducted in reliance upon the Listed Issuer Financing Exemption under Part 5A of National Instrument 45 - 106 - Prospectus Exemptions.

Each NFT Unit was comprised ofone common share of the Company (each, a "Common Share") and one half of one non-transferrable Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to acquire an additional Common Share at an exercise price of $0.08 per Common Share for a period of 24 months.

Proceeds from the NFT Units sold under the Private Placement will be applied to reimbursement of advances to an insider of the Company in connection with the property payments on Aurora West and Kettle Valley projects, and to general working capital.

Each FT Share comprises one Common Share which qualifies as a "flow-through share" within the meaning of the Income Tax Act (Canada). Proceeds from the FT Shares sold under the Private Placement will be applied to drilling at Kettle Valley, and to trenching and drill site preparation at the Ainsworth silver project, as Canadian exploration expenses that will qualify as "flow-through mining expenditures" within the meaning of the Income Tax Act (Canada), and which will be incurred on or before December 31, 2026 and renounced with an effective date no later than December 31, 2025 to the initial purchasers of FT Shares. Both projects are located in British Columbia.

No finder's fee was paid in connection with the closing of the fourth tranche of the Private Placement.

Closing of the Private Placement remains subject to final acceptance of the TSXV.

The securities issued were not registered under the United States Securities Act of 1933, as amended and may not be offered or sold within the United States absent registration or an exemption from the registration requirements.

For further information, please contact George W. Sanders, President, at 250-764-8879, toll free at 1-866-769-4802 or email at sanders@goldcliff.com.

Goldcliff Resource Corporation

Per: "George W. Sanders"

George W. Sanders, President

Neither TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or the accuracy of this news release.

Forward-Looking Information: This news release includes certain "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation. All statements in this news release that address events or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as "expect", "plan", "anticipate", "project", "target", "potential", "schedule", "forecast", "budget", "estimate", "intend" or "believe" and similar expressions or their negative connotations, or that events or conditions "will", "would", "may", "could", "should" or "might" occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Forward-looking statements in this news release include statements regarding, among others, the expected use of proceeds from the Private Placement. Although Goldcliff believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include final approval of the TSXV, market prices, exploration successes, and continued availability of capital and financing and general economic, market or business conditions. These forward-looking statements are based on a number of assumptions including, among other things, assumptions regarding general business and economic conditions, the timing and receipt of regulatory and governmental approvals, the ability of Goldcliff and other parties to satisfy stock exchange and other regulatory requirements in a timely manner, the availability of financing for Goldcliff's proposed transactions and programs on reasonable terms, and the ability of third party service providers to deliver services in a timely manner. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Goldcliff does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future or otherwise, except as required by applicable law.

SOURCE: Goldcliff Resource Corp.



View the original press release on ACCESS Newswire

News Provided by ACCESS Newswire via QuoteMedia

GCN:CA
The Conversation (0)
Gold bar and nuggets with text reading "5 Top Canadian Mining Stocks This Week."

Top 5 Canadian Mining Stocks This Week: Lighthouse Gold Shines with 78 Percent Gain

Welcome to the Investing News Network's weekly look at the best-performing Canadian mining stocks on the TSX, TSXV and CSE, starting with a round-up of Canadian and US news impacting the resource sector.Reuters reported on Friday (June 19) that a Panamanian government-led audit of First Quantum... Keep Reading...
David Nicholas, gold and silver bars.

David Nicholas: Gold's Next 30 Days — 10 Percent Price Pop?

David Nicholas, co-founder of XFunds, shares his outlook for gold, calling it "very constructive." In his view, it wouldn't be surprising to see an 8 to 10 percent price increase in the next 30 days. "I think gold and silver are the next trades to do really well here," Nicholas said.Don't forget... Keep Reading...
three gold bars stacked on top of each other

DGCX Introduces First Same-Day Physical Gold Contract in Gulf

The Dubai Gold and Commodities Exchange (DGCX) will launch the Gulf region’s first same-day physically settled spot gold contract on Monday (June 22), providing bullion dealers a regulated alternative to traditional over-the-counter markets.The Gold Spot T+0 Contract allows refineries, brokers,... Keep Reading...
Gold letters spelling "Fed" in front of a pile of gold dollar coins and US flag.

Gold Price Dips Back Below US$4,300 as New Fed Chair Holds Rates Steady

The US Federal Reserve held its first meeting with new Chair Kevin Warsh from Tuesday (June 16) to Wednesday (June 17) as a US-Iran peace deal is on the table and the US economy is in the midst of a three-year inflation high alongside a resilient labor market. The central bank held the federal... Keep Reading...
Jeffrey Christian, gold bars.

Jeffrey Christian: Gold, Silver, PGMs — My Summer Price Outlook

Jeffrey Christian, managing partner at CPM Group, shares his summer outlook for gold and silver prices, saying he expects consolidation within a volatile range. However, as the year continues, he believes both precious metals could move back toward highs seen earlier in 2026. Platinum and... Keep Reading...

Interactive Chart

Latest Press Releases

Related News