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

Core Viewpoint - Goldcliff Resource Corporation has successfully closed its fourth and final tranche of a non-brokered private placement, raising a total of $427,400 through the issuance of non-flow through units and flow through shares [1][2]. Group 1: Private Placement Details - The fourth tranche involved the issuance of 240,000 non-flow through units (NFT Units) at a price of $0.06 per unit, generating proceeds of $14,400 [1][2]. - The total proceeds from all four tranches of the private placement included 240,000 NFT Units and 5,900,000 flow through shares (FT Shares), with the latter contributing $413,000 to the total [2]. - The private placement was conducted under the Listed Issuer Financing Exemption as per National Instrument 45-106 [2]. Group 2: Use of Proceeds - Proceeds from the NFT Units will be used to reimburse advances to an insider related to property payments for the Aurora West and Kettle Valley projects, as well as for general working capital [4]. - Funds raised from the FT Shares will be allocated to drilling at Kettle Valley and trenching and drill site preparation at the Ainsworth silver project, qualifying as Canadian exploration expenses [5]. Group 3: Warrant Details - Each NFT Unit consists of one common share and one half of a non-transferrable common share purchase warrant, with each whole warrant allowing the purchase of an additional common share at an exercise price of $0.08 for 24 months [3]. Group 4: Regulatory and Compliance Information - No finder's fee was paid for the closing of the fourth tranche, and the closing is subject to final acceptance by the TSX Venture Exchange [6]. - The securities issued are not registered under the United States Securities Act of 1933 and cannot be offered or sold in the U.S. without registration or an exemption [6].