Mr. George Sanders reports

GOLDCLIFF ANNOUNCES CLOSING OF FOURTH AND FINAL TRANCHE OF ITS LIFE OFFERING

Goldcliff Resource Corp. has closed the company's fourth and final tranche of its non-brokered private placement previously announced on Oct. 20, 2025, through the issuance of an aggregate of 240,000 non-flow-through units at a price of six cents 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) 5.9 million flow-through shares 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 composed of one common share of the company and one-half of one non-transferable common share purchase warrant. Each warrant will entitle the holder to acquire an additional common share at an exercise price of eight cents 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 Dec. 31, 2026, and renounced with an effective date no later than Dec. 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 TSX Venture Exchange.

We seek Safe Harbor.