Mr. Justin Corinella reports

GOLCAP ANNOUNCES PRIVATE PLACEMENT

Golcap Resources Corp. has completed a non-brokered private placement of five million units at a price of six cents per unit for gross proceeds of $300,000.

Each unit consists of one common share and one share purchase warrant. Each warrant entitles the holder to purchase one additional common share of the company at a price of 7.5 cents for a term of five years expiring Aug. 17, 2028.

All securities issued are subject to a four month hold period expiring Dec. 18, 2023. The proceeds from the sale of the units will be used for general working capital.

Rod Husband, a director of the company, acquired 200,000 units of the company. He now owns 200,000 shares and 200,000 warrants or 1.40 per cent of the outstanding shares of the company or 2.76 per cent assuming exercise of the warrants.

Alan Tam, an officer of the company, acquired 100,000 units of the company. He now owns 100,000 shares and 100,000 warrants or 0.70 per cent of the outstanding shares of the company or 1.39 per cent assuming exercise of the warrants.

Emma Fairhurst acquired four million units of the company. As a result, she now owns, directly and indirectly, 6,668,833 shares of the company and four million warrants or 46.60 per cent of the outstanding shares of the company or 58.27 per cent assuming exercise of all warrants held by Ms. Fairhurst, and is a control person as that term is defined under securities legislation.

Each of Mr. Tam, Mr. Husband and Ms. Fairhurst purchased the units for investment purposes. The offering and the acceptance of the subscriptions by Mr. Tam, Mr. Husband and Ms. Fairhurst were approved by unanimous resolution of the board of directors of the company. There was no formal valuation of the company done in connection with the offering nor has there been such a formal valuation in the past 24 months. The company relied upon the exemptions contained in sections 5.5(b) and 5.7(b) of Multilateral Instrument 61-101 to avoid the formal valuation and shareholder approval requirements of MI 61-101. For the purposes of Section 5.5(b), the company does not have any securities listed on any of the stock exchanges set out in Section 5.5(b) and for the purposes of Section 5.7(b) the exemption was available as the consideration paid for the units subscribed for by Mr. Tam, Mr. Husband and Ms. Fairhurst was less than $2.5-million.

About Golcap Resources Corp.

Golcap Resources is a mineral exploration company involved in the exploration and development of mineral properties, including the initial Tulameen project. At present none of the company's mineral properties are at commercial development or production stage.