Mr. Ghislain Morin reports

GOLDFLARE ANNOUNCES A FLOW-THROUGH FINANCING

Goldflare Exploration Inc. has arranged a private placement offering, presented to an eligible investor, at a price of three cents per unit (one unit equals one flow-through share at a price of three cents each). The gross proceeds of the offering are expected to be $120,000 (four million units).

Closing is expected on Nov. 24, 2023. This private placement is subject to the finalization of formal documentation, regulatory approvals and the approval of the TSX Venture Exchange.

The securities to be issued as part of the financing will be subject to a minimum holding period of four months and one day following the closing date.

The proceeds of the flow-through offering will be used to finance Canadian exploration expenses (within the meaning of the Income Tax Act (Canada)) on mining claims of the company located in Quebec, mainly on its Goldfields property. Thus, the company will agree to waive these exploration expenses in Canada, in favour of investors participating in the placement, with an effective date of no later than Dec. 31, 2023.