Goldcliff Closes Financing and Reports Early Warning Filing

VANCOUVER, British Columbia, July 29, 2020 (GLOBE NEWSWIRE) — George Sanders, President of Goldcliff Resource Corporation (“Goldcliff” or the “Company”) (GCN: TSX.V, GCFFF: OTCBB PINKS) reports that the Company has closed a Non-Brokered Private Placement of 3,500,000 Units at a price of $0.08 per Unit for gross proceeds of $280,000. Each Unit will consist of one common share and one half common share purchase warrant. Each whole warrant will entitle the holder to purchase an additional common share at a price of $0.10 per share for a period of two years from the date of closing.
Company President George Sanders was the sole subscriber to the Placement.  Prior to the placement, Mr. Sanders held 12,809,020 shares of 41,189,318 shares outstanding or approximately 31.1% of the issued shares of the Company. Subsequent to this transaction Mr. Sanders will hold 16,309,020 shares of 44,689,318 shares outstanding or approximately 36.49% of the issued shares, and 18,984,020 shares of 47,364,318 shares outstanding on a partially diluted basis or approximately 40.08% of the Company’s issued and outstanding common shares, assuming no other common shares of the Company are issued. Mr. Sanders acquired these securities for investment purposes and may, from time to time, acquire additional securities of the Company or dispose of such securities as he may deem appropriate. A copy of the early warning report being filed by Mr. Sanders may be obtained on the Company’s SEDAR profile. The transaction with Mr. Sanders constitutes a “related party transaction” in the context of Multilateral Instrument 61-101, and the Company intends to rely on exemptions in such Instrument with respect to minority shareholder approval and a formal valuation contained in Sections 5.5(b) and 5.7(1)(a), respectively, of the Instrument.Proceeds of the private placement will be applied to asset acquisition due diligence, additional claim staking, and to working capital.Any shares issued pursuant to the private placement will be subject to a hold period expiring on November 29, 2020.For further information, please contact George W. Sanders, President, at 250-764-8879, toll free at 1-866-769-4802 or email at info@directroyalty.com.GOLDCLIFF RESOURCE CORPORATIONPer: “George W. Sanders”George W. Sanders, PresidentNeither 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.

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