Goldcliff Closes Financing and Reports Early Warning Filing
29 Juli 2020 - 10:00PM
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 CORPORATION
Per: “George W. Sanders”
George W. Sanders, President
Neither 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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