Goldflare Annouces The Closing Of Its Common Share Private Placement

PIEDMONT, Nov. 2, 2022 - Goldflare Exploration Inc. (TSXV: GOFL) ("Goldflare" or "the Company") announces the closing of a private placement of $130,000 offered to eligible investors at a price of $0.05 per unit (1 unit = 1 common share + 1 warrant allowing the holder to acquire 1 common share at a price of $0.065 per share, for a period of 24 months following the closing of the Placement). The offering totals 2,600,000 common shares.

Three insiders participated to this placement. No intermediary fees were engaged. Seeing this is a related party transaction within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the Company intends to rely on exemptions from the formal valuation and minority approval requirements, as neither the fair market value of the securities being issued to insiders, nor the consideration being paid by such insiders, exceeds 25% of the Company's market capitalization.

The offering is subject to final approval from the TSX Venture Exchange.

The securities to be issued will be subject to a minimum holding period of four months plus one day.

The placement proceeds will be used for working capital requirements.

SOURCE Goldflare Exploration Inc.