GCP.CN · 2021-07-28 12:00:00

Golcap Closes Private Placement

Financings

July 28, 2021 CSE: GCP | OTC: GCRCF

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR

DISSEMINATION IN THE UNITED STATES

Vancouver, B ritish Columbia: Golcap Resour ces Corp. (CSE: GCP) (OTC: GCR CF) (the “Company” or

“Golcap”) is pleased to announce the closing of a non-brokered private placement of 10,000,000 units

(the "Units") at a price of $0.06 per Unit, for gross proceeds of $600,000 (the "Offering").

Each Unit consisted of one common share (a "Common Share") of the Company and one common share

purchase warrant ( a " Warrant") exercisable into one Common Share of the Company at a price of

$0.075 per Warrant for a period of 60 months from the closing date of the Offering.

All securities to be issued pursuant to the Offering will be subject to a statutory hold period of four

months and a day from issuance under applicable Canadian securities law. The proceeds of the Offering

are planned to be used for exploration and general working capital purposes.

On closing of the Offering , Crest Resources Inc. ( “Crest”) (CSE: CRES) acquired 6,300,000 Units of the

Company. As a result , it is deemed to own 22.58% of the outstanding shares of the Comp any and is a

“control person” as that term is defined under securities legislation. Assuming the exercise of 6,300,000

warrants acquired with the Units, Crest would own 12,600 ,000 common shares or 27.38% of the

outstanding shares of the Company on a fully diluted basis.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the shares

in the Unit ed States. The shares have not been and will not be registered under the Unit ed States

Securities Act of 1933, as amended (the " U.S. Securities Act"), or any state securities laws and may not

be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities

Act and applicable state securities laws or an exemption from such registration is available.

On behalf of the Board of Directors

Gordon Lam

President and Chief Executive Officer

Telephone: (604) 675-2011

Website: www.golcapresources.com

The information in this news release includes certain information and statements about management's view

of future events, expectations, plans and prospects that constitute forward looking statements. These

statements are based upon assumptions that are subject to significant risks and uncertainties. Because of

these risks and uncertainties and as a result of a variety of factors, the actual results, expectations,

achievements or performance may differ materially from those anticipated and indicated by these forward

looking statements. Forward-looking statements in this news release include, but are not limited to, the

Company’s proposed use of the proceeds of its offering. Any number of factors could cause actual results to

differ materially from these forward-looking statements as well as future results. Although the Company

believes that the expectations reflected in forward looking statements are reasonable, it can give no

assurances that the expectations of any forward looking statements will prove to be correct. Except as

required by law, the Company disclaims any intention and assumes no obligation to update or revise any

forward looking statements to reflect actual results, whether as a result of new information, future events,

changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the

policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this

release.