Goldhills Announces Proposed Private Placement Offering

GOLDHILLS ANNOUNCES PROPOSED PRIVATE PLACEMENT OFFERING

Vancouver, BC/ January 25, 2022 Goldhills Holding Ltd. (TSX-V:GHL) OTCQB: GODZF. GRYA:

Frankfurt (the "Company") announces that the Company plans to offer, on a private placement basis, up

to 2,800,000 units (each a “Unit”) at a price $0. 25 per Unit for total proceeds of up to $ 700,000 (the

“Offering”).

Each Unit consists of one common share (a “Share”) and one half of one whole share purchase warrant

(each whole warrant a “Warrant”). Each Warrant will entitle the holder to purchase one Share at a price

of $0.40 per Share for a two-year term.

All securities issued in connection with the Offering will be subject to a four‐month statutory hold period.

The Company may pay a finder’s fee may in cash and or share purchase warrants in accordance with

the rules of the TSX Venture Exchange.

The proceeds of the offering will be used for mineral exploration and for general working capital purposes.

Closing of the proposed Offering is subject to a number of conditions, including receipt of all necessary

corporate and regulatory approvals, including approval from the TSX Venture Exchange.

Goldhills Resources Ltd.

Sergei Stetsenko

CEO and Director

Phone: +380673522641

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in

the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy

of this release.

Forward-looking Information Cautionary Statement

Except for statements of historic fact, this news release contains certain “forward -looking information” within the

meaning of applicable securities law. Forward -looking information is frequently characterized by words such as

“plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar words, or statements that

certain events or conditions “may” or “will” occur. Forward -looking statements are based on the opinions and

estimates at the date the statements are made, and are su bject to a variety of risks and uncertainties and other

factors that could cause actual events or results to differ materially from those anticipated in the forward -looking

statements including, but not limited to delays or uncertainties with regulatory approvals, including that of the TSX-

V. There are uncertainties inherent in forward-looking information, including factors beyond the Company’s control.

There are no assurances that the business plans for the Company as described in this news release will come into

effect on the terms or time frame described herein. The Company undertakes no obligation to update forward -

looking information if circumstances or management’s estimates or opinions should change except as required by

law. The reader is cautioned n ot to place undue reliance on forward -looking statements. Additional information

identifying risks and uncertainties that could affect financial results is contained in the Company’s filings with

Canadian securities regulators, which are available at www.sedar.com.

The securities referred to in this news release have not been, nor will they be, registered under the United States

Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account

or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration

requirements. This release does not constitute an offer for sale of, nor a solicitation for offers to buy, any securities

in the United States.