Goldgroup Closes Non-Brokered Private Placement

Goldgroup Closes Non-Brokered Private

Placement

Vancouver, British Columbia--(Newsfile Corp. - September 26, 2024) - Goldgroup Mining Inc. (TSXV:

GGA) (OTC Pink: GGAZF) ("

Goldgroup

" or the "

Company

") is pleased to announce that it has closed

the non-brokered private placement (the "

Private Placement

") previously announced on August 22,

2024.

Pursuant to the Private Placement, the Company issued a total of 15,500,00 units (each, a "

Unit

") at

CAD $0.05 per Unit for gross proceeds of CAD $775,000. Each Unit consists of one common share (a

"

Common Share

") and one common share purchase warrant (a "

Warrant

"), with each Warrant being

exercisable to purchase one Common Share at a price of $0.10 until September 26, 2026; provided that

if the closing price of the Company's Common Shares for a period of 10 consecutive trading days is

$0.15 or higher, the Company will have the right to accelerate the expiry date of the Warrants upon

notice given by press release and the Warrants will thereafter expire on the 30th calendar day after the

date of such press release.

No commissions or finder fees were payable in connection with the Private Placement. The proceeds

from the Private Placement will be used to increase crushing capabilities from 2,250 tpd to 4,500 tpd at

the Company's Cerro Prieto heap leach gold mine and for general working capital requirements. The

securities issued under the Private Placement are subject to a four month hold period that expires on

January 27, 2025. Closing of the Private Placement is subject to final approval of the TSX Venture

Exchange.

About Goldgroup

Goldgroup is a Canadian-based mining Company that owns and operates the Cerro Prieto heap-leach

gold mine located in the State of Sonora, Mexico and is led by a team of highly successful and seasoned

individuals with extensive expertise in mine development, corporate finance, and exploration in Mexico.

For further information on Goldgroup, please visit

www.goldgroupmining.com

.

On behalf of the Board of Directors

Ralph Shearing

CEO

+1 (604) 764-0965

This news release does not constitute an offer to sell or a solicitation of an offer to sell any securities in

the United States. The securities described herein have not been and will not be registered under the

United 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.

Neither the 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

press release.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

Certain information contained in this news release, including any information relating to future

financial or operating performance, may be considered "forward-looking information" (within the

meaning of applicable Canadian securities law) and "forward-looking statements" (within the meaning

of the United States Private Securities Litigation Reform Act of 1995). These statements relate to

analyses and other information that are based on forecasts of future results, estimates of amounts not

yet determinable and assumptions of management. Actual results could differ materially from the

conclusions, forecasts and projections contained in such forward-looking information.

These forward-looking statements reflect Goldgroup's current internal projections, expectations or

beliefs and are based on information currently available to Goldgroup. In some cases forward-looking

information can be identified by terminology such as "may", "will", "should", "expect", "intend", "plan",

"anticipate", "believe", "estimate", "projects", "potential", "scheduled", "forecast", "budget" or the

negative of those terms or other comparable terminology. Such forward-looking statements involve

known and unknown risks, uncertainties and other factors which may cause actual results,

performance or achievements to be materially different from any future results, performance or

achievements expressed or implied by the forward-looking statements.

Forward-looking information is subject to a variety of known and unknown risks, uncertainties and

other factors that could cause actual events or results to materially differ from those reflected in the

forward-looking information, and are developed based on assumptions about such risks, uncertainties

and other factors including, without limitation: receipt of all required stock exchange and regulatory

approvals in connection with the Private Placement and the business of the Company; the completion

of the Private Placement as planned; the proposed use of proceeds raised pursuant to the Private

Placement and the Company's plans at the Cerro Prieto project; the scope, duration and impact of the

COVID-19 pandemic; the scope, duration and impact of regulatory responses to the pandemic on the

employees, business and operations; uncertainties related to actual capital costs operating costs and

expenditures; production schedules and economic returns from Goldgroup's projects; uncertainties

associated with development activities; uncertainties inherent in the estimation of mineral resources

and precious metal recoveries; uncertainties related to current global economic conditions;

fluctuations in precious and base metal prices; uncertainties related to the availability of future

financing; potential difficulties with joint venture partners; risks that Goldgroup's title to its property

could be challenged; political and country risk; risks associated with Goldgroup being subject to

government regulation; risks associated with surface rights; environmental risks; Goldgroup's need to

attract and retain qualified personnel; risks associated with potential conflicts of interest; Goldgroup's

lack of experience in overseeing the construction of a mining project; risks related to the integration of

businesses and assets acquired by Goldgroup; uncertainties related to the competitiveness of the

mining industry; risk associated with theft; risk of water shortages and risks associated with competition

for water; uninsured risks and inadequate insurance coverage; risks associated with potential legal

proceedings; risks associated with community relations; outside contractor risks; risks related to

archaeological sites; foreign currency risks; risks associated with security and human rights; and risks

related to the need for reclamation activities on Goldgroup's properties, as well as the risk factors

disclosed in Goldgroup's Annual Information Form and MD&A. Any and all of the forward-looking

information contained in this news release is qualified by these cautionary statements.

Although Goldgroup believes that the forward-looking information contained in this news release is

based on reasonable assumptions, readers cannot be assured that actual results will be consistent

with such statements. Accordingly, readers are cautioned against placing undue reliance on forward-

looking information. Goldgroup expressly disclaims any intention or obligation to update or revise any

forward-looking information, whether as a result of new information, events or otherwise, except as may

be required by, and in accordance with, applicable securities laws.

NOT FOR DISTRIBUTION OR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit

https://www.newsfilecorp.com/release/224775