Goldshore Resources Inc. (TSX-V: GSHR) (OTC Markets: GSHRF) (FWB: 8X00) is pleased to announce that it has closed its previously announced brokered private placement offering of securities of the Company for aggregate gross proceeds of approximately $6,900,000, including the full exercise of the over-allotment option. The Offering was led by Research Capital Corporation and Eventus Capital Corp., as co-lead agents and joint bookrunners, on their own behalf and on behalf of a syndicate of agents, including Laurentian Bank Securities Inc., Canaccord Genuity Corp., and Haywood Securities Inc.

In connection with the Offering, the Company issued the following Offered Securities:

• 16,419,220 units of the Company at a price of $0.17 per Unit, comprised of one common share of the Company and one-half common share purchase warrant; and

• 21,070,423 flow-through units of the Company at a price of $0.195 per FT Unit, comprised of one Common Share that will qualify as “flow-through shares” within the meaning of subsection 66(15) of the Income Tax Act (Canada) and one-half of one Warrant.

Each Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $0.25, for a period of 24 months following the closing of the Offering.

The Company intends to use the net proceeds raised from the sale of Units for working capital and future exploration work on its Moss Lake gold deposit in Northwest Ontario, Canada. The gross proceeds from the issuance of the FT Units will be used for “Canadian Exploration Expenses” within the meaning of the Tax Act, which will be renounced with an effective date no later than December 31, 2023 to the purchasers of the FT Units in an aggregate amount not less than the gross proceeds raised from the issue of FT Units. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each subscriber of FT Units for any additional taxes payable by such subscriber as a result of the Company’s failure to renounce the Qualifying Expenditures.

The securities issued pursuant to the Offering will be subject to a four-month and one day hold period under applicable securities laws in Canada.

Closing of the Offering is subject to final approval by the TSX Venture Exchange.

In connection with the Offering, the Company paid to the Agents a cash commission of $373,552 and issued to the Agents 2,011,912 compensation warrants of the Company. Each Compensation Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.17 per Common Share for a period of 24 months following the closing of the Offering. The Agents also received an aggregate advisory fee comprising $11,000 and 64,705 advisory warrants on the same terms as the Compensation Warrants.

Certain directors and officers of the Company have participated in the Offering: Brett A. Richards, a director and officer of the Company, subscribed for 882,400 Units; Marlis Yassin, an officer of the Company, subscribed for 58,830 Units; Shawn Khunkhun, a director of the Company, subscribed for 103,623 FT Units; and Peter Flindell, an officer of the Company, subscribed for 150,000 Units. Participation of insiders of the Company in the Offering constitutes a related-party transaction as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. The issuance of securities is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101 as the common shares of Goldshore are listed on the TSX-V. Goldshore has not obtained a formal valuation in the past. The issuance of securities is also exempt from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(1)(b) of MI 61-101 as the fair market value was less than $2,500,000. The board of directors of Goldshore approved the Offering, with those directors who participated in the Offering abstaining from voting on such approval.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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.

About Goldshore

Goldshore is an emerging junior gold development company, and owns the Moss Lake Gold Project located in Ontario. Wesdome Gold Mines Ltd. is currently a large shareholder of Goldshore. Supported by an industry-leading management group, board of directors and advisory board, Goldshore is positioned to advance the Moss Lake Gold Project through the next stages of exploration and development.