Goldhills Holding Ltd Closes Private Placement and Updates Claim Package on Lennac Lake

Vancouver, BC/ May 17, 2024 Goldhills Holding Ltd. (TSX-V:GHL OTCQB: GODZF. GRYA: Frankfurt )(“Goldhills” or the "Company") is pleased to announce that it has closed its previously announced private placement offering (the “Offering”) issuing 6,700,000 common shares at a price of $0.05 per share for total proceeds of $335,000. (see press releases dated May 2, 2024 and May 10, 2024).

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

Insiders participated purchasing 1,000,000 shares. The Insider Participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.5(b) as the Company’s shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the securities issued to the related parties did not exceed 25% of the Company’s market capitalization.

All Common Shares issued pursuant to the Offering are subject to a four‐month statutory hold period. The net proceeds of the Offering will be used for general working capital purposes.

Update to Lennac Lake

The Company would like to clarify that under its previously announced option agreement (the “Option Agreement”) with Donald MacIntyre and Victor Parsons the Company was granted an option to acquire three contiguous mineral claims, not eight claims as previously disclosed (see press release dated May 2, 2024). In addition, the Company has staked 4 additional claims expanding the Lennac Lake Project by 1325.67 hectares bringing the total project size to 7 claims totaling 2,296.567 hectares.

Investment by Steven Sangha

As described above, Sangha, of 10460 Granville Ave, Richmond BC V6Y 1R4, acquired 1,000,000 common shares for consideration of $50,000 pursuant to the Offering.

Immediately prior to the closing of the Offering, Sangha beneficially owned or controlled 2,185,507 Shares of the Company, which represented approximately 9.43% of the issued and outstanding Shares on a non-diluted basis and on a partially diluted basis.

Immediately following the closing of the Offering, Sangha beneficially owns or controls 3,185,507 Shares, representing approximately 10.67% of the issued and outstanding Shares on a non-diluted basis and on a partially diluted basis.

The securities of the Company held by Sangha are held for investment purposes. Sangha has a longterm view of the investment and may acquire additional securities of the Company either on the open market, through private acquisitions or as compensation or sell the securities on the open market or through private dispositions in the future depending on market conditions, general economic and industry conditions, the Company’s business and financial condition, reformulation of plans and/or other relevant factors.

A copy of Sangha’s early warning report will appear on the Company’s profile on SEDAR+ and may also be requested by mail at BlockchainK2 Corp., 400 - 837 West Hastings St., Vancouver, BC V6C 3N6, Attention: Sergei Stetsenko or phone at (604) 630-8746.

Goldhills Resources Ltd.

Sergei Stetsenko CEO and Director Phone: +971502806737 http://goldhills.co/

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 subject 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 not 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.