Dr. Diane Nicolson reports

AMARC ANNOUNCES $2.77 MILLION IN EQUITY FINANCINGS

Amarc Resources Ltd. has entered into two concurrent agreements intended to raise aggregate proceeds of $2.77-million in new common share equity. Under the proposed terms of one agreement, Amarc will issue 15,384,615 flow-through (FT) shares at a price of 13 cents each, totalling $2-million, to a group of investors who are expected to donate all or a portion of their FT shares to a registered charity in Canada and to sell the remainder of the FT shares to an end-buyer along with the charity. Under the second agreement, Amarc has agreed to privately place with one investor, The Sutton Group Inc., 9,615,385 non-flow-through equity units at eight cents each for aggregate proceeds of $769,231. Each unit consists of one common share and one-half of a share purchase warrant, exercisable for five years at eight cents per share. The warrants are subject to a blocker term that prohibits exercise of the warrants to the extent the holder would as a result of any exercise exceed 19.99 per cent of then issued shares. Sutton has also agreed to purchase, as end-buyer, the 15,384,615 FT shares. The FT share issuance, unit issuance and FT share resale transactions are expected complete in close sequencing.

Prior to these transactions, Sutton holds 15,423,101 shares or 8.3 per cent of issued Amarc shares. As a result of the transactions, Sutton will acquire an aggregate of 25 million additional Amarc shares plus 4,807,693 warrants, and its aggregate 40,423,101 shares will represent 19.1 per cent of Amarc's then issued 211,702,894 shares. If Sutton exercises its 4,807,693 warrants when Amarc's 13,176,470 other dilutive securities have not been exercised, Sutton's maximum share ownership of 45,230,794 would, but for the blocker, constitute 20.9 per cent of Amarc's 216,510,588 fully diluted issued and outstanding shares but, as noted above, Sutton will be restricted to 19.99 per cent at any one time. Sutton will file an early warning report on SEDAR+ concurrently with completion of the transactions.

The FT shares and units will be offered exempt from prospectus and registration requirements on a private placement basis. The FT shares and units will not be offered in, nor registered, in the United States, nor offered to any U.S. person. All these securities will be subject to a four-month hold period in Canada with Sutton assuming the hold period for the resold FT shares. No commissions will be paid by Amarc in connection with these interrelated financings.

The company intends to use the net proceeds of the FT shares exclusively for exploration of Amarc's portfolio of British Columbia copper-gold projects while the proceeds of the units will be used general working capital.

The offerings are expected to close on or about Nov. 30, 2023, and are currently subject to negotiation and execution of definitive legal agreements, and to customary closing conditions, including TSX Venture Exchange acceptance.

About Amarc Resources Ltd.

Amarc is a mineral exploration and development company with an experienced and successful management team focused on developing a new generation of long-life, high-value porphyry Cu-Au (copper-gold) mines in British Columbia. By combining high-demand projects with dynamic management, Amarc has created a solid platform to create value from its exploration and development-stage assets.

Amarc is advancing its 100-per-cent-owned Ike, Duke and Joy porphyry copper-plus-or-minus-gold districts located in different prolific porphyry regions of Southern, central and Northern B.C., respectively. Each district represents significant potential for the development of multiple and important-scale, porphyry copper-plus-or-minus-gold deposits. Importantly, each of the three districts is located in proximity to industrial infrastructure, including power, highways and rail.

Freeport-McMoRan Mineral Properties Canada Inc., a wholly owned subsidiary of Freeport-McMoRan Inc., at Joy, and Boliden Mineral Canada Ltd., an entity within the Boliden Group of companies, at Duke, can earn up to a 70-per-cent interest in each district through staged investments of $110-million and $90-million, respectively. Together, this provides Amarc with potentially up to $200-million in non-share dilutive staged financing. Amarc is the operator of both programs.

Amarc is associated with HDI, a diversified, global mining company with a 35-year history of porphyry Cu deposit discovery and development success. Previous and current HDI projects include some of B.C.'s and the world's most important porphyry deposits, such as Pebble, Mount Milligan, Southern Star, Kemess South, Kemess North, Gibraltar, Prosperity, Xietongmen, Newtongmen, Florence, Casino, Sisson, Maggie, Ike, Pine and Duke. From its head office in Vancouver, Canada, HDI applies its unique strengths and capabilities to acquire, develop, operate and monetize mineral projects.

Amarc works closely with local governments, indigenous groups and stakeholders in order to advance its mineral projects responsibly, and in a manner that contributes to sustainable community and economic development. The company pursues early and meaningful engagement to ensure its mineral exploration and development activities are well co-ordinated and broadly supported, address local priorities and concerns, and optimize opportunities for collaboration. In particular, Amarc seeks to establish mutually beneficial partnerships with indigenous groups within whose traditional territories the company's projects are located, through the provision of jobs, training programs, contract opportunities, capacity financing agreements and sponsorship of community events. All Amarc work programs are carefully planned to achieve high levels of environmental and social performance.

We seek Safe Harbor.