Ms. Emma Fairhurst of 1459988 B.C. Ltd. reports

EARLY WARNING NEWS RELEASE ISSUED PURSUANT TO NI 62-103 ACQUISITION OF SHARES OF RAIN CITY RESOURCES INC.

This news release is being disseminated by 1459988 B.C. Ltd. (acquirer) pursuant to National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, in connection with the acquisition of certain common shares of Rain City Resources Inc., a British Columbia corporation the common shares of which are listed for trading on the Canadian Securities Exchange under the symbol RAIN.

On April 23, 2024, the acquirer acquired 10 million common shares of the issuer at a deemed price of 10 cents for a deemed purchase price of $1-million representing settlement of debt in connection with the third anniversary payment for a property purchase agreement entered into between 1300214 B.C. Ltd. and the issuer, and subsequently assigned to the acquirer. Emma Fairhurst and Damien Reynolds are joint actors of the acquirer as that term is used in NI 62-103.

This transaction represents an increase of 2.73 per cent in the acquirer's securityholding percentage in the issued and outstanding common shares of the issuer.

Prior to the transaction, the acquirer owned and controlled 24,557,333 shares of the issuer, representing 68.15 per cent of the then-issued-and-outstanding shares of the issuer based on a total of 36,031,863 shares previous to April 23, 2024, held by the acquirer.

Subsequent to the transaction, the acquirer owned and controlled 34,557,333 shares of the issuer, representing 70.88 per cent of the then-issued-and-outstanding shares of the issuer based on a total of 48,755,363 shares as of April 23, 2024, held by the acquirer.

The acquirer has acquired the common shares for investment purposes and in accordance with applicable securities laws. The acquirer may, from time to time, acquire additional common shares and/or other equity, debt or other securities or instruments of the issuer in the open market or otherwise, and reserves the right, subject to applicable securities law, to dispose of any or all of its securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the securities, the whole depending on market conditions, the business and prospects of the issuer, and other relevant factors.

A copy of the early warning report dated April 24, 2024, to be filed by the acquirer in connection with the acquisition of the common shares of the issuer will be available on SEDAR+ under the issuer's profile. Copies of such reports will also be available from the acquirer upon written request to Ms. Fairhurst at 151 1290 Howe St., Vancouver, B.C., telephone: 778-819-2709.