Rainy Mountain Closes $434,000 Non-Brokered Private Placement

Trading symbol: TSX-V: RMO Frankfurt: EK7N-FF

News Release No. 20-02

Rainy Mountain Closes $434,000 Non-Brokered Private Placement

Vancouver, British Columbia – January 6, 2020 – Rainy Mountain Royalty Corp. (the “Company” or “Rainy Mountain”) is pleased to announce, further to its press release dated December 14, 2020, it has now closed its previously announced non-brokered private placement (the “Placement”) of up to 6,200,000 units at a price of $0.07 per unit (each a “Unit”) to raise aggregate gross proceeds of up to $434,000.

Each Unit comprised one common share and one share purchase warrant (each a “Warrant”). Each Warrant will entitle the holder to acquire an additional common share of the Company at an exercise price of $0.09 per share until January 6, 2026.

No finder’s fees were payable in connection with the Placement. All securities distributed pursuant to the Placement are subject to a statutory hold period ending on May 7, 2020.

The proceeds of the Placement will be utilized to fund exploration activities on the Company’s existing mineral property portfolio and general working capital.

The private placement is subject to regulatory approval, including the approval of the TSX Venture Exchange.

Insiders participated in the private placement acquiring an aggregate of 1,700,000 units on the same basis as other subscribers. The participation in the private placement by insiders of the Company constitutes a "related party transaction" as such term is defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61- 101"). The Company is relying on exemptions from the formal valuation and minority approval requirements under MI 61-101. The Company relied on Section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the private placement in so far as the private placement involved interested parties did not exceed 25% of the Company's market capitalization.

For further information, contact Sean Charland at 604-681-1568, or visit the Company’s website at www.rmroyalty.com.

Rainy Mountain Royalty Corp.

“Sean Charland”

_______________________________________ Sean Charland, Interim Chief Executive Officer The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Forward-looking statements in this news release include, but are not limited to, the effective date of the Consolidation. Any number of factors could cause actual results to differ materially from these forward- looking statements as well as future results. Although the Company believes that the expectations reflected in forward looking statements are reasonable, it can give no assurances that the expectations of any forward looking statements will prove to be correct. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

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 release.