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RMO.V ·

Rainy Mountain Announces Non-Brokered Private Placement

Financings

2489 Bellevue Avenue, West Vancouver, BC V7V 1E1 Tel 604 922 2030 Fax 604 922 2037

News Release No. 17-30

Trading symbol: TSX-V: RMO

Frankfurt: EK7N-FF

Rainy Mountain Announces Non-Brokered Private Placement

West Vancouver, British Columbia, November 7, 2017 –Rainy Mountain Royalty Corp. (the

“Company” or “Rainy Mountain” ) announces, subject to r egulatory approval, that it intends to

proceed with a flow through non-brokered private placement (the “FT Offering”) to raise up to

$250,000 by the issuance of 5 ,000,000 flow through units (the “FT Units”) at $0.0 5 per FT Unit.

Each FT Unit will consist of one flow through common share and one non-flow through share

purchase warrant, with each warrant entitling the holder to purchase an additional non -flow

through common share for a period of two years at an exercise price of $0.10.

With respect to the FT Offering , the Company may pay finders’ fees in the amoun t of 10%

(payable in cash or non -flow through units ), based on the sale of the FT Units purchased by

subscribers introduced to the Company by such finders.

The Company intends to use the proceeds from this private placement for furthering exploration

on its optioned gold exploration Brunswick property in Ontario.

For further information, contact Mr. Clive Shallow, Shareholder Communications, at 604-922-2030, or

visit the Company’s website at www.rmroyalty.com.

Rainy Mountain Royalty Corp.

“Douglas L. Mason”

_________________________________

Douglas L. Mason, President & CEO

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

This release includes certain statements that may be deemed “forward -looking statements” within the

meaning of applicable securities legislation. All statements, othe r than statements of historical facts, that

address such matters, including the use of proceeds of the private placement, are forward -looking

statements. Forward-looking statements are generally, but not always, identified by the words “expects”,

“plans”, “anticipates”, “believes”, “suspects”, “intends”, “estimates”, “projects”, ”targets”, “potential” and

similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although

the Company believes the expectations expres sed in such forward -looking statements are based on

reasonable assumptions, such statements are not guarantees of future performance and actual results

may differ materially from those expressed in, or implied by, this forward looking information. Factors that

could cause actual results to differ materially from those in forward -looking statements include such

matters as market prices for the Company’s anticipated products, regulatory approvals required for the

Company’s business plans, continued availabil ity of capital and financing, and general economic, market

or business conditions. Any forward -looking statements are expressly qualified in their entirety by this

cautionary statement. Forward -looking statements are based on the beliefs, estimates and o pinions of

the Company’s management on the date such statements were made and are subject to change after

that date and the Company does not undertake any obligation to update publicly or revise any forward -

looking statements, whether as a result of new in formation, future events or otherwise, except as may be

required by applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities

described herein in the United States. The securities described herein have not been and will not be

registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in

the United States or to the account or benefit of a U.S. person absent an exemption from the registrati on

requirements of such Act.