Rain City Resources Application for Management Cease Trade Order Submitted to Alberta Securities Commission Under Review

Calgary, Alberta--(Newsfile Corp. - January 27, 2026) - Rain City Resources Inc. (CSE: RAIN) ("RAIN" or "the Company") has applied for a Management Cease Trade Order (the "MCTO") in connection with the delay in filing its audited annual financial statements, the related management's discussion and analysis and CEO and CFO certifications for the financial year ended September 30, 2025 (collectively, the "Required Filings"). RAIN was obligated to file the Required Filings on or before January 28, 2026 (the "Filing Deadline") in accordance with applicable securities laws.

The Company has been unable to meet the Filing Deadline due to a delay in timely receipt of third-party information required to conclude its audit and a working capital shortfall, both of which have delayed the completion of the audit process necessary for the Required Filings ("Default").

The Company is working expeditiously to remedy the reasons for the Default and has consequently made an application to the Alberta Securities Commission (ASC) under National Policy 12-203 Management Cease Trade Orders. The submitted application has not yet been approved and remains under review by the ASC. The Company hopes to receive a Management Cease Trade Order (the "MCTO") in respect of the late filing.

The Company is actively pursuing the collection of additional third-party audit support requested to conclude its audit, as well as additional financing (the "Financing") and anticipates securing the funds within the next thirty (30) days. Proceeds from the Financing are expected to be used for general working capital purposes, including payment of audit-related fees. The Company expects to be able to submit both its audited annual financial statements, the related management's discussion and analysis and CEO and CFO certifications for the financial year ended September 30, 2025 as well as its interim financial statements, the related management's discussion and analysis and CEO and CFO certifications for the three-months ended December 31, 2025 no later than March 30, 2026.

Should the MCTO be granted, during the term the MCTO is in effect, the general investing public will continue to be able to trade freely in the Company's listed common shares. However, the Company's Chief Executive Officer, Chief Financial Officer and such other directors, officers and persons as determined by the applicable regulatory authorities, will not be able to trade the Company's securities. The Company intends to comply with the provisions of the alternative information guidelines as set out in National Policy 12-203 for as long as it remains in default, including the issuance of bi-weekly default status reports, each of which will be issued in the form of a news release.

The Company also confirms that, at the date hereof, there are no insolvency proceedings against it and no other material information concerning the affairs of the Company that has not been generally disclosed as of the date of this press release.

About Rain City Resources Inc.:

Rain is an integrated critical mineral technology and project development company committed to addressing the environmental, social, and economic challenges of lithium and critical mineral extraction from brine. By advancing scalable, water-conscious DLE solutions, Rain is helping drive the transition to a clean energy future.

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Cautionary Note Regarding Forward-Looking Information

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". This information and these statements, referred to herein as "forward-looking statements", are not historical facts, are made as of the date of this news release and include without limitation, statements regarding: the Company's proposed financing plans and management expectations that it will miss the filing deadline for the Required Filings and the Company's ability to file the Required Filings within the time period described herein; discussions of future plans, estimates and forecasts and statements as to management's expectations and intentions.

These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: the Company being unable to execute its business plans as intended; the Company being unable to file the Required Filings in the proposed timeframe; the Company being unable to secure adequate financing; recent market volatility; and the state of the financial markets for the Company's securities.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws.

Neither the Canadian Securities Exchange nor its Regulation Service Provider (as the term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy of accuracy of this news release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/281871