Great Bear Royalties Corp. Provides Update to Rights Offering

VANCOUVER, Oct. 29, 2020 - Great Bear Royalties Corp. ("GBRC" or the "Company") today announced that due to strong shareholder support and anticipated demand for rights pursuant to its previously announced rights offering (the "Rights Offering"), the Company and the stand-by purchasers ("Stand-by Purchasers") pursuant to a stand-by agreement dated October 7, 2020 (the "Stand-by Agreement") have mutually determined to terminate the Stand-by Agreement. As a result of the termination of the Stand-by Agreement, no compensation warrants will be issued by the Company to Stand-by Purchasers pursuant to the Rights Offering.

A rights offering notice and rights certificate has been mailed to each registered shareholder of the Company resident in Canada as at October 19th, 2020 (the "Record Date"). Registered shareholders who wish to exercise their rights must forward the completed rights certificate, together with the applicable funds, to the rights agent, Computershare Investor Services Inc., on or before the 5PM PST on November 27th, 2020 (the "Expiry Time"). Shareholders who own their Shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.

Shareholders who fully exercise their rights in accordance with their Basic Subscription Privilege (as defined in the company's October 7th news release) will also be entitled to subscribe for additional shares in the Rights Offering, if available as a result of unexercised rights prior to the Expiry Time, subject to certain limitations set out in the Company's rights offering circular (the "Circular").

Shareholders not resident in eligible jurisdictions may be able to participate in the Rights Offering where they can establish, in the Company's sole discretion, that their participation is lawful and complies with all applicable securities laws. If you are a holder of shares and reside outside of Canada please review the notice of rights offering, Circular and letter to ineligible shareholders to determine your eligibility and the process and timing requirements to receive and, or, exercise your rights. The Company requests any ineligible shareholder interested in participating in the rights offering to contact the Company at their earliest convenience.

Neither the rights being offered or the Shares issuable upon exercise of the Rights have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be exercised, offered or sold, as applicable, in the United States or to or for the account or benefit of a person in the United States or a U.S. Person (as defined in Regulation S of the U.S. Securities Act) absent registration or an applicable exemption from the registration requirements.

This news release shall not constitute an offer to sell or solicitation of an offer to buy the securities of the Company. There shall be no offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification of such securities under the laws of any such jurisdiction.


Cautionary statement regarding forward–looking information

This news release contains 'forward-looking statements' within the meaning of applicable securities laws. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by words such as the following: expects, plans, anticipates, believes, intends, estimates, projects, assumes, potential and similar expressions. Forward-looking statements also include reference to events or conditions that will, would, may, could or should occur, including, without limitation, the terms of the rights offering. These forward-looking statements are necessarily based upon a number of estimates and assumptions that, while based on management's expectations and considered reasonable at the time they are made, are inherently subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements, including, without limitation: uncertainties related to whether the rights offering will be fully subscribed; uncertainties related to raising sufficient financing to fund planned work in a timely manner and on acceptable terms; changes in planned work resulting from logistical, technical or other factors; uncertainties as to whether the rights offering will be completed; the costs to completion of the rights offering; fluctuations in the value of the Company's investments; and other risks and uncertainties, including those described in the Company's public disclosure documents on SEDAR at www.sedar.com. As a result, readers are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements contained in this news release are made as of the date of this release. Unless required by law, GBRC has no intention to and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES./

SOURCE Great Bear Royalties Corp.



For further information:

Chase Robins, Telephone: 604-646-4527
E-mail: chase@discoverygroup.ca