News Release - RSU Plan termination (02131446.DOCX;1)

CREST RESOURCES INC.

#2501-550 Burrard Street Vancouver BC V6C 2B5

2

NEWS RELEASE

CREST CLOSES FINAL TRANCHE OF PRIVATE PLACEMENT

Not for distribution to United States Newswire Services or for dissemination in the United States

Vancouver, B.C. - March 6, 2024 ‐ Crest Resources Inc. (CSE: CRES) (the "Company" or "Crest") is pleased to announce that, further to its news releases of January 22, 24 and 31st, it has closed the final tranche of its non-brokered private placement (the "Private Placement") and has raised an additional $76,000 through the issuance of 1,900,000 units at a price of $0.04 per unit. Each unit consists of one common share and one warrant, each warrant entitling the holder to purchase one common share at a price of $0.05 for a period of five years expiring March 6, 2029. All securities issued are subject to a four month hold period expiring July 7, 2024. Proceeds will be used for general working capital.

Emma Fairhurst ("Fairhurst"), the Company's Chairperson and Director, acquired 200,000 units of the Company. As a result, she now owns, directly and indirectly, 39.31% of the outstanding shares of the Company or 52.03% assuming exercise of all warrants held by Fairhurst and is a "control person" as that term is defined under securities legislation.

Fairhurst purchased the units for investment purposes. The Private Placement and the acceptance of the subscription by her was approved by unanimous resolution of the board of directors of the Company. There was no formal valuation of the Company done in connection with the Private Placement nor has there been such a formal valuation in the past 24 months. The Company relied upon the exemptions contained in Section 5.5(b) and 5.7(b) of Multilateral Instrument 61-101 ("MI 61-101") to avoid the formal valuation and shareholder approval requirements of MI 61-101. For the purposes of Section 5.5(b), the Company does not have any securities listed on any of the stock exchanges set out in Section 5.5(b) and for the purposes of Section 5.7(b) the exemption was available as the consideration paid for the units subscribed for by Fairhurst was less than $2,500,000.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws, and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

FOR FURTHER INFORMATION CONTACT:

Jason Cubitt Chief Executive Officer

Emma Fairhurst Chairperson

Crest Resources Inc.

Telephone: 778 819 1870

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.

{02131446;1}

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Crest Resources Inc. published this content on 06 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 March 2024 14:59:04 UTC.