Walker River Resources Corp. — Capital/Financing Update 2020

Sep 12, 2020

FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Walker River Resources Corp. (the “ Company ”) Suite 820, 1130 West Pender Street Vancouver, BC Canada V6E 4A4

Item 2 Date of Material Change

September 11, 2020

Item 3 News Release

The news release attached hereto as Schedule “A” announcing the material change described herein was disseminated through the news dissemination services of Newsfile Corp. on September 11, 2020.

Item 4 Summary of Material Change

The Company announced it has completed the first tranche of its previously announced private placement by issuing 25,320,000 units (each a " Unit ") at a price of $0.10 per Unit for gross proceeds of $2,532,000.00. Each Unit consisted of one common share (a “ Share ”) and one Share purchase warrant (the “ Warrant ”), whereby each Warrant shall be exercisable into one Share for a period of three (3) years from closing at a price of $0.13 per Share. Closing of the remainder of the private placement shall be subject to acceptance by the TSX Venture Exchange. The Company anticipates the second and final tranche of the private placement will close next week.

Item 5 Full Description of Material Change

5.1 Full Description of Material Change

Please see the news release attached as Schedule “A” for a full description of the material change.

5.2 Disclosure for Restructuring Transactions

Not applicable.

Item 6 Reliance on Subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

Not applicable.

Item 8 Executive Officer

Michel David, CEO and Director Telephone: 819-874-0030

Item 9 Date of Report

September 11, 2020

SCHEDULE “A”

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Suite 820-1130 West Pender St Vancouver, B.C V6E 4A4 Tel: 819 874-0030 Fax: 819 825-1199

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Trading Symbol: WRR

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

NEWS RELEASE

WALKER CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT

Vancouver, B.C. September 11, 2020 - Walker River Resources Corp. (“ Walker ” or the “ Company ”) (TSX-V: “ WRR ”) is pleased to announce the first tranche (the " First Tranche ") closing of the Company’s previously announced (see news releases: 08-20-2020 and 08-21-2020) non-brokered private placement for gross proceeds of $2,532,00.00.

A total of 25,320,000 units (each a " Unit ") were issued at a price of $0.10 per unit. Each unit consists of one common share (a “ Share ”) and one Share purchase warrant (the “ Warrant ”), whereby each Warrant shall be exercisable into one Share for a period of three (3) years from closing at a price of $0.13 per Share.

The Company has paid finders fees in connection with the First Tranche of the Private Placement as follows: (i) paid an aggregate of $165,600 in cash to eligible finders; and (ii) issued an aggregate of 1,656,000 share purchase warrants (the " Finders' Warrants ") The Finders' Warrants will have the same terms as the Warrants forming part of the Units.

All securities to be issued pursuant to the Private Placement are subject to a four-month-and-a-day hold period expiring on January 11, 2021, in accordance with applicable securities legislation. Closing of the remainder of the Private Placement shall be subject to receipt of acceptance by the TSX Venture Exchange. The Company anticipates that the second and final tranche of the Private Placement will close next week.

Proceeds of the Private Placement will be used for exploration on the Company's mineral properties and general working capital.

ON BEHALF OF THE BOARD OF DIRECTORS

_“Michel David” _________________________ Michel David Chief Executive Officer and Director

FOR FURTHER INFORMATION PLEASE CONTACT:

Walker River Resources Corp. Tel: 819 874-0030 Fax: 819 825-1199 Email: info@wrrgold.com Website: www.wrrgold.com

Neither TSX Venture Exchange nor Its Regulation Service Provider (As That Term Is Defined In The Policies Of The TSX Venture Exchange) Accepts Responsibility For The Adequacy Or Accuracy Of This News Release.