Pancontinental Resources Corp. Files Management Proxy Circular for Special Meeting of Shareholders

During the Meeting, the Company will ask for shareholders to vote for: (i) a name change to Carolina Rush Corporation (the "Name Change"); and (ii) a proposal to consolidate its common shares on the basis of every ten (10) issued common shares for one (1) new common share (the "Consolidation"). No fractional shares will be issued and any fractional shares will be rounded down to the nearest lower whole share. The Name Change and Consolidation are subject to the approval of the TSX Venture Exchange, applicable securities regulatory authorities, and the approval of the shareholders of the Company.

Pancon President and CEO Layton Croft stated: "As announced yesterday, our Company has identified some very strong drill targets and extensions of known mineralization at our Brewer Gold and Copper Project, which we are excited to resume drilling (see the January 3, 2023 news release). We intend to apply our strategic exploration model and experience at Brewer to acquire other high potential gold and copper projects in the Carolinas region. The name change and share consolidation will be a cornerstone to attract strategic investors to help us fund aggressive exploration of the large gold-copper system at Brewer. With the restructuring of the Company we intend to strengthen our Management Team with the addition of more technical expertise and executive experience."

If 67% of voting shareholders at the Meeting approve the Name Change and Consolidation, the Company plans to raise capital to resume drilling at its flagship Brewer Gold and Copper Project. Brewer will anchor the Company's vision to be the leading explorer in the southeastern US.

How to Vote at the Special Meeting

Shareholders must vote their proxy before 10:00 a.m. ET on Tuesday, Janurary 31, 2023. If you are a registered shareholder, whether or not you plan to attend the Special Meeting, to vote your shares at the Special Meeting, you can either return a duly completed and executed form of proxy to the Company's transfer agent, TSX Trust Company, by mail at: TSX Trust, 100 Adelaide Street West, Suite 301, Toronto, Ontario M5H 4H1, or via the internet at www.voteproxyonline.com no later than 10:00 a.m. ET on Tuesday, Janurary 31, 2023. If you hold Shares through a broker, investment dealer, bank, trust company or other intermediary, you should follow the instructions provided by your intermediary to ensure your vote is counted at the Special Meeting.

Zoom Townhall Discussion on January 5

The Company will host a live zoom townhall discussion tomorrow afternoon, Thursday, January 5, 2023, from 4:30-5:30 pm ET to discuss the Company's plans for 2023. The discussion will be recorded and available for on-demand viewing afterwards. There are 2 different ways to join the zoom webinar:

1) Click here: https://us02web.zoom.us/j/81335292486?pwd=UzRyZjlrd2pTWlYvczlPRFU0Z2JLUT09, Meeting ID: 813 3529 2486; Passcode: 095977

2) By phone:

• In Canada:
  • Dial: +1 204 272 7920 or +1 438 809 7799 or +1 587 328 1099 or +1 647 374 4685 or +1 647 558 0588 or +1 778 907 2071 or +1 780 666 0144
  • Webinar ID: 813 3529 2486 and Passcode: 095977
• In the US:
  • Dial: +1 646 876 9923 or +1 646 931 3860 or +1 669 444 9171 or +1 669 900 6833 or +1 689 278 1000 or +1 719 359 4580 or +1 253 205 0468 or +1 253 215 8782 or +1 301 715 8592 or +1 305 224 1968 or +1 309 205 3325 or +1 312 626 6799 or +1 346 248 7799 or +1 360 209 5623 or +1 386 347 5053 or +1 408 638 0968 or +1 507 473 4847 or +1 564 217 2000
  • Webinar ID: 813 3529 2486 and Passcode: 095977
• International numbers available: https://us02web.zoom.us/u/kiH9huJ1I

Qualified Person

The technical information in this news release has been prepared in accordance with Canadian regulatory requirements as set out in NI 43-101 and reviewed and approved by Patrick Quigley, MSc, CPG-12116, a Qualified Person as defined by NI 43-101.

About Pancon

Pancontinental Resources Corp. (TSXV: PUC) (OTCQB: PUCCF), or Pancon, is exploring the, underexplored Carolina Terrane in the southeastern USA. In January 2020, Pancon won the exclusive right to explore and purchase the former Brewer Gold Mine property, with an option period through 2030. Brewer is a breccia-hosted, high-sulphidation epithermal gold-copper system which is likely related to a copper-gold porphyry system at depth. Total historic production at the Brewer property is estimated to be a minimum of 200,000 ounces of gold. Most of the gold production occurred between 1987-1995 when 178,000 ounces of gold were recovered mostly from oxide ore extracted from open pits that extended to maximum of depth of 65 meters (Zwaschka and Scheetz, 1995, Detailed Geology of the Brewer Gold Mine, Jefferson, South Carolina). Pancon's 100%-owned, 1,730-acre Jefferson Gold Project mostly surrounds the 1,000-acre Brewer property. The Brewer-Jefferson area of interest, in Chesterfield County, South Carolina, is 12 kilometers along trend from the producing Haile Gold Mine, which has Proven and Probable reserves of 2.55 million ounces of gold with a production guidance of 165,000 - 175,000 ounces of gold in 2022 (https://oceanagold.com/operation/haile/).

For further information, please contact:
Jeanny So, External Relations Manager
E: info@panconresources.com
T: +1.647.202.0994

For additional information please visit our new website at http://www.panconresources.com/ and our Twitter feed: @PanconResources.

Neither 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 news release contains forward-looking information which is not comprised of historical facts. Forward-looking information is characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, and opportunities to differ materially from those expressed or implied by such forward-looking information. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, changes in the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining required regulatory or governmental approvals, and other risks involved in the mineral exploration and development industry, including those risks set out in the Company's management's discussion and analysis as filed under the Company's profile at www.sedar.com. Forward-looking information in this news release is based on the opinions and assumptions of management considered reasonable as of the date hereof, including that all necessary governmental and regulatory approvals will be received as and when expected. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information. The Company disclaims any intention or obligation to update or revise any forward-looking information, other than as required by applicable securities laws.