Riverside Resources Inc.: Acquisition of Morro Bay Shares

The 15,000,000 common shares were issued by Morro Bay and acquired by Riverside pursuant to Morro Bay's exercise of its option to acquire a 51% interest in Riverside's Penoles property, Mexico, under an Option Agreement dated January 22, 2014 and amended June 30, 2014, January 8, 2015 and March 31, 2015 (the "Option Agreement"). Accordingly, the 15,000,000 common shares were issued for a consideration equivalent to the percentage value that they represent of the total value of the payments, expenditures and other consideration required to exercise the option, as a function of the value of the mineral property interest acquired. No formal valuation has been conducted of the mineral property interest acquired, however the value ascribed to the 15,000,000 common shares in the Option Agreement was $750,000 in the aggregate, equivalent to $0.05 per share.

The 15,000,000 shares acquired Riverside will be held for investment purposes. Riverside may, depending on market and other conditions, increase or decrease its beneficial ownership of Morro Bay's securities, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities.

There are no agreements with respect to the securities of Morro Bay entered into by Riverside or any joint actors, other than the Option Agreement, which contains terms and conditions typical in mineral property option agreements. The Option Agreement, which grants to Morro Bay the option to acquire the mineral property interest referred to in the foregoing, also contains a right of first refusal pursuant to which, with respect to 10,135,135 Morro Bay shares held by Riverside, Riverside must give notice to Morro Bay if Riverside proposes to sell any of such shares, specifying the number of shares and the price of the intended sale. Morro Bay then has five days to locate a purchaser for the shares, in whole or in part, failing which Riverside is free to sell such shares for the ensuing 30 days at a price that is not less than 85% of the price specified in the notice. If Morro Bay does identify a purchaser for the shares, in whole or in part, then Riverside is required to sell the applicable number of shares to that purchaser, subject to applicable securities laws. Otherwise, the Option Agreement does not contain any provisions with respect to the holding, disposition or voting of any securities of Morro Bay.


This press release is issued pursuant to Multilateral Instrument 62-104, which also requires a report to be filed with the B.C., Alberta and Ontario Securities Commissions containing additional information with respect to the foregoing matters (the "Report").

To obtain a copy of the Report, please contact Jeff Dare via the contact information listed below.

Neither the 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.



Contact

Jeff Dare
(778) 327-6671