Mr. John Gardiner reports

TARANIS RESOURCES INC. AND ROCA MINES INC. - OPTION AGREEMENT TO ACQUIRE 65% OF FORTYTWO METALS INC.

Taranis Resources Inc. and Roca Mines Inc. have entered into a binding letter agreement dated May 15, 2015, pursuant to which Taranis has been granted an exclusive option entitling it to acquire 65 per cent of the issued and outstanding common shares of FortyTwo Metals Inc., a subsidiary of Roca, by Nov. 30, 2015.

FortyTwo holds the Max mine facility, which includes an underground molybdenum mine, crushing, milling and concentrating facilities, tailings storage facilities, mineral claims, mining leases, licences, and other holdings located near Trout Lake in the Revelstoke mining division of the province of British Columbia. The Max mine facility is located 16 kilometres by road from Taranis's Thor silver-gold-lead-zinc-copper project and is a molybdenum mine that operated from 2007 until November, 2011, when depressed metal prices led to suspension of operations. The mine is currently under care and maintenance.

The agreement and the transactions contemplated therein are subject to acceptance by the TSX Venture Exchange.

Overview of the agreement

The essential terms of the agreement are as follows:

1. Taranis will make the following cash payments to Roca:
   1. $150,000 as a non-refundable deposit, allowing Taranis three months to undertake due diligence and initiate financing;
   2. $25,000 payable on Sept. 1, 2015, if the closing of the exercise of the option has not occurred by Aug. 31, 2015;
   3. $50,000 payable on Oct. 1, 2015, if the closing of the exercise of the option has not occurred by Sept. 30, 2015;
   4. $75,000 payable on Nov. 1, 2015, if the closing of the exercise of the option has not occurred by Oct. 31, 2015;
2. In order to exercise the option, Taranis will be required to make an additional cash payment of $1.2-million and issue three million warrants to Roca, each of which will entitle Roca to purchase one common share of Taranis at a price of 10 cents for a period of two years from the date of issuance;
3. During the term of the option, Taranis and Roca will work together to make effective use of FortyTwo's milling facility, its existing tax loss pools and the resource at Taranis's Thor property;
4. In the event of the exercise of the option, Taranis will work to settle FortyTwo's outstanding indebtedness with its various creditors, a number of which have outstanding liens on FortyTwo's assets;
5. Roca will be responsible for FortyTwo's continuing care and maintenance of the Max site, including mine management, and regulatory and permit compliance during the term of the option.

In addition to the Max mine, FortyTwo also holds tax loss pools accumulated to date of approximately $50-million and the Max project, which consists of 59 mineral claims totalling approximately 5,489 hectares and certain undersurface rights located in the Revelstoke mining division of the province of British Columbia. The Max molybdenum deposit is subject to a 2.5-per-cent NSR (net smelter royalty) in favour of a third party, 60 per cent of which (1.5 per cent) may be repurchased at the price of $1-million for each 30 per cent of the NSR (or 0.75 per cent).

Thor Ag-Au-Pb-Zn-Cu project

In 2006, Taranis purchased 27 Crown grants north of Trout Lake from the T. Eaton Estate that effectively cover two km of prospective precious and base metal mineralization. The claims (1,800 hectares) are owned 100 per cent by Taranis and encompass five former-producing mines. In 2007 to 2008, Taranis completed surface drilling (152 drill holes, 35 surface trenches and extensive underground sampling) in preparation for undertaking a maiden resource estimate on the project.

Taranis engaged Roscoe Postle Associates (RPA) in 2013 to complete a resource estimate on the project using only the 2007/2008 exploration data. Approximately 75 per cent of the existing resource is estimated to be open pittable, a significant factor in reducing the capital expenditures necessary to moving Thor toward production.

                THOR MINERAL RESOURCE ESTIMATE (RPA, APRIL, 2013) -- THOR PROJECT
 
Category                               NSR cut-off   Tonnes  Au (g/t)  Ag (g/t)  Cu (%)  Pb (%)  Zn (%)

Potential open pit, indicated                  $50  471,000     0.91       204    0.14    2.77    3.68
Potential underground, indicated              $100  168,000     0.81       141    0.13    1.78    3.03
Potential open pit, inferred                   $50  189,000     1.28       218    0.16    2.70    3.83
Potential underground, inferred               $100  235,000     0.74       143    0.13    1.90    2.69
Total potential OP plus UG, indicated               640,000     0.88       187    0.14    2.51    3.51
Total potential OP plus UG, inferred                424,000     0.98       176    0.14    2.26    3.20

ALS Metallurgy (Kamloops) performed a number of tests on the Thor deposit in 2014, and this study suggests that the Max mill facility requires only minor reconfiguration changes to process the Thor mineralogy.

John Gardiner, president and chief executive officer of Taranis Resources, remarks: "Since the acquisition of Thor in 2006, Taranis has made systematic gains in a difficult economic climate to build our confidence that the Thor Ag-Au-Pb-Zn-Cu deposit is a substantial material asset to Taranis. Despite the necessity and desire to complete more drilling at Thor, the existing resource has shown that it is economically attractive to push forward with the acquisition of the 65-per-cent interest in FortyTwo at this time. The unification of the Thor deposit with the modern Max facility is a unique opportunity, and we look forward to making the concept become a reality for our shareholders."

Qualified person(s)

This news release and exploration activities at Thor were overseen by John Gardiner, PGeol, and James Helgeson, PGeo, each of whom is a qualified person under the meaning of Canadian National Instrument 43-101.

We seek Safe Harbor.