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File: Teslin - Truckfone PP news release May 22.docx

TESLIN RIVER RESOURCES CORP. Suite 100, 736 Granville Street Vancouver, BC  V6Z 1G3
NEWS RELEASE
TESLIN ANNOUNCES $4 MILLION BROKERED PRIVATE PLACEMENT
Vancouver, British Columbia - May 22, 2015 - Teslin River Resources Corp. (the "Company" or "Teslin") (TSX{‐ ‐}V
--->: TLR).  Further to its planned acquisition (the "Transaction") of Siyata Mobile Inc., formerly Truckfone Inc., ("Siya
--->ta"), as announced on April 27, 2015, the Company is pleased to announce the engagement of Haywood Securities Inc. ("H
--->aywood") by Siyata as its agent, to raise gross proceeds of up to $4 million through a brokered private placement of s
--->ubscription receipts of Siyata (the "Offering"), at $0.30 per Subscription Receipt.
The proceeds of the Offering will be held in escrow pending completion of the Transaction which is conditional on, amo
--->ng other things, a consolidation of the Company's shares on the basis of one post-consolidation share for every 2.2 pr
--->e-consolidation shares (the "Consolidation").  On closing of the Transaction, each subscription receipt will automatic
--->ally convert into one unit (a "Unit") of Siyata, consisting of one common share and one half of one share purchase war
--->rant.  Each full warrant will be exercisable into one  common share at a price of $0.60 per share for a period of 24 m
--->onths from the date of issuance of the warrants.  All of the shares and warrants of Siyata will be exchanged into post
--->-Consolidation shares and warrants of the Company upon the completion of the Transaction.  All the securities to be is
--->sued in the Offering will be free trading on closing of the Transaction. The Offering is expected to close in June 201
--->5.
Pursuant to the Transaction the Truckfone division of Israeli based Accel Telecom will be transferred to Siyata.  Curr
--->ently, Truckfone has growing sales in Israel, Europe, Africa, Australia and Canada. The net proceeds from the Offering
---> will be used by Siyata for the expansion of marketing efforts of Siyata's products in both Canada and the United Stat
--->es and for general working capital purposes.  
Marc Seelenfreund, CEO of Siyata stated, "We are excited to be working with a leading bank such as Haywood and are con
--->fident that they will add tremendous value to Siyata and our shareholders."
The Transaction will constitute a reverse takeover and change of business for the Company under the policies of the TS
--->X Venture Exchange (the "Exchange").  Closing of the Offering and the Transaction is conditional on the receipt of all
---> regulatory approvals, including the approval of the Exchange, and cannot close until the required approvals are obtai
--->ned.  There can be no assurance that the Offering or the Transaction will be completed as proposed or at all.  
Following the completion of the Transaction, it is anticipated that Teslin will become a Tier 1 Technology issuer on t
--->he Exchange.  Trading in the common shares of the Company will remain halted pending further filings with the Exchange
--->. 
The parties also announced that the previously announced Amalgamation Agreement in respect of the Transaction has been
---> amended such that Teslin's subsidiary will now amalgamate with Siyata, Accel Telecom's British Columbia incorporated 
--->subsidiary through a three-cornered amalgamation.  This amendment has no substantive change to the overall terms of th
--->e Transaction. 
On Behalf of the Board of Directors of:
TESLIN RIVER RESOURCES CORP.  Neil Currie
Chief Executive Officer
Teslin River Resources Corp.
Tel: (604) 684-2444
Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the tra
--->nsaction, any information released or received with respect to the Transaction may not be accurate or complete and sho
--->uld not be relied upon.  Trading in the securities of the Company should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor
---> disapproved the contents of this press release.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Vent
--->ure Exchange) accepts responsibility for the adequacy or accuracy of this release. 
This news release may include forward-looking statements that are subject to risks and uncertainties. All statements w
--->ithin, other than statements of historical fact, are to be considered forward looking.  Although the Company believes 
--->the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are
---> not guarantees of future performance and actual results or developments may differ materially from those in forward-l
--->ooking statements.  Factors that could cause actual results to differ materially from those in forward-looking stateme
--->nts include market prices, exploitation and exploration successes, continued availability of capital and financing, an
--->d general economic, market or business conditions.  There can be no assurances that such statements will prove accurat
--->e and, therefore, readers are advised to rely on their own evaluation of such uncertainties.  We do not assume any obl
--->igation to update any forward-looking statements except as required under the applicable laws. 
About Siyata:
Accel Telecom is a private Israel based cellular technology company that since 2006 has been a leading communications 
--->consulting, importing, distribution and implementation firm serving the largest enterprises in Israel, including the B
--->ezeq Group, Cellcom, Orange, IDF, the Government and more. 
Accel's Truckfone product line first made its debut in 2010 as the world's first 3G connected vehicle mobile device ai
--->med at commercial fleets and has since seen significant demand in multiple markets globally. Following this success, T
--->ruckfone introduced the Voyager Ultimate Connected Vehicle Smartphone - the world's first 3G connected vehicle smartph
--->one launched globally.  Truckfone's products are specifically designed for professional vehicles such as trucks, vans,
---> busses, ambulances and more.  Its innovative cellular based platform is designed to facilitate replacement of the cur
--->rent in-vehicle multi device status quo with a single device that will incorporate voice, data and fleet management so
--->lutions. 
Pursuant to the Transaction, Siyata will assume Accel's Truckfone business division assets and will then be engaged in
---> the business of Truckfone. For more information on Truckfone, visit www.siyatamobile.com.