Regulus and Southern Legacy Announce Agreement to Merge

Regulus Resources Inc. ("Regulus") (TSX VENTURE:REG) and Southern Legacy
Minerals Inc. ("Southern Legacy") (TSX VENTURE:LCY) are pleased to announce the
signing of a binding agreement dated May 19, 2014 (the "Agreement") that
provides for a merger of the two companies (the "Merger"). The resulting company
will maintain the name "Regulus Resources Inc." and will have a strong balance
sheet, a management team with a successful track record in mineral exploration,
and a robust portfolio of projects that includes two large copper-gold projects
in Peru and Argentina along with early stage gold prospects in Nevada and Chile.



John Black, President and Chief Executive Officer of Regulus, commented as follows: 

"We have reviewed numerous mineral projects over the past few years and we
believe that the AntaKori copper-gold project held by Southern Legacy will
provide us with an exceptionally good opportunity to create significant
shareholder value. The project is located nearby several large-scale gold and
copper-gold deposits and has an initial NI 43-101 resource outlined of almost
300 million tonnes with attractive grades of copper and gold. We are confident
that further work will expand the current deposit to a size that will be of
interest to major mining companies. I am excited at the prospect of working in
Peru again with a management team that will include many of my colleagues from
Antares Minerals Inc. The proposed merger with Southern Legacy will provide an
even stronger platform than we had at Antares with a Peruvian listing, a strong
Peruvian shareholder base and senior management domiciled in Peru with excellent
political, legal and social contacts". 


Fernando Pickmann, Chief Executive Officer of Southern Legacy, commented as
follows: 


"The proposed merger with Regulus will give our shareholders access to capital
that has been very difficult to obtain over the past few years, along with a
successful management team that has a proven track record in exploring and
developing world-class mineral deposits. We believe that this merger provides
our shareholders with the best opportunity to realize the potential of the
AntaKori deposit along with exposure to the properties that are currently held
by Regulus". 


While management of both companies are strongly supportive of the proposed
Merger, readers are cautioned that completion thereof is subject to several
conditions including execution of formal documentation, regulatory approvals
including approval of the TSX Venture Exchange (the "TSXV"), shareholder
approvals and confirmatory diligence. No assurance can be given at this time
that the proposed Merger will be completed or that the terms of the Merger will
not change materially from those described below. The companies expect that a
definitive Arrangement Agreement in respect of the transaction will be signed
within 10 business days. 


Mineral Projects of the Combined Entity 

The combined entity resulting from the merger of Regulus and Southern Legacy
will have an excellent pipeline of copper-gold and gold projects in Peru,
Argentina, Chile and the USA. Three of the four principal projects, as described
in more detail below, have early stage, 43-101 compliant resources defined as
outlined in Table 1. The primary focus of Regulus after the merger will be
Southern Legacy's AntaKori Cu-Au-Ag project in northern Peru. This project has a
preliminary 43-101 inferred resource of 294 million tonnes grading 0.48% Cu and
0.36 g/t Au (please refer to Southern Legacy news release of July 3, 2012). The
resource is based on only 17,000 m of drilling, is only reported for the portion
of the mineralized system that is owned or controlled by Southern Legacy, and is
open for expansion in several directions. 


Table 1. Summary of NI 43-101 compliant resources



----------------------------------------------------------------------------
                                                Au    Cu    Ag  Au Eq  Cu Eq
Resource           Tonnes    Au    Cu     Ag    (M    (B    (M     (M     (B
 Category        millions (g/t)   (%)  (g/t)  ozs)  lbs)  ozs)   ozs)   lbs)
----------------------------------------------------------------------------
Antakori Cu-Au-                                                             
 Ag                                                                         
Inferred            294.7  0.36  0.48  10.16  3.40   3.1  93.3  12.81    5.1
----------------------------------------------------------------------------
Rio Grande Cu-                                                              
 Au                                                                         
Indicated            55.3  0.36  0.34   4.38  0.64   0.4   7.8   1.81    0.7
Inferred            101.1  0.31  0.30   4.40  1.00   0.7  14.4   2.93    1.2
----------------------------------------------------------------------------
Puchuldiza Au                                                               
Inferred             30.1  0.71               0.69               0.69       
----------------------------------------------------------------------------



Au Equivalent and Cu Equivalent values were calculated using the following metal
prices: Au = US$1200/oz, Cu = US$3.00/lb, and Ag = US$20/oz. 


The principal projects of the new combined entity will include the AntaKori
Cu-Au-Ag project in N. Peru, the Rio Grande Cu-Au project in northern Argentina,
the Puchuldiza Au project in N. Chile and the early stage Golden Brew
Carlin-type Au project in central Nevada. The new combined entity will also hold
several other early stage prospects in N. Argentina and Canada. Brief
descriptions of the principal projects follow and additional information is
available on the Regulus and Southern Legacy websites (www.regulusresources.com
and www.slminerals.com). 


AntaKori Cu-Au-Ag Project 

Southern Legacy's AntaKori project is located 60 km north of the city of
Cajamarca in the Hualgayoc District, northern Peru. The project is located in a
world-class Au-Cu province which hosts a number of nearby deposits.




--  Immediately adjacent to the producing Tantahuatay Gold Mine
    (Buenaventura-Southern Copper) 
--  7 km to the NW of the Cerro Corona Gold-Copper Mine (Goldfields) 
--  35 km to the NW of the Yanacocha Gold Mine (Newmont-Buenaventura) 
--  40 km to the SE of the La Granja Porphyry Copper deposit (Rio Tinto) 
--  50 km to the NW of the Michiquillay Porphyry Copper deposit (Anglo
    American) 



Highlights of the AntaKori Project include the following:



--  Southern Legacy owns or controls 20 mineral concessions, totalling 289
    hectares, which cover most, but not all of the currently known AntaKori
    mineralized system. Further consolidation of mineral tenure is in
    process. 
    
--  A total of 17,952 m of drilling has been completed in 70 drill holes (22
    RCDH and 48 DDH). 
    
--  Several of the more significant drill intercepts reported to date
    include: 
    
    --  SRC-07 106 m with 0.85 g/t Au and 1.42% Cu from surface 
        
    --  DDH-37 202.1 m with 1.00 g/t Au and 1.89% Cu 
        
    --  DDH-44 103.2 m with 1.03 g/t Au and 1.38% Cu from surface 
        
    --  DDH-50 84 m with 1.11 g/t Au and 1.47% Cu 
        
--  An Independent 43-101 report has documented a large telescoped Au-Cu
    porphyry system with associated, mineralized breccias, skarns, and
    porphyry-style mineralization hosted in sedimentary and intrusive rocks,
    and associated epithermal, high-sulphidation mineralization in the
    overlying volcanic rocks. 
    
--  Zones of mineralization have been intercepted by the previous drilling
    within large geophysical anomalies, thus confirming the utility of the
    geophysics used in identifying future exploration targets. 
    
--  Indication that the mineralized system is open in all directions, and
    has potential for expansion through future exploration programs. 



Rio Grande Cu-Au Project 

Regulus' 100% owned Rio Grande Cu-Au(Ag-Mo) porphyry project is located in the
high Puna of NW Argentina, 450km west of the city of Salta. The Rio Grande
project is very favourably located along the prominent NW-trending Archibarca
Lineament which also controls the location of the world-class Escondida porphyry
Cu deposit (BHP-Billiton), a short 150 km to the west-northwest in Chile. The
Rio Grande project shares many geologic similarities with the large Bajo de
Alumbrera porphyry Cu-Au deposit (Xstrata Copper) which is located approximately
300km to the south, along a similar west-northwest trending regional structural
lineament. A total of 126 drill holes have been completed to date (71,211 m) and
an initial 43-101 compliant resource has been announced (see Table 1 for
details). 


Puchuldiza Au Project  

Puchuldiza is 100% owned by Southern Legacy and is located 230 km NW of Iquique
in Comuna de Colchane, Tamarugal Province, Region I, Chile. The Puchuldiza
project belongs to a class of gold deposits called "hot spring gold deposits",
the most famous deposit of this type is at McLaughlin, CA, USA, where
approximately 27 million tonnes of 4.49 g/t gold (3.5 million troy ounces) were
mined. A total of 35 diamond drill holes (6,097 m) have been completed at the
Puchuldiza project and form the basis for an initial NI 43-101 compliant,
inferred resource estimate of 30 Mt @ 0.71 g/t Au (using a cut-off grade of 0.5
g/t Au) for a total of 686,000 contained ounces of Au. 


Golden Brew Au Project 

Regulus recently announced a joint venture with Highway 50 Gold (HWY-TSX.V) to
earn a 50% interest in the Golden Brew Project in central Nevada, USA. The
Golden Brew JV represents an opportunity with potential for the discovery of a
new Carlin style gold district in central Nevada. Regulus expects to conduct an
initial drill program at Golden Brew this fall. 


Merger Terms 

The Agreement provides that the Merger will be based on an exchange ratio of
0.565 shares of Regulus for each share of Southern Legacy. This ratio was agreed
to on arms-length basis by the respective management teams and boards of the two
companies based primarily on the relative market capitalization of each company.



The specific structure of the Merger has not yet been finalized but the parties
will agree on the best way to effect the Merger having regard to all applicable
corporate, tax and securities issues, including applicable laws and regulations
in Peru. 


In connection with the Transaction and upon signing of this Agreement, Regulus
has agreed to provide Southern Legacy with an unsecured line of credit in an
amount to be agreed upon between Regulus and Southern Legacy which amount may
not exceed $1,000,000 (the "Loan") bearing interest at a rate of 6% per annum.
The loan will allow Southern Legacy to continue with key activities and
obligations until the Transaction is completed. The Loan will be repayable on or
before December 31, 2014. At the election of Southern Legacy, the Loan may be
repaid in: (i) cash representing the full outstanding balance, plus accrued
interest thereon; or (ii) subject to the acceptance of the TSXV, by the issuance
of such number of Southern Legacy Shares as is equal to dividing the outstanding
Loan amount (plus accrued interest) by the 20 day volume weighted average
trading price of the Southern Legacy Shares on the TSXV immediately prior to the
date of execution of this Agreement.  


About Regulus Following the Merger 

Name and Stock Exchange Listing 

The parties have agreed that the resulting issuer will retain the name of
"Regulus Resources Inc.". Regulus will apply to list the common shares issuable
in connection with the Merger on the TSXV and the Bolsa de Valores de Lima (Lima
Stock Exchange) upon completion of the Merger. 


Share Capital 

Based on the current share capital of Regulus and Southern Legacy, Regulus will
have approximately 135.6 million shares outstanding at closing of the Merger. In
connection with the Merger (and subject to TSXV and shareholder approval), the
parties have agreed to consolidate the shares of the combined issuer on a 1 for
3 basis, which will result in there being approximately 45.2 million shares
outstanding after giving effect to the Merger and share consolidation.  


In addition, it is expected that all of the outstanding common share purchase
options of Regulus and Southern Legacy will be cancelled as part of the Merger. 


Senior Management 

The proposed executive officers of the resulting issuer will be as follows: 

Chief Executive Officer: John Black 

Mr. John Black is an economic geologist with more than 30 years of global
exploration experience. He received his Master's degree in Geology - Ore
Deposits Exploration from Stanford University in 1988. Mr. Black was the
founding President and CEO of Antares which developed the Hacquira copper-gold
deposit in Peru up to the eventual sale of Antares to First Quantum Minerals
Inc. in December of 2010. Prior to his work with Antares, Mr. Black was Western
Mining Corporation's Technical Exploration Manager for porphyry copper
exploration in Chile and Peru, and Principal Geologist for Rio Tinto,
Kennecott's parent corporation, exploring for porphyry copper deposits in
northern Chile and Ecuador. 


President: Fernando Pickmann 

Mr. Pickmann brings a wealth of relevant experience to the company. He has
worked as a lawyer in Lima, Peru, for the last 20 years and has a longstanding
involvement with the mining sector. Mr. Pickmann worked for Centromin Peru S.A.,
the Peruvian Government's mining privatization division, as a legal advisor.
Over the span of his career, Mr. Pickmann has successfully managed the majority
of the listings and financings of junior mining companies on the Lima Stock
Exchange. Mr. Pickmann is currently a Director of two other TSX-V listed
companies: AndeanGold Ltd. and Estrella Gold Corp. and also sits on the board of
PeruPetro, a large Peruvian state-owned oil company. He is a graduate of the
University of Lima with a degree in Law and earned his LL.M. from the Instituto
de Empressa (IE Law School) in Madrid, Spain. Mr. Pickmann is a Professor of
Mining Law and Strategic Alliance at Lima University and a partner of the Gallo
Barrios Pickmann Law Firm. 


Chief Geological Officer: Dr. Kevin Heather 

Dr. Kevin B. Heather was a founding member of both Antares Minerals and Regulus
Resources and directed the exploration that led to the discovery of the
high-grade Haquira East deposit and was involved in the overall development of
the Haquira Cu-Mo-Au porphyry project in Southern Peru. Dr. Heather is an
economic geologist with more than 30 years of field experience in North and
South America. Dr. Heather received a BSc. (honours) degree in geology from the
University of British Columbia (Vancouver, Canada) in 1982, a MSc. degree in
geology from Queen's University (Kingston, Canada) in 1985, and a PhD. degree
from the University of Keele (Keele, England) in 2001. 


Chief Financial Officer: Mark Wayne 

Mr. Wayne is a former lawyer and he holds a Chartered Financial Analyst
designation. He has raised money for, and has served as a director or officer
of, a number of public and private companies in the mining, oil and gas and
technology sectors. Mr. Wayne was a co-founder and the Chief Financial Officer
of Antares until its sale in 2010. 


Board of Directors 

The Agreement contemplates that the Board of Directors of the resulting issuer
will initially consist of seven members, namely John Black, Mark Wayne, John
Leask and Jim McDonald, each of whom is currently a director of Regulus, and
Fernando Pickmann, Raymond Jannas and Anthony Hawkshaw, each of whom is
currently a director of Southern Legacy. Brief bios of the non-management
directors are as follows: 


John M. Leask: Director 

John Leask has a Bachelor of Applied Science degree in geological engineering
from the University of British Columbia and is a Professional Engineer. He has
served as a director of Goldrock Mines Corp. (formerly Mansfield Minerals Inc.)
since June 1998. Mr. Leask was the President and CEO of White Knight Resources
Ltd. until its takeover by U.S. Gold Corporation in 2007. Mr. Leask has 30 years
of experience in the exploration and mining business at all levels. 


Jim McDonald: Director 

Mr. McDonald began a 25 year career in the mining industry working as a project
geologist with Noranda Explorations Ltd. Mr. McDonald has been a founding member
in developing several successful junior exploration companies such as White
Knight Resources, Black Bull Resources and National Gold (now Alamos Gold Inc.).
Mr. McDonald is currently the President and CEO of Kootenay Gold Inc. 


Raymond Jannas, Director 

Mr. Raymond Jannas currently serves as President of Gexsa Ltda. and Chief
Executive Officer of Minera Fuego Limitada, a privately held mining company. He
has over 30 years of experience as exploration and mining geology throughout the
Americas, including tenures as Vice President Exploration and Geology at
Hochschild Mining Plc and Regional Manager South America and Worldwide Project
Generation Manager at Gold Fields Ltd. Mr. Jannas holds a Ph D. in Geology from
Harvard University and B. Sc. in Geology by Universidad de Chile. 


Anthony Hawkshaw, Director 

Anthony Hawkshaw was a Chartered Accountant for 29 years and holds a Bachelor
Degree in Business Management from the Ryerson University in Toronto. From 2005
to 2007, Mr. Hawkshaw was the CFO of Grove Energy Limited, a London and Toronto
listed oil and gas development company. In 2005, Mr. Hawkshaw was the CFO of
Chariot Resources Limited. Prior to Chariot, Mr. Hawkshaw was CFO of Pan
American Silver Corp. from 1995 to 2003. With more than 30 years' experience in
the mining industry in countries including Canada, the United States, Mexico,
Russia and Peru, Mr. Hawkshaw has extensive experience in the marketing of
metals in refined and concentrate form throughout the world and in metals
trading. He has arranged numerous debt, equity and convertible debt financings
with institutional investors, commercial banks and multilateral lending
agencies. Mr. Hawkshaw is currently a director of Caza Gold and Oro Mining and
was a director and Chief Financial Officer of Rio Alto Mining Limited. 


Break Fee 

Each company has agreed to pay the other company a break fee of $750,000 if the
proposed Merger is not completed because the parties fail to recommend to their
respective shareholders to vote in favour of the Merger at a duly called meeting
of shareholders, or a party accepts a proposal to complete an alternative
transaction. 


Lock-Ups 

It is anticipated that each the directors and officers of each of Regulus and
Southern Legacy will execute a standard lock-up agreement in connection with the
execution of the definitive arrangement agreement. 


Advisors and Counsel 

Regulus' legal counsel is Burnet, Duckworth and Palmer LLP. Southern Legacy's
legal counsel is Davis LLP. Roman Friedrich and Associates is providing
financial and advisory services to Southern Legacy. 


Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release. All of Regulus' exploration
programs and pertinent disclosure of a technical or scientific nature (including
such disclosures as are contained in this release) are prepared by, or under the
direct supervision of, John E. Black, Regulus' CEO, who serves as the qualified
person (QP) under the definitions of National Instrument 43-101.


Forward Looking Information

Certain statements regarding Regulus and Southern Legacy, including management's
assessment of future plans and operations, may constitute forward-looking
statements under applicable securities laws and necessarily involve known and
unknown risks and uncertainties, most of which are beyond Regulus' and Southern
Legacy's control. Often, but not always, forward-looking statements or
information can be identified by the use of words such as "plans", "expects" or
"does not expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate" or "believes" or
variations of such words and phrases or statements that certain actions, events
or results "may", "could", "would", "might" or "will" be taken, occur or be
achieved.


Specifically, and without limitation, all statements included in this press
release that address activities, events or developments that either Regulus or
Southern Legacy expect or anticipate will or may occur in the future, including
the proposed merger as described herein, and management's assessment of future
plans and operations and statements with respect to the completion of the
anticipated drilling program, may constitute forward-looking statements under
applicable securities laws and necessarily involve known and unknown risks and
uncertainties, most of which are beyond Regulus' and Southern Legacy's control.
These risks may cause actual financial and operating results, performance,
levels of activity and achievements to differ materially from those expressed
in, or implied by, such forward-looking statements. Although Regulus and
Southern Legacy believe that the expectations represented in such
forward-looking statements are reasonable, there can be no assurance that such
expectations will prove to be correct


Regulus and Southern Legacy do not undertake any obligation to publicly update
or revise any forward-looking statements other than required by applicable
securities law.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Regulus Resources Inc.
John E. Black
President / CEO / Director
[phone]
[e-mail]
www.regulusresources.com


Southern Legacy Resources Inc.
Fernando Pickmann
President / CEO
+011 511 208 4200
[e-mail]
www.slminerals.com