If the share that date a including th Beneficial s vote their s AGSM was that benefic our Notice September

Not for dis stribution to United State es newswire services or f for dissemin nation in the United State es.

KING’S BA SPECIAL ME AY RESOURC CES CORP. T TO HOLD AN NNUAL AND S EETING OCTO OBER 10, 201

VANCOUV VER, BRITISH H COLUMBIA A – Septembe er 12, 2019, -

• King’s Bay Resources C Corp. (King’s Bay"
• announce that pursuan

or the "Co ompany") (TS SXV: KBG) is pleased to nt to its prev viously annou unced agreement to acquire all of the issue ed and outstanding equity o of S&S Comp pany, LLC ("S S&S"), which owns and operat tes the licens sed S&S Calif fornia cannab bis production n and extract tion lab brand ded as Elicit Labs, (see King’s s Bay’s March h 29, 2019 ne ews release), it has maile ed and filed o on SEDAR the e Notice of A Annual General an nd Special M Meeting of Sh hareholders a and Informati ion Circular for the meet ting to be he eld on October 10 0, 2019, at 10 AM.

, approval of stock In addition to annual ge eneral meetin ng standard it tems such as s appointmen nt of auditors, option plan n and election n of directors, the Compan ny is seeking g approval of a majority of f the minority y of its ers to the acquisition of S shareholde S&S, and in order to fac cilitate the S& &S acquisitio on, simple ma ajority approval of f the creation of preferred, super voting, non-participating shares, a 1 for 5 sha are consolidat tion, a change of n name to Merc ced Holdings Corp., a cont tinuance of th he Company t to British Colu umbia, the ele ection of a slate o of new directo ors upon closing of the S& &S acquisition n, and the del listing of the Company’s s shares on the TSX X Venture Exc change so it c can list on the e Canadian Se ecurities Exch hange (CSE).

If the share eholder votes at the AGSM M are positive, the acquisiti ion of S&S co ould close wit thin a few wee eks of that date a assuming the conditions s set out in the e purchase ag greement between the Co ompany and S&S, including th he completion n of the King’s s Bay Financing, among ot thers, are fulf filled.

Beneficial s shareholders of King’s Bay y shares are e encouraged to

• contact their brokers and d ask for a pro oxy to

vote their s shares in orde er to ensure th hat they receive their proxy y materials fro om the brokers in time. Th he AGSM was s originally scheduled for O October 2, 201 19, but was m moved to Octo ober 10, 2019 9 in part to en nsure that benefic cial owners of f shares have e the best cha ances of receiving their pro oxy materials in time to vot te. See our Notice of Annual Ge eneral and Sp pecial Meeting g of Sharehold ders and Info ormation Circu ular dated for shareholder September r 3, 2019 as filed on SEDA AR for more de etails on votin ng and on the e resolutions f consideration.

For further r information n please contact:

Kevin Botto omley President a and CEO 604-681-15 kevin@king gsbayres.com m

Neither TSX X Venture Ex xchange nor it ts Regulation Services Pro ovider (as tha at term is defin ned in policies s of the TSX Ve enture Exchan nge) accepts responsibility y for the adeq quacy or accu uracy of this re elease.

This news release con ntains "forward looking statements" w within the me eaning of ap pplicable Can nadian securities l legislation. Fo orward looking statements s are necessa arily based up pon a numbe er of estimate es and bject to significant assumption ns that, while e considered d reasonable by manage ement, are in nherently sub business, e economic and d competitive e uncertainties and conting gencies. Forw ward looking statements i in this ase include that we can complete ou press relea ur acquisition n of S&S; ou ur intended timing to hol ld the Shareholde ers’ Meeting a and to close t the S&S Tran nsaction; that t we can raise e the King’s B Bay Financing g; that King’s Bay can list its shares on the CSE; and that we close the S&S Transaction and continue its business going forward. Forward looking statements involve known and unknown risks, uncertainties and other factors that may cause actual financial results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward looking statements and the forward looking statements are not guarantees of future performance. King’s Bay’s ability to complete the Proposed Transaction and successfully conduct the business currently conducted by S&S is subject to a number of conditions, some of which are outside of King’s Bay control; including that the King’s Bay Financing is not attractive to investors for any reason; that regulators or other factors slow down our intended timing; our proposed management may not be acceptable to regulators; and that we may not be accepted for listing on the CSE. A fuller description of the risks associated with King’s Bay business on completion of the Proposed Transaction is set out in the "Risk Factors" section of the management information circular being delivered to King’s Bay shareholders in connection with the Meeting, which circular has been posted under the Company's profile at www.sedar.com. King’s Bay disclaims any obligation to update or revise any forward looking statements, whether as a result of new information, events or otherwise, except as required by law.