MZO

Mazorro Resources Inc. (the "Company") (TSX VENTURE:MZO) (FRANKFURT:JAM)
announces that it has received conditional approval for the listing of its
common shares on the Canadian Securities Exchange (the "CSE"), and that it has
applied for the voluntary delisting of its common shares from the TSX Venture
Exchange. The Company expects that trading in its common shares on the CSE will
commence on or about Tuesday, June 17, 2014. The trading symbol "MZO" will
remain the same. The Board of Directors believes that a listing on the CSE will
provide for greater operational efficiency and lower costs for the Company while
allowing shareholders continued liquidity on a recognized exchange.


Following the listing of the common shares on the CSE, the Company intends to
file articles of amendment shortly in order to give effect to the consolidation
(the "Consolidation") of the issued and outstanding common shares of the Company
on the basis of one new common share for every two common shares issued and
outstanding, which was approved by shareholders at the annual and special
meeting held at the end of May 2014. The Company will issue a press release
advising of the effective date for the Consolidation as well as the new CUSIP
and ISIN numbers as soon as possible.


The Company also announces that further to its press release dated May 7, 2014,
it has been actively seeking opportunities to diversify the scope of its
business and, in this regard, has signed a non-binding letter of intent to
acquire all of the issued and outstanding securities of 8816301 Canada Inc.,
also known as GrowPros MMP (the "Corporation"), a medical marijuana consultation
and acquisition firm that is pursuing a license as a producer of medical
marijuana in Canada pursuant to the Marihuana for Medical Purposes Regulations
("MMPR").


Pursuant to the terms of the letter of intent, the Company may issue an
aggregate of 23,000,100 post-consolidation Common shares in the capital of the
Company (each a "Post-Consolidation Share") to the shareholders of the
Corporation in exchange for all of the issued and outstanding common shares of
the Corporation. In addition, the Company may allot and reserve for issuance an
aggregate of up to 5,000,000 additional Post-Consolidation Shares (the
"Milestone Shares") to the shareholders of the Corporation, on a pro rata basis,
if the Corporation is successful in securing, on or before December 31, 2014, a
license as a producer of medical marijuana in Canada pursuant to the MMPR. There
is no guarantee that the Company will enter into a binding definitive agreement
with the Corporation or ultimately complete the proposed acquisition. Moreover,
the proposed acquisition of the Corporation may result in a Fundamental Change
(as defined in Policy 8 of the CSE) to the Company.


Although recently incorporated, the Corporation's core group consists of expert
medicinal cannabis growers and business professionals who have been actively
involved in the medical cannabis and hydroponic industry for over 15 years.
Further, the Corporation benefits from the substantial intellectual property
derived from the group's many years of research and development, as well as
global affiliations in the related industry. Over the past four months the
Corporation has identified several strategic joint ventures in the medical
marijuana industry. These investment opportunities include, but are not limited
to, acquiring equity in current licensed MMPR producers, prospective MMPR
producers who have achieved the "ready to build" status as well as complementary
sectors such as commercial marijuana production equipment. The Corporation is
pursuing negotiations with these companies.


The Company's ability to continue operations is dependent upon successfully
raising the necessary financing to complete its business plan. These pursuits
may be delayed given the current challenges faced by junior companies seeking to
raise funds through the issuance of shares. In this regard, as soon as possible
following listing and the closing of the Consolidation, the Company intends to
arrange a private placement of units (the "Mazorro Units") to "accredited
investors", at a price per Mazorro Unit of $0.10, for minimum gross proceeds of
$1,000,000 and maximum proceeds of $2,000,000. Each Mazorro Unit will be
comprised of one Post-Consolidation Share and one common share purchase warrant
(a "Warrant") entitling the holder thereof to acquire one additional
Post-Consolidation Share at a price of $0.15 for 24 months following the closing
of the private placement, subject to the condition that if at any time prior to
the expiry date of the Warrants, the volume weighted average price of the
Company's Post-Consolidation Shares on the CSE exceeds $0.25 for a period of not
less than 20 consecutive trading days, the Company may reduce the period during
which the Warrants may be exercised, such that the Warrants will expire on the
date which is 30 days after the date on which the Company sends a notice to the
holders of the Warrants. The Company may pay a finder's fee to registered
dealers consisting of a cash fee of up to 7.0% of the gross proceeds raised
under the private placement and finder's warrants exercisable to acquire that
number of Post-Consolidation Shares as is equal to up to 7.0% of the number of
Mazorro Units issued pursuant to the private placement. The finder's warrants
will be exercisable for a period of 24 months following the closing at an
exercise price of $0.15 per Post-Consolidation Shares.


The net proceeds from the private placement are expected to be used (i) for
general working capital purposes, (ii) to fund exploration work on its existing
mineral property located in Northwestern Quebec, and (iii) to fund the Company's
planned diversification strategy, including the proposed acquisition of the
Corporation.


Forward-looking statements 

Some statements in this release may contain forward-looking information. All
statements, other than of historical fact, that address activities, events or
developments that the Company believes, expects or anticipates will or may occur
in the future (including, without limitation, statements regarding potential
acquisitions and financings) are forward-looking statements. Forward-looking
statements are generally identifiable by use of the words "may", "will",
"should", "continue", "expect", "anticipate", "estimate", "believe", "intend",
"plan" or "project" or the negative of these words or other variations on these
words or comparable terminology. Forward-looking statements are subject to a
number of risks and uncertainties, many of which are beyond the Company's
ability to control or predict, that may cause the actual results of the Company
to differ materially from those discussed in the forward-looking statements.
Factors that could cause actual results or events to differ materially from
current expectations include, among other things, without limitation, the
possibility that future exploration results will not be consistent with the
Company's expectations, changes in world gold markets or markets for other
commodities, inability of the Company to achieve its diversification strategy
(including, without limitation, the proposed acquisition of the Corporation);
failure to obtain sufficient financing, and other risks disclosed in the
Company's public disclosure record on file with the relevant securities
regulatory authorities. Any forward-looking statement speaks only as of the date
on which it is made and except as may be required by applicable securities laws;
the Company disclaims any intent or obligation to update any forward-looking
statement.


Neither the TSX Venture Exchange or the Canadian Securities Exchange or their
respective Regulation Services Providers (as that term is defined in the
policies of the applicable securities regulations) accepts responsibility for
the adequacy or accuracy of this release.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Mazorro Resources Inc.
Andre Audet
Interim President & CEO
(613) 241-2332

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