Chifeng Jilong Gold To Acquire Golden Star Resources


TORONTO - Golden Star Resources Ltd. and Chifeng Jilong Gold Mining Co., Ltd. have entered into a definitive agreement pursuant to which Chifeng has agreed to acquire all of the issued and outstanding common shares of Golden Star by way of a statutory plan of arrangement under the Canada Business Corporations Act. The Transaction will be consummated through Chifeng's majority-controlled subsidiary, Chijin International (Hong Kong) Limited.

The Board of Directors of Golden Star has unanimously approved the Transaction and unanimously recommends that Golden Star Shareholders vote in favor of the Transaction at the Golden Star shareholder meeting. The Board of Directors of Golden Star has received an oral fairness opinion from Canaccord Genuity which states that, as of the date of such opinion and subject to the assumptions, limitations and qualifications set out in such opinion, and such other matters as Canaccord Genuity considered relevant, the Consideration to be received pursuant to the Transaction is fair, from a financial point of view, to the Golden Star Shareholders.