UNDERWRITING AGREEMENTUnderwriting Agreement • May 2nd, 2016 • Golden Star Resources Ltd. • Gold and silver ores • Ontario
Contract Type FiledMay 2nd, 2016 Company Industry JurisdictionBased upon and subject to the terms and conditions set out below, BMO Nesbitt Burns Inc. (the “Underwriter”) hereby offers to purchase from Golden Star Resources Ltd. (the “Corporation”) and by its acceptance of the offer constituted by this Agreement (as defined herein), the Corporation agrees to issue and sell to the Underwriter, at the Time of Closing (as hereinafter defined), an aggregate of 22,750,000 common shares in the capital of the Corporation (the “Offered Shares”) at an offering price of $0.66 per Offered Share for aggregate gross proceeds of $15,015,000.