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April 8 , 2026 - TheNewswire - Vancouver, British Columbia, Canada – Golden Star Capital Ventures Inc. (“ Golden Star ” or the “ Company ”), a Capital Pool Company pursuant to Policy 2.4 of the TSX Venture Exchange (the “ TSX-V ” or “ Exchange ”), is pleased to announce a non-brokered private placement of subscription receipts (the “ Concurrent Financing ”) for aggregate gross proceeds of up to $2,000,000 at a price of $0.30 per subscription receipt (the “ Subscription Receipts ”). Golden Star anticipates that a majority of the gross proceeds from the Concurrent Financing will be from arm’s length subscribers.

The Concurrent Financing is being conducted in connection with Golden Star’s proposed acquisition (the “ Proposed Transaction ”) of all of the issued and outstanding shares of Okanagan Insulation Services (2007) Ltd. (" Okanagan "). The Proposed Transaction will constitute Golden Star's “Qualifying Transaction” under Exchange Policy 2.4 - Capital Pool Companies . For further information related to the terms and conditions of the Proposed Transaction, please refer to the Company’s news release dated March 19, 2026.

Upon satisfaction of applicable escrow release conditions (the " Escrow Release Conditions "), including without limitation, satisfaction of all necessary conditions precedent to complete the Proposed Transaction, each Subscription Receipt will automatically convert into one common share of Golden Star (a " Share ”) for no further consideration and without any further action by the holders thereof.

The gross proceeds of the Concurrent Financing will be held in escrow by Endeavor Trust Company (“ Endeavor ”) pending satisfaction of the Escrow Release Conditions set out in a subscription receipt agreement between the Company and Endeavor (“ Subscription Receipt Agreement ”). In the event the Escrow Release Conditions are not satisfied or waived within the time period specified in the Subscription Receipt Agreement, the gross proceeds of the Concurrent Financing will be returned to the subscribers in accordance with the terms of the Subscription Receipts.

If the Escrow Release Conditions are met, Golden Star anticipates that the net proceeds will be used for partial consideration of the Qualifying Transaction and for general working capital purposes.

The Concurrent Financing is subject to the receipt of all necessary approvals, including the approval of the Exchange. No finder’s fees are anticipated to be paid in connection with the Concurrent Financing.

The Subscription Receipts issued under the Concurrent Financing, including the Shares that may be issued on the conversion of the Subscription Receipts, are subject to a four-month hold period from the closing date under applicable Canadian securities law.

About Golden Star

Golden Star is a CPC created to identify and evaluate potential acquisitions of commercially viable businesses and assets that have the potential to generate profits and add shareholder value. Except as specifically contemplated in Exchange Policy 2.4 – Capital Pool Companies , until the completion of the Qualifying Transaction, Golden Star will not carry on business, other than the identification and evaluation of companies, businesses or assets with a view to completing a proposed Qualifying Transaction.

For further information, please contact:

David Redekop
Chief Executive Officer and Chief Financial Officer
Phone: 250-863-8914

Cautionary Notes

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States. Golden Star’s securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Completion of the Qualifying Transaction is subject to several conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the Qualifying Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Qualifying Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Qualifying Transaction, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon.  Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press release.

Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Information

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of Golden Star regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. This information and these statements, referred to herein as "forward-looking statements", are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management's expectations and intentions with respect to, among other things: the completion of the Concurrent Financing on the terms anticipated by management, the completion of the Transaction, the conversion of the Subscription Receipts into Shares upon completion of the Escrow Release Conditions, the satisfaction or waiver of the Escrow Release Conditions within the time period specified in the Subscription Receipt Agreement and the expected use of the net proceeds of the Concurrent Financing.

These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: the Concurrent Financing will not be completed on the terms anticipated or at all, the Transaction will not close, the net proceeds of the Concurrent Financing will not be used as anticipated, the Subscription Receipts will not convert into Shares upon completion of certain escrow conditions, the Escrow Release Conditions will not be satisfied or waived within the time period specified in the Subscription Receipt Agreement and Golden Star may not receive Exchange approval for the Concurrent Financing.

In making the forward looking statements in this news release, Golden Star has applied several material assumptions, including without limitation, that: Golden Star will receive Exchange approval for the Concurrent Financing, the Concurrent Financing will be completed on the terms as anticipated, the Transaction will close, the Subscription Receipts will convert into Shares upon completion of certain escrow conditions, the Escrow Release Conditions will not satisfied or waived within the time period specified in the Subscription Receipt Agreement and the net proceeds of the Concurrent Financing will be used as anticipated. Although management of Golden Star has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws.

Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.

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