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China Gold International Resources shareholders overwhelmingly approve Jiama acquisition

Friday, October 15th, 2010

China Gold International Resources Corp Ltd is pleased to announce that the company has received approval from its disinterested shareholders for the acquisition of Skyland Mining, the owner of the Jiama Project, a copper poly-metallic mine located in the Gandise metallogenic belt in Tibet, China. The special meeting of China Gold International Resources to vote on the company’s proposal to purchase Skyland Mining was held at 11 am on October 14th.
The Purchase Agreement provides that China Gold International Resources will purchase all of the issued and outstanding shares of Skyland Mining Limited and assume shareholder loans. The transaction was subject to receipt of approval from China Gold International Resources’ disinterested shareholders, which has now been received. (For additional information about the purchase agreement see:Company news release, August 30, 2010: http://www.jinshanmines.com/i/pdf/2010-08-30_NR.pdf). The Company will continue to satisfy the remaining conditions to completion of the transaction, including in particular the listing of the common shares of China Gold International Resources on the Hong Kong Stock Exchange. Completion of the transaction is currently estimated for late November or early December.
The terms of the transaction were settled by a special committee of independent directors, with the support of a valuation and fairness opinion by Haywood Securities Inc. While China Gold International Resources continues to remain focused as a gold producer, this acquisition of a copper poly-metallic property will allow for an improved revenue stream to support future gold and by –product non-ferrous metal mining projects. Management believes the purchase price for the Jiama Project (US$742 million) is a fair deal as not only will Jiama provide strong near term cash flow, but there is also significant potential exploration and development upside. Scientific and technical information regarding the Jiama Project was summarized in a technical report prepared by Behre Dolbear Asia Inc. which is filed on Sedar.
Upon the acquisition of Jiama, China Gold International Resources will become one of the largest gold/copper producers among Hong Kong listed companies. In addition, the acquisition will also act as a catalyst for China Gold International Resources to establish itself as the only flagship overseas vehicle of the China National Gold Group and to benefit from international mining opportunities made available to China Gold International Resources by virtue of a non-competition undertaking granted by China National Gold Group as part of the acquisition.

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