Toronto, Ontario--(Newsfile Corp. - October 15, 2018) - Golden Share Resources Corporation (TSXV: GSH) ("Golden Share" or the "Company") announces that it has entered into an arrangement agreement (the "Arrangement Agreement") with its wholly-owned subsidiary incorporated under Delaware law, Harmony Energy Technologies Corporation ("Spinco"), to transfer its energy storage business to Spinco under a plan of arrangement (the "Arrangement").

The assets to be transferred to Spinco under the Arrangement Agreement (the "Spin-off Assets") are the Company's license agreement and its agreement for commercializing technology. Both agreements are with the Battelle Memorial Institute, the operator of the Pacific Northwest National Laboratory for the U.S. Department of Energy. Please refer to the Company's press releases dated October 18, 2016 and January 30, 2018, respectively.

Concurrently with the Arrangement, Spinco will complete a private placement (the "Spinco Financing") of a minimum of 100,000 common shares ("Spinco Shares") at a price of US$1.00 each, for minimum gross proceeds of US$100,000 (to be used for working capital).

Under the Arrangement Agreement, on the date that the Arrangement is effected the following principal steps will occur and will be deemed to occur in the following order without any further act or formality:

• Golden Share will transfer the Spin-off Assets to Spinco, in consideration for 3,850,134 Spinco Shares;

• Golden Share's articles will be amended to create a new class of class A shares ("New GSH Shares"), which will provide their holders with the same rights and benefits as holders of Golden Share's current common shares ("GSH Shares");

• Each 10 outstanding GSH Shares will be exchanged for 10 New GSH Shares and one Spinco Share (no fractions of Spinco Shares will be issued; any such fractions will be rounded down);

• Each Spinco Share still held by Golden Share will be redeemed and cancelled for a price equal to the price per Spinco Share of the Spinco Financing.

Golden Share wishes to specify that Spinco will not apply to list its common shares on the TSX Venture Exchange at this time.

Subject to receipt of an interim order from the Ontario Superior Court of Justice, Golden Share will hold an annual and special meeting of its shareholders at 10:30am (Toronto time) on December 12, 2018 (the "Meeting"), at its offices located at 145 Riviera Drive, Unit 7, Markham, Ontario, for the purpose of submitting the Arrangement to its shareholders for approval. The Arrangement will require the affirmative vote of at least (a) 66 2/3% of the votes cast by the Golden Share shareholders who vote in person or by proxy at the Meeting and (b) a simple majority of the votes cast by Golden Share shareholders, excluding the GSH Shares held by any "related party" (as such term is defined in Multilateral Instrument 61‑101) of Golden Share. The Arrangement must also receive "majority of the minority" approval under the policies of the TSXV, meaning that the Arrangement must receive a simple majority of the votes cast by Golden Share shareholders excluding the GSH Shares held by each Non-Arm's Length Party to Golden Share.

In connection with the Meeting, Golden Share will send to each registered holder of GSH Shares an information circular (the "Circular") providing additional details on the Arrangement and related matters. In the case of beneficial holders, the Company will provide access to the Circular and other meeting materials using the notice-and-access method under National Instrument 54-101. Copies of the meeting materials may be found on www.sedar.com or Golden Share's website at goldenshare.ca. Golden Share urges its shareholders to read the Circular in full.

About Golden Share

Golden Share Resources Corporation is a junior natural resource company focusing on mineral exploration in the province of Ontario, Canada, a mineral rich and politically stable jurisdiction.