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TheStreet Open House

Gammon Gold Completes Acquisition Of Capital Gold

Stocks in this article: GAM GRS

TORONTO, April 8 /PRNewswire-FirstCall/ - Gammon Gold Inc. (TSX:GAM) (NYSE:GRS) ("Gammon") is pleased to announce that it has completed its acquisition of Capital Gold Corporation (NYSE AMEX:CGC) (TSX:CGC). Capital Gold will operate as a subsidiary of Gammon Gold. Shares of Capital Gold will be delisted from trading on the NYSE AMEX effective Friday, April 8, 2011.

Shareholders of Capital Gold voted to approve the merger with Gammon at a special meeting of shareholders held on April 1, 2011. More than 82 percent of Capital Gold's shareholders voted, of which 32,353,144 shares (or close to 2/3) voted in favour of the transaction.

The acquisition of Capital Gold significantly increases Gammon's gold production and almost doubles its gold reserves, while strengthening the Company's position as a leading, low cost, diversified gold and silver producer focused on Mexico.

With Capital Gold's El Chanate mine contributing to production immediately and El Cubo ramping up to full-scale production, Gammon will shortly be operating three 100% owned, fully built mines in Mexico, advancing two significant development projects, and managing a robust portfolio of exploration stage properties.

"We are pleased to complete the acquisition of Capital Gold with the support of Capital Gold's shareholders. Gammon's operational experience and robust cash flow profile will allow our team to immediately enhance operations at El Chanate and accelerate the development of the underground Orion project," stated Rene Marion, President and CEO of Gammon. He continued, "In approving the transaction, Capital Gold's shareholders clearly recognized the value of combining the assets of the two companies to create a leading, low cost, diversified gold and silver producer with excellent organic growth opportunities."

Gammon's lead financial advisor for the transaction was Dundee Securities. UBS Securities Canada Inc. was also retained as an advisor. Gammon's Canadian legal counsel was Fasken Martineau DuMoulin LLP and its U.S. legal advisor was Kirkland & Ellis LLP.

Capital Gold's lead financial advisor for the transaction was Cormark Securities Inc. Stifel, Nicolaus & Company, Incorporated rendered fairness opinions to Capital Gold's board of directors. Capital Gold's legal counsel was Ellenoff Grossman & Schole LLC. Ballard Spahr LLP served as legal counsel to the M&A Committee of the board of directors of Capital Gold and Macleod Dixon served as Capital Gold's Canadian legal counsel.

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