PERSEUS MINING LIMITED — AGM Information 2014

Nov 20, 2014

ANNUAL GENERAL MEETING

November 2014

Jeff Quartermaine Managing Director & CEO

ASX/TSX: PRU www.perseusmining.com

Cautionary Statements

Forward-Looking Statements

This report contains forward-looking information which is based on the assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management of the Company believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. Assumptions have been made by the Company regarding, among other things: the price of gold, continuing commercial production at the Edikan Gold Mine without any major disruption, development of a mine at Tengréla, the receipt of required governmental approvals, the accuracy of capital and operating cost estimates, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain financing as and when required and on reasonable terms. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which may have been used by the Company. Although management believes that the assumptions made by the Company and the expectations represented by such information are reasonable, there can be no assurance that the forward-looking information will prove to be accurate. Forward-looking information involves known and unknown risks, uncertainties, and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any anticipated future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others, the actual market price of gold, the actual results of current exploration, the actual results of future exploration, changes in project parameters as plans continue to be evaluated, as well as those factors disclosed in the Company's publicly filed documents. The Company believes that the assumptions and expectations reflected in the forward-looking information are reasonable. Assumptions have been made regarding, among other things, the Company's ability to carry on its exploration and development activities, the timely receipt of required approvals, the price of gold, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain financing as and when required and on reasonable terms. Readers should not place undue reliance on forward-looking information. Perseus does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Competent Person's Statement

All production targets for the Edikan Gold Mine (EGM) referred to in this report are underpinned by estimated Ore Reserves which have been prepared by competent persons in accordance with the requirements of the JORC Code.

The information in this report that relates to EGM Ore Reserves, SGP Ore Reserves and SGP Mineral Resources is based on, and fairly represents, information and supporting documentation compiled by Mr Kevin Thomson, a Competent Person who is a Professional Geoscientist with the Association of Professional Geoscientists of Ontario. This information was prepared and first disclosed under the JORC Code 2004. It has not been updated since to comply with the JORC Code 2012 on the basis that the information has not materially changed since it was last reported. The information in this report that relates to EGM Mineral Resources was first reported by the Company in compliance with the JORC Code 2012 in market announcements released on 27 August 2014 and 4 September 2014. The Company confirms that it is not aware of any new information or data that materially affects the information in those market announcements.

The information in this report that relates to exploration results was first reported by the Company in compliance with the JORC Code 2012 in its Quarterly Activities Report released on 16 October 2014. The Company confirms that it is not aware of any new information or data that materially affects the information in those market announcements.

West African focused ASX/TSX listed gold explorer, developer and producer

Highly motivated to deliver improved total shareholder returns

Currently producing ~200,000oz gold pa with projected growth in gold production and cash flows

Debt free balance sheet includes cash & bullion of ~ A\$53m at 30 September 2014 Experienced and capable board and management team

Hedge Book 89,000ozs sold at US\$1,535/oz

Mineral Resources* and Reserves**

6.8Moz of gold

(86% in Ghana)

in Measured & Indicated Mineral Resources (196Mt at 1.0g/t)

INCLUDING PLUS

3.8Moz of gold (82% in Ghana)

in Proven & Probable Reserves (97Mt at 1.2g/t)

*As at 30 June 2014 **As at 30 August 2013

2.9Moz of gold

(90% in Ghana)

in Inferred Mineral Resources (98Mt at 1.0g/t)

• 526.66m outstanding ordinary shares 534.64m shares fully diluted
• \$140m Market Capitalisation*
• Share ownership Australia (~45%), US & Canada (~42%), Europe (~10%), Asia (~3%)
• High quality share register with top 20 investors owning ~51% of issued capital
• Average daily turnover (3 months)
• ASX 2.89 million TSX 0.36 million

Institutions Broker Retail TSX (net) Directors & Other

Corporate Plan

Objective is to consistently generate positive total shareholder returns

Strategy involves consistently generating cash and earnings from the efficient production and sale of gold mined by Perseus at multiple operating sites located in a range of geopolitical settings within West Africa

Key short–medium term tactics include:

• Optimise operating performance at Edikan
• Expand size and upgrade quality of Mineral Resource base at Edikan
• Develop and commission Sissingué Gold Mine
• Maintain a watching brief for value accretive corporate opportunities
• Effectively communicate strategy to key stakeholders

2014 Achievements

• Increased working capital by \$66.1M to \$93.8M*. Remained debt free
• Improved gold production and reduced costs by enhanced operating efficiency at Edikan
• Laid platform for further cost reductions, particularly the cost of mining
• Actively managed our revenue line to achieve better than average gold prices
• Recovered substantial amount of outstanding VAT from Ghanaian govt.
• Upgraded quality of Edikan Mineral Resource through success at Bokitsi and Mampong
• Materially strengthened site management team
• Improved site security
• Re-engineered and positioned Sissingue Gold Project to provide growth when conditions recover
• Relatively strong share price performance compared to Australian and Canadian peers

*Period from 31 Oct 2013 to 31 Oct 2014

Share Price Performance Relative to Australian Peers

ASX – Relative Share Price Performance 2014 to Date

Share Price Performance Relative to Canadian Peers

TSX – Relative Share Price¹ Performance 2014 to Date

Richmont Mines (US\$)
Lake Shore Gold (C\$)
Detour Gold (C\$)
Romarco Minerals (C\$)
Guyana Goldfields (C\$)
Kirkland Lake (C\$)
Torex Gold (C\$)
Perseus Mining (A\$)
Roxgold (C\$)
Oceanagold (C\$)
Kaminak Gold (C\$)
Novagold (C\$)
Eldorado Gold (C\$)
Centerra Gold (C\$)
Probe Mines (C\$) Asanko Gold (C\$)
Semafo (C\$)
Spot Gold (US\$)
Rubicon Minerals (C\$)
Timmins Gold (C\$)
Agnico-Eagle (C\$)
Pretium Resources (C\$)
Aurico Gold (C\$)
Goldcorp (C\$)
B2Gold (C\$)
Teranga Gold (C\$)
Atac Resources (C\$)
Primero Mining (C\$) Newmont Mining (US\$)
New Gold (C\$)
Barrick Gold (C\$)
Anglogold Ashanti (US\$)
Castle Mountain Mining (C\$)
Iamgold (C\$)
Kinross Gold (C\$)
Yamana Gold (C\$)
Argonaut Gold (C\$)

currency of each listing, as at 31 October 2014

107%

2014 Operating Performance YTD

Edikan Site Layout

Reserves Resources Current production pits

Edikan Performance Improvement

Gold production is a function of:

• Mill throughput rate
• Mill run time
• Mill feed grade
• Gold Recovery

Unit costs are a function of:

• Cost Base including: Mining (55%) Processing (35%) G&A (10%)
• Production rates including:
• Tonnes mined Tonnes milled Gold produced

Cost Performance – Mining

Key to improving all-in site unit cost is reducing mining costs

Existing mining contract expires in May 2016 but may be terminated earlier at incremental cost

Currently examining alternative mining strategies:

• Rate reduction from existing contractor
• Repackaging and retendering mining operations to local and/or foreign contractors
• Owner mining

Updated Mineral Resource to be used for pit re-optimisation and scheduling.

Adjusted assumptions to reflect recent experience and cost (particularly mining) forecasts

Pit development to be rescheduled to optimise cash flows taking mill feed grade improvements to account where possible

Updated LOMP and Mineral Reserve expected in early 2015

Not expected to materially change FY2015 production and cost guidance.

Parameter	Units	December 2014 Half Year	June 2015 Half Year	2015 Financial Year
Gold Production	Ounces	95,000–105,000	115,000–125,000	210,000–230,000
All-In Site Costs*	US\$/oz	1,160–1,280	1,050–1,150	1,100–1,200

* All-in site costs includes production cost + royalty + sustaining and development capital

Near mine exploration programmes targeting higher grade mineralisation for mill feed in short term.

Immediate success at Bokitsi deposit.

Follow drilling identified likely extensions to south and at depth.

Drilling success also achieved at Mampong.

Results to be incorporated into updated Mineral Resource Estimate Old Chirawewa pit dewatered and being cleaned out ahead of drilling

Exploration budget constraints likely to result in reduced activity while next targets are assessed.

Near Mine Exploration Opportunities

Reserves Resources Current production pits

Bokitsi South Section & Exploration Results

Vertical Longitudinal Section of Mampong South & Follow-up Infill Drilling

Recent History of Sissingué Gold Project

• June 2013: Rising mining and processing costs and falling gold price lead to a project review
• September 2013: Project development put on temporary hold pending a change in operating conditions and review of processing options
• October 2013: Adopted a two-pronged approach to enhance project viability:
• Metallurgical review to assess the best processing method given the new operating parameters
• Seeking additional ore from the Sissingué permit and surrounding areas

Metallurgical and Process Review

Completed a 4-month test work programme designed to:

• Reduce power consumption and, therefore, operating costs
• Reduce capital costs
• Maximise NPV of free cashflow

0.8MTPA gravity/CIL circuit appears to generate the best economic results.

Benchmarking indicates Project rates favourably against other West African projects

Lycopodium appointed to update Feasibility Study

based on 0.8MTPA case, however, access to grid power at concessional rates could materially alter the scope of the Project and upgrade economics.

The Next Steps

• Lycopodium to prepare updated feasibility study and detailed engineering
• Feasibility study to be reviewed by government agencies to confirm validity of environmental approvals and exploitation permit
• Mining convention including power price to be negotiated
• Conducting regional exploration with the aim of identifying additional mill feed to extend LoM beyond current Reserve
• Development and implementation of financing plans

CIV – Regional Exploration (Bélé)

Conclusion

Perseus focussed on matters within its control with the aim of restoring investor confidence

Foundation established at Edikan to leverage future organic growth in earnings

Productivity improvement programmes at Edikan generating tangible results

Opportunities for organic growth at Edikan

Near mine exploration success at Edikan improving asset quality by providing higher grade mill feed

Sissingué development capable of adding tangible value

ASX/TSX: PRU www.perseusmining.com

Jeff Quartermaine Managing Director & CEO +61 8 6144 1700

Nathan Ryan Investor Relations (Australia) +61 420 582 887

ANNUAL GENERAL MEETING

November 2014

Jeff Quartermaine Managing Director & CEO

ASX/TSX: PRU www.perseusmining.com

Share Price Performance Relative to Australian Peers

ASX – Relative Share Price Performance since January 2013