PERSEUS MINING LIMITED — Interim / Quarterly Report 2014

Apr 28, 2014

ACTIVITIES REPORT FOR MARCH 2014 QUARTER

Executive Summary

Perseus Mining Limited (ASX/TSX: PRU) ("Perseus" or the "Company") reports on its activities for the three month period ended 31 March 2014 (the "Quarter").

Operations - Edikan Gold Mine ("EGM"), Ghana

• The trend of improved operating performance at Perseus's EGM continued during the Quarter as indicated by increases in the run time of the SAG mill (88%) and gold recovery (86% in March 2014);
• 43,787ozs of gold were produced, reflecting an expected short term decrease in the head grade and quantity of ore processed during the Quarter;
• The EGM's all-in site cost (including production, royalties, development and sustaining capital) was reduced during the Quarter but given the expected reduction in gold production, unit costs increased slightly to US$1,286/oz;
• 43,873ozs of gold were sold during the Quarter at an average sales price of US$1,294/oz;
• A fire occurred in the cyclone cluster in the processing plant during routine maintenance following the end of the Quarter. Processing of ore was interrupted for seven days while repairs to fire damage were completed.
• The seven day shutdown of gold production due to the fire has contributed materially to a change to gold production and subsequently cost guidance for the six months ending 30 June 2014 ("the June Half Year").

Development - Sissingué Gold Project ("Sissingué"), Côte d'Ivoire

• The Ivorian Government granted Perseus a two year extension to the date for completion of the Sissingué development;
• A new Mining Code introduced by the Ivorian Government provides a sound framework for obtaining fiscal stability for mining projects in the country;
• Work has started on optimising the Sissingué process route and development plan.

Exploration – Côte d'Ivoire

• Significant drill intercepts from the Bélé Central prospect at the Mahalé Project in Côte d'Ivoire;
• Ground geophysics survey commenced on the Bélé prospect and 2,094 metres of auger drilling completed 7 kilometres north-east of Bélé.

Corporate

• Available cash and bullion of $47.6 million as at 31 March 2014 (excluding $49.7 million in escrow and VAT receivable);
• A placement of about 68.7 million ordinary shares, representing 15% of the Company's existing capital to raise approximately $32 million was successfully completed on 17 February 2014.

Operations

Edikan Gold Mine - Ghana

Overview

The twelve month period ending 30 June 2014 ("FY2014") was planned to be a year of consolidation for Edikan, with an external environment of fluctuating gold prices and economic uncertainty in Ghana. The strategy adopted by the Company involved exercising austerity by minimising capital outlays and focussing on productivity improvements and cost reductions.

An element of this strategy entailed reducing waste stripping activities to conserve capital with the consequent effect of deferring access to fresh ore, requiring low grade stockpiled ore to be blended with higher grade fresh ore to achieve targeted mill feed volumes.

The effect of this strategy was evident during the Quarter, as the combined head grade of processed ore fell, as expected, below that of prior quarters. As a result, gold production for the Quarter was down on prior quarters, causing the all-in site unit cost of production to increase slightly. It should be noted that this situation is expected to reverse in the June 2014 quarter as mined grades are forecast to improve.

At 43,787ozs, gold production for the Quarter was 9.5% less than in the December 2013 quarter reflecting an expected 5.1% decrease in head grade of ore and a 3.8% decrease in the amount of ore processed during the period.

The total all-in site cost base (including production, royalties, development and sustaining capital) of the mine was reduced during the Quarter which meant that notwithstanding that gold production was 9.5% down, the corresponding quarter-on-quarter unit cost increase of 4.7% to US$1,286/oz was materially less than might have been expected.

Parameter	Unit	Three Months to31 Dec2013	Three Months to31 Mar 2014	Nine Months to31 Mar 2014(Year to Date)
Total material mined:
Volume	bcm1	2,879,791	2,419,626	7,862,334
Weight	tonnes	7,424,205	6,543,278	20,925,584
Ore mined:
Oxide	tonnes	5,614	-	47,792
Primary	tonnes	1,365,183	1,426,165	4,536,067
Ore grade mined:
Oxide	g/t gold2	0.63	-	0.95
Primary	g/t gold	0.99	1.11	1.04
Strip ratio	t:t	4.4	3.6	3.6
Ore stockpiles:
Quantity	tonnes	3,921,802	3,624,825	3,624,825
Grade	g/t gold	0.54	0.55	0.55
Ore crushed	wet tonnes	1,661,562	1,522,031	4,760,697
Ore milled	dry tonnes	1,791,410	1,723,143	5,143,543
Milled head grade	g/t gold	1.00	0.95	1.00
Gold recovery	%	84.4	83.6	83.8
Gold produced	ounces (oz)	48,360	43,787	137,977
Gold sales3	oz	44,617	43,873	137,558
Average sales price	US$/oz	1,318	1,294	1,319

Table 1: Key Production and Financial Statistics

Parameter	Unit	Three Months to31 Dec2013	Three Months to31 Mar 2014	NineMonths to31 Mar 2014(Year to Date)
Unit Costs:
Mining cost	US$/t mined	3.71	4.08	3.97
Processing cost	US$/t milled	10.77	9.94	10.76
G & A cost	US$M/month	1.62	1.67	1.63
All-In Site Cash Cost
Production cost	US$/oz	1,038	1,071	1,124
Royalties	US$/oz	75	87	85
Sub-total	US$/oz	1,113	1,158	1,209
Capital costs:
Inventory and stripping	US$/oz	30	44	(14)
Sustaining capital	US$/oz	85	84	89
Sub-total	US$/oz	115	128	75
Total All-In Site Cost	US$/oz	1,228	1,286	1,284
Site Exploration Cost	US$M	-	0.313	0.790

Table 1: Key Production and Financial Statistics (Continued)

Notes: 1**.** Denotes bank cubic metres 2. Denotes grams of gold/tonne of ore 3. Gold sales are recognised in Perseus's accounts when the contracted gold refiner takes delivery of gold in the gold room. For accounting purposes, the sales price is the spot price of gold on the day of transfer, adjusted to reflect the realised gold price.

Mining

A total of 2,419,626 bcm of ore and waste was mined during the Quarter, nearly 16.0% less than in the December 2013 quarter. The reduction in mining rates was consistent with the Company's plan of conserving capital by reducing investment in waste stripping. Ore mined during the Quarter included 1,426,165 tonnes of transitional and primary ore grading 1.11g/t gold. Ore movements were 4.5% higher and the grade of ore mined was 12.1% higher than in the previous quarter which is consistent with mine plans.

During the Quarter, the ROM ore stockpiles that include both high and low grade ore (but not mineralised waste) plus crushed ore decreased by 296,977 tonnes to 3,624,825 tonnes grading 0.55g/t gold, and containing approximately 63,913ozs of gold. The reduction in stockpile reflected the plan to process stockpiled ore to offset reduced ore production during this period of planned reduced mining activity. These ore stockpiles were made up of approximately 38% oxide ore and 62% transitional/primary ore. Approximately 6% of the remaining stockpiled ore is classified as medium/high grade, containing greater than 0.6g/t gold, while 94% of the ore is classified as low grade containing 0.4 to 0.6g/t gold.

Processing

Gold production of 43,787ozs during the Quarter was 9.5% below the December 2013 quarter production. The gold contained in the ore processed in the Quarter was 8.7% lower than in the December 2013 quarter, mainly as a result of the head grade of ore treated (0.95g/t gold) and the throughput (1,723,143 tonnes) being lower on a quarter-on-quarter basis. The 5.1% reduction in head grade was in line with expectations and was a reflection of the strategy of processing a blend of ore drawn from stockpiles and the existing open pits in FY2014. The decrease in throughput by 3.8% was largely the result of deliberate strategy of reducing mill weight to counter the impact of restricted grid power supply while maintenance of power generation equipment was conducted by the state owned power generating authority.

Plant runtime of 88% during the Quarter was higher than in the prior Quarter (85%) reflecting a continued improvement in maintenance performance. Given the challenges presented by unreliable power supply during the Quarter, this was a very credible performance.

The average gold recovery rate during the quarter of 83.6% was 0.9% below the rate of 84.4% achieved in the December 2013 quarter. This reflected poor recovery achieved in January 2014, when an unsuccessful trial of a key (lower cost) consumable was conducted. In the months of February (83.9%) and March (86.1%) recoveries steadily improved as the consumable trial was abandoned and significant improvements in gravity gold recoveries were achieved following modification of the gravity circuit.

Key operating parameters associated with the steadily improving processing operation are summarised below.

Table 2: Plant Performance Statistics

Description	Unit	June 2013Quarter	September 2013Quarter	December 2013Quarter	March 2014Quarter
SAG Mill
Tonnes milled	Dmt2	1,511,162	1,628,900	1,791,410	1,723,1433
Run time	%	75%	84%	85%	88%
Run time	hrs	1,739	1,863	1,877	1,909
Throughput rate	dmtph	869	874	954	9023

Notes: 1. Denotes wet metric tonnes 2. Denotes dry metric tonnes 3. Directly impacted by restricted power supply which was beyond the control of the Company.

All-In Site Costs

Details of site operating costs for the financial year to date are as follows:

Cost Centre	Units	ThreeMonths to31 Dec2013	ThreeMonths to31 Mar2014	NineMonths to31 Mar 2014(Year toDate)
Physical Parameters:
Total material mined	Tonnes	7,424,205	6,543,278	20,925,584
Ore processed	Tonnes	1,791,410	1,723,143	5,143,543
Gold recovered	ounces	48,360	43,787	137,977
Productivity Indicators:
Mining cost	US$/t material mined	3.71	4.08	3.97
Processing cost	US$/t processed	10.77	9.94	10.76
G&A	US$/month	1.62	1.67	1.63
All-In Site Cash Costs:
Cash production costs	US$/oz	1,038	1,071	1,124
Royalty	US$/oz	75	87	85
Sub-total	US$/oz	1,113	1,158	1,209
Capital investment*in pre-stripping	US$/oz	97	64	26
Capital investment*in inventory	US$/oz	(67)	(20)	(40)
Development & Sustaining Capital	US$/oz	85	84	89
Sub-total	US$/oz	115	128	75
Total All-In Site Cash Cost	US$/oz	1,228	1,286	1,284

Table 3 – Site Costs

*Note: Investment or (reduction) as the case may be.

Total all-in site unit cash costs for the Quarter (including production, royalties, investment in pre-stripping and inventory, development and sustaining capital) were US$1,286/oz which was 4.7% higher than in the December 2013 quarter, notwithstanding the fact that gold production was 9.5% lower than December 2013.

This 4.7% increase in all-in site unit costs between the December 2013 and the March 2014 quarters belies the fact that the total cost base of the operation continues to decline as indicated by the improvements in the underlying cost of the operation as illustrated below:

Cost	Quarter-on-Quarter Change in:
	Volume	Unit costs	Total Costs
Mining	-11.9%	+10.0%	-3.0%
Processing	-3.8%	-7.7%	-11.2%
Cash Productioncosts	-9.5%	+3.2%	-6.6%
Sustaining & Other Capital	-9.5%	+11.3%	+0.8%
All-in Site Costs	-9.5%	+4.7%	-5.2%

Table 4 – Quarter-on-Quarter Changes in Site Costs

Of the US$84/oz spent on sustaining capital during the Quarter, approximately 50% related to payments associated with community relations activities including crop compensation committed in prior periods for areas that will be affected by mining of the eastern pits and purchase of land for relocation housing. The remaining 50% related to an assortment of expenditure relating to plant upgrades, security and site upgrade projects. This allocation of sustaining capital was very similar to that in the prior quarter.

Subsequent Event – Fire at EGM Processing Plant

On Wednesday 9 April 2014, a fire occurred in the processing plant at the EGM while the plant was shut down for scheduled maintenance. Perseus's Emergency Response Team was activated and the fire was brought under control within an hour. The fire caused no significant injuries and there was no adverse impact on the environment.

The fire occurred in the upper cyclone area of the process plant (levels above Knelsons and gravity screens). Cyclone Process Equipment and associated support structures and mechanical and electrical installations were damaged, including:

• 7 of the 10 cyclones were fully burnt externally and internally;
• 8 cyclone actuator valves were burnt and destroyed;
• The rubber lining in the cyclone underflow pipe work and cyclone launder channels was badly burnt and or destroyed;
• The cyclone support steelwork suffered fire damage, one large grillage support beam was slightly deformed and many cyclone support channels were badly bent and deformed;
• All cyclone junction boxes, cabling, solenoid valves, electrical cabling and air pipe work in the vicinity were destroyed;
• Consequential damage occurred to PLC fuses and possibly cards due to short circuits from the fire.

As soon as practical following receipt of approval by the Ghana Minerals Commission, work commenced on clearing debris and carrying out repairs to the damaged equipment and structures. All of the materials and equipment required to complete the repairs were either held in stock or could be acquired or borrowed locally which meant that repairs were not impeded by supply issues.

Repairs including testing and preparations to enable re-starting the plant were completed and the plant restarted at 17.00hrs on Wednesday 16 April 2014, seven days after the fire occurred.

Since the restart of processing operations, the plant has been running approximately 92% of the time and while some minor problems have been encountered with the operation of the cyclones which has impacted gold recoveries, the plant is expected to be operating at full capacity by the end of April 2014.

EGM Production and Cost Guidance

Following a comprehensive assessment of the consequences of the fire in the processing plant including the ramp up to full production following re-start plus the impact of restrictions on power supply during the months of March and early April 2014 due to maintenance works conducted by the state owned electricity supplier, GridCo, production and cost estimates for the six and twelve month periods ending 30 June 2014 have been revised to the following:

Table 5: Modified June 2014 Half Year and Full Financial Year 2014 Production and Cost Guidance

Parameter	Units	Six Months to30 June 2014	Twelve Months to30 June 2014
Gold Production	Ounces	89,000 - 99,000	183,200-193,200
All-In Site Cash Costs	US$/oz	1,150 – 1,300	1,200 – 1,300

This represents a decrease in forecast gold production of approximately 10% and an increase in all-in site unit costs of approximately 7%.

Personnel Changes at EGM

Mr Edwin Acquaye, the General Manager Sustainability at the EGM has been appointed in an acting capacity to the role of Executive General Manager of the mine following the resignation of Mr Jon Yelland during the Quarter.

An international search for a new Executive General Manager with high level management and technical skills and a successful track record of operating in West Africa is at an advanced stage and an announcement regarding the new appointment is expected to be made shortly.

During the Quarter, 120 of Perseus's employees from departments across the EGM were made redundant. At the end of the Quarter, the total direct workforce employed by Perseus at the EGM was 365 including both local and expatriate employees, while a further 1,199 employees were employed by contractors, bringing the total number of people employed on the site to 1,564.

Project Development

Sissingué Gold Project – Côte d'Ivoire

Perseus is completing a review of processing options for Sissingué with the aim of reducing capital costs and increasing gold recoveries cost effectively as a prelude to reassessing the feasibility study model. It is expected that a smaller, higher grade operation with significantly reduced capital costs will result. Metallurgical test work is being carried out to assess options including:

• 1. A smaller version of the existing crush, grind, CIL process route;
• 1. Heap leaching, which appears may work well for oxide ore but results in lower recoveries from sulphide material;
• 1. Gravity or gravity and CIL recovery; and
• 1. A grind, gravity/flotation, fine grind, then CIL process.

In parallel to the metallurgical studies Perseus is scoping lower cost plant options, including modular equipment. It appears that considerable capital cost savings are achievable by developing a smaller, higher grade project.

Progress at the Ivorian Government level is encouraging. The new mining code which came into effect in March 2014 provides a framework for obtaining fiscal stability for mining projects and the Government has granted Perseus's request for an extension of time of two years until March 2016 to develop the Sissingué project. Exploration aimed at identifying additional feedstock for the project is in progress on the nearby Mahalé exploration permit and at Papara on the Sissingué exploitation permit.

Figure 1 - Exploration Tenements in Cote d'Ivoire

Exploration

Ghana

During the Quarter, a total of US$0.3M was spent by Perseus on exploration activities in Ghana at the EGM and on adjoining licence areas.

Exploration activities consisted of geological mapping and a soil sampling program to test the strike extension of the Abnabna-Fobinso granite into a neighbouring Prospecting License, the Agyakusu license, which is under option to Perseus. No drilling occurred during the Quarter however limited drilling programs have been planned to commence next quarter which will evaluate several near-mine exploration targets.

Côte d'Ivoire

A total of US$0.5M was spent by Perseus during the Quarter on the following exploration activities in Côte d'Ivoire (Refer to Figure 1 below):

Mahalé Licence

During the Quarter, the balance of outstanding assays of samples from the December 2013 quarter drilling program at the Bélé prospect (located on the Mahalé licence) were received. Significant drill intercepts are listed in Table 1 of Attachment 1 and shown in Figure 3 below. The mineralization at the Bélé West, Bélé Central and Bélé East prospects remains largely open-ended on strike and at depth.

A total of 362 auger drill holes for 2,094 metres (28,568 metres in December 2013 quarter) were drilled during the Quarter on the Mahalé licence. The auger drilling is being conducted to test several areas of gold in lag geochemical anomalism located 5 to 7 km north and east of the Bélé prospect. Assay results are pending.

Drill testing undertaken to date has been to relatively shallow (<80 metres vertical) depths only. In addition, a number of auger drill hole gold anomalies in the Bélé area remain untested by air-core (AC) or reverse circulation (RC) drilling.

At the Bélé prospect, a program of ground geophysics commenced consisting of detailed magnetics, very low frequency (VLF) and gradient "IP" (Induced Polarization). Several lines of Pole-Dipole IP will also be run in coming months. The ground geophysics is intended to improve our understanding of the mineralisation and structural controls at Bélé and help direct follow-up drill testing of the individual Bélé prospects as well as delineate additional targets for drill testing in the vicinity of Bélé. The geophysics is expected to be completed and follow up drill testing commenced within the next quarter.

Tengréla Licences

Geological mapping and sampling was undertaken over several areas of recent artisanal mining activity on the Papara prospect located 20km from the Sissingué deposit on the Sissingué exploitation permit. A program of scout drill testing to evaluate the mineralisation potential of the area is scheduled for the June 2014 quarter. No exploration work was conducted on the Tengréla South license during the Quarter.

Mbengué and Napié Licenses

There were no exploration activities on the Mbengué and Napié licenses during the Quarter.

Burkina Faso

During the Quarter, Perseus conducted soil sampling and geological mapping programs on West African Gold Limited's ("WAG") Koutakou and Tangaye licenses in Burkina Faso (Refer to Figure 2 below) under the terms of an earn-in agreement with WAG that provides for Perseus to earn an 80% interest (or 72% after allowing for the government's right to equity in mining ventures) in four licenses by spending US$4 million within five years. The soil sampling and mapping focussed on the 13km long Koutakou soil anomaly and was intended to confirm, infill and extend the substantial gold in soil anomaly that had been previously defined by WAG. A total of 1,400 soil and 46 rock samples were obtained with assay results pending. Once the results are received and the Koutakou soil anomaly is confirmed, a first-pass program of drilling will be proposed to test the anomaly.

For the period ended 31 March 2014

For the period ended 31 March 2014

Corporate

Cash, Bullion

Based on the gold price on 31 March 2014 of US$1,291.75/oz and an A$:US$ exchange rate of 0.9251, the total value of cash and bullion on hand at the end of the March 2014 Quarter was $47.6M, approximately $19.4M more than at the end of the December 2013 quarter ($28.2M). In addition to the above, the Group had a further $10.2M of cash on deposit in escrow accounts providing security for various matters including future environmental commitments.

The Group's available cash balance as at 31 March 2014 was $42.5M (31 December 2013:$16.0M). In addition, 3,641 oz of gold were held either on site, in the process of being refined or in the Company's metal account on 31 March 2014, (31 December 2013: 8,984oz). Based on the parameters described above, this bullion was valued at $5.1M at 31 March 2014.

Equity Capital Raising

On 17 February 2014, Perseus completed the placement to institutional and sophisticated investors of about 68.7 million ordinary shares, representing 15% of the Company's existing capital to raise approximately $32 million (the "Placement"). Settlement of the Placement occurred on 21 February 2014, and the new shares that rank equally with existing shares, were allotted and commenced trading on the ASX on 24 February 2014.

The price under the Placement was set at $0.47 ("Placement Price") per new share issued. The Placement Price represented a 6.9% discount to the last ASX closing price of Perseus shares of $0.505 on 14 February 2014 and a 2.3% discount to the ASX five-day volume weighted average price of $0.48 (up to and including 14 February 2014).

The proceeds of the Placement are intended for capital expenditure to accelerate productivity improvements and access to the eastern pits at the EGM and to provide for further balance sheet flexibility.

UBS AG, Australia Branch acted as lead manager and book runner for the Placement supported by GMP as comanager.

Gold Sales and Price Hedging

Of the 43,873oz of gold sold during the Quarter (December 2013 Quarter: 44,617oz) at a weighted average delivered price of US$1,294/oz, (December 2013: US$1,318/oz) a total of 8,000oz were delivered into forward sales contracts at an average price of US$1,269/oz with the remaining gold sales occurring at prevailing spot prices.

As at 31 March 2014, the Company's gold price hedging position included 129,000oz of gold deliverable up to and including 31 December 2015 at a weighted average price of US$1,463/oz. This includes a total of 70,000oz of gold deliverable in quarterly instalments during the 2015 calendar year at an average price of US$1,600/oz.

The total hedge position was "in the money" to the extent of US$24.4M as at 31 March 2014 (31 December 2013: US$31.6M). In the June 2014 Quarter, 8,000oz of gold is scheduled to be delivered at an average price of US$1,278/oz under the hedge programme.

VAT Receivable

During the December 2013 Quarter, Perseus mandated a Ghanaian legal firm that specialises in revenue law, to intervene directly with the government on Perseus's behalf. This approach has so far yielded the following results:

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For the period ended 31 March 2014

• The Ghana Revenue Authority issued Perseus with GHC60 million of Treasury Credit Notes (TCNs) to cover the part of the obligation that has been formally audited and signed off. To date approximately GHS8.987 million (USD 3.365 million) of charges have been offset against the TCNs.
• Following further discussions with the Finance Minister aimed at obtaining a cash settlement of the full liability as a substitute for TCNs, the Finance Minister issued a written instruction on 24 March 2014 to the Controller and Accountant General to immediately pay Perseus the sum of GHC 49.649 million (USD 18.595 million). Since the instruction was issued and bank details were provided to the Finance Department, no payment has occurred.
• The Finance department has requested that given that payment of a proportion of the outstanding liability is pending, Perseus should cease using TCNs as a means of offsetting tax payments that are due and instead should defer payment of the various taxes which currently total approximately GHC10.522 million (USD 3.939 million).
• A further audit of outstanding VAT payments was completed and approved by the tax authorities during the Quarter and at the date of this report, the outstanding VAT position was as follows:

	GHC Million	USD Million*
Approved VAT claims	103.519	38.757
VAT claims pending audit	10.386	3.889
Less: Cash Refunds received to date	7.400	2.771
Less: Offsets using TCNs	8.987	3.365
VAT Refunds Due and Payable	97.518	36.510
Less: Statutory Tax payments deferred	10.522	3.939
Balance Due for payment	86.996	32.571

*Assumes USD1.00=GHC2.67 as at 31 March 2014

Program for the June 2014 Quarter

Edikan Gold Mine

• Produce gold at a total all-in site cash cost that is in line with amended Half Year guidance;
• Continue to fine tune plant metallurgical performance and maximise SAG mill throughput;
• Continue training of operating and maintenance staff; and
• Continue to implement business improvement initiatives across all departments of the EGM.

Sissingué Gold Mine Development Project

• Review of project cost structure and development options; and
• Review project economics and financing alternatives.
• Continue exploration for Mineral Resources on Mahalé exploration licence and the Sissingué exploitation permit.

Jeff Quartermaine Managing Director and Chief Executive Officer

29 April 2014

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To discuss any aspect of this announcement, please contact:

Managing Director:	Jeff Quartermaine at telephone +61 8 6144 1700 or email
	jeff.quartermaine@perseusmining.com;
Investor Relations:	Nathan Ryanat telephone +61 420 582 887or email
	nathan.ryan@nwrcommunications.com.au

Competent Person 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 and 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 and attachments 1 and 2 that relates to exploration results is based on, and fairly represents, information and supporting documentation prepared by Mr Kevin Thomson, a Competent Person who is a Professional Geoscientist with the Association of Professional Geoscientists of Ontario. Mr Thomson is an employee of a subsidiary of the Company. Mr Thomson has sufficient experience, which is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken, to qualify as a Competent Person as defined in the 2012 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'") and to qualify as a "Qualified Person" under National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43- 101"). Mr Thomson consents to the inclusion in this report of the matters based on his information in the form and context in which it appears. For a description of Perseus' data verification process, quality assurance and quality control measures, the effective date of the mineral resource and mineral reserve estimates contained herein, details of the key assumptions, parameters and methods used to estimate the mineral resources and reserves set out in this report and the extent to which the estimate of mineral resources or mineral reserves set out herein may be materially affected by any known environmental, permitting, legal, title, taxation, socio-political, marketing or other relevant issues, readers are directed to the technical report entitled "Technical Report - Central Ashanti Gold Project, Ghana" dated May 30, 2011 and the technical report entitled ''Technical Report - Tengréla Gold Project, Côte d'Ivoire'' dated December 22, 2010 in relation to the Edikan Gold Mine (formerly the Central Ashanti Gold Project) and the Tengréla Gold Project respectively.

Caution Regarding Forward Looking Information: 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 forwardlooking information. Perseus does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

For the period ended 31 March 2014

ATTACHMENT 1 – MARCH 2014 QUARTER DRILLING RESULTS

Table 1: Mahalé Project, Côte d'Ivoire, March Quarter Exploration Drilling Results

Hole	Prospect	East	North	RL	Depth	Azm.	Incl.	From	To	Width	Au
		(m)	(m)	(mASL)	(m)	(°)	(°)	(m)	(m)	(m)	g/t
MHAC773	Bélé Central	766,575	1,135,950	365	43	90	-55	12	33*	21	0.9
MHAC782	Bélé Central	766,751	1,135,950	367	23	90	-55	8	23*	15	0.8
MHAC783	Bélé Central	766,763	1,135,950	366	19	90	-55	0	12	12	1.2
MHLC045	Bélé Central	768,920	1,137,560	371	102	90	-50	12	16	4	2.5
MHLC046	Bélé Central	768,780	1,137,440	369	100	90	-50	42	58	16	0.9
MHLC047	Bélé Central	768,820	1,137,440	373	100	90	-50	54	60	6	4.4
								86	88	2	14.6
MHLC048	Bélé Central	768,860	1,137,440	373	102	90	-50	36	54	18	3.5
							incl.	48	52	4	10.4
MHLC051	Bélé Central	768,820	1,137,400	370	96	90	-50	40	46	6	5.7
							incl.	44	46	2	15.4
MHLC066	Bélé East	770,235	1,137,000	374	102	270	-50	30	34	4	3
								52	58	6	2.2
								64	74	10	2.1
MHLC079	Bélé Central	769,650	1,136,920	372	100	90	-50	30	38	8	5.1
							incl.	34	36	2	16.7
								48	52	4	1.2
MHRC063	Bélé Central	769,630	1,137,080	372	90	90	-50	18	26	8	3.3
							incl.	20	22	2	7.2
								74	90*	16	2.2

* denotes hole ended in mineralisation.

For the period ended 31 March 2014

ATTACHMENT 2 – JORC CODE, 2012 Edition – Table 1

Section 1 Sampling Techniques and Data

Criteria	JORC Code Explanation	Commentary
Samplingtechniques	 Nature and quality of sampling (eg cut channels, randomchips,orspecificspecialisedindustrystandardmeasurement tools appropriate to the minerals underinvestigation, such as down hole gamma sondes, orhandheld XRF instruments, etc). These examples shouldnot be taken as limiting the broad meaning of sampling. Include reference to measures taken to ensure samplerepresentivity and the appropriate calibration of anymeasurement tools or systems used. Aspects of the determination of mineralisation that areMaterial to the Public Report. In cases where 'industry standard' work has been donethis would be relatively simple (eg 'reverse circulationdrilling was used to obtain 1 m samples from which 3 kgwas pulverised to produce a 30 g charge for fire assay').In other cases more explanation may be required, such aswhere there is coarse gold that has inherent samplingproblems. Unusual commodities or mineralisation types(eg submarine nodules) may warrant disclosure ofdetailed information.	 Reverse Circulation (RC) drill holes (MHLC and MHRC holes)were routinely sampled at 1m intervals down the hole. RCsamples were collected at the drill rig by riffle splitting drillspoils to collect a nominal 1-2 kg sub sample and compositedinto 2m samples for assay. Air core (AC) drill holes (MHAC holes) were routinely sampledat 1m intervals down the hole. AC samples were collected atthe drill rig by riffle splitting drill spoils to collect a nominal0.75-1 kg sub sample and composited into 4m samples forassay. Auger-type sampling was conducted with a RAB rig by drillingvertical holes into the saprolite, 5.5m deep on average, with anominal 100m X 100m grid pattern. Approximately 1.5-2kgsamples were obtained from the bottom 1 meter drilled forassay. Routine standard reference material, sample blanks, andsample field duplicates were inserted/collected at every 12thsample in the sample sequence on average in order to gaugeand ensure sample representivity and quality of results fromthe laboratory. All 2m composited RC samples were submitted to BureauVeritas Cote d'Ivoire for preparation and analysis by 30g FireAssay. All 4m composited AC samples were submitted to BureauVeritas Cote d'Ivoire for preparation and analysis by 1 kgBLEG analysis with AAS finish. All 1m samples from the auger-style RAB drilling weresubmitted to Bureau Veritas Cote d'Ivoire for preparation andanalysis by 1 kg BLEG analysis
Drillingtechniques	 Drill type (eg core, reverse circulation, open-holehammer, rotary air blast, auger, Bangka, sonic, etc) anddetails (eg core diameter, triple or standard tube, depthof diamond tails, face-sampling bit or other type,whether core is oriented and if so, by what method, etc).	 All RC holes were completed by reverse circulation (RC)drilling techniques with a hole diameter of 5.5 inch and a facesampling down hole hammer. All AC holes were completed by air core (AC) drillingtechniques with a hole diameter of 5.5 inch using a facesampling tungsten blade AC drill bit. All Auger-style holes were completed by RAB drillingtechniques with a hole diameter of 4.5 inch using a facesampling tungsten blade RAB drill bit.
Drill samplerecovery	 Method of recording and assessing core and chip samplerecoveries and results assessed. Measures taken to maximise sample recovery and ensurerepresentative nature of the samples. Whether a relationship exists between sample recoveryand grade and whether sample bias may have occurreddue to preferential loss/gain of fine/coarse material.	 A qualitative estimate of sample recovery was done for eachsample metre collected from the drill rig. Riffle split samples were weighed to ensure consistency ofsample size and monitor sample recoveries. Drill sample recovery and quality is considered to beadequate for the drilling technique employed.

For the period ended 31 March 2014

Criteria	JORC Code Explanation	Commentary
Logging	 Whether core and chip samples have been geologicallyand geotechnically logged to a level of detail to supportappropriate Mineral Resource estimation, mining studiesand metallurgical studies. Whether logging is qualitative or quantitative in nature.Core (or costean, channel, etc) photography. The total length and percentage of the relevantintersections logged.	 All drill samples were geologically logged by CompanyGeologists. Geological logging recorded rock types, visual estimates ofthe abundance of quartz veining and sulphides plus thedegree of weathering using a standardized logging system. All (100%) of material drilled via RC, AC and RAB drillingmethods was logged in detail by Company geologists. Small samples of drill material were retained in chip trays forfuture reference and validation of geological logging andsmall samples of coarse and sieved fine drill material wereaffixed to "chip boards" to aid geological logging and forfuture reference.
Sub-samplingtechniques andsamplepreparation	 If core, whether cut or sawn and whether quarter, half orall core taken. If non-core, whether riffled, tube sampled, rotary split,etc and whether sampled wet or dry. Forallsampletypes,thenature,qualityandappropriateness of the sample preparation technique. Quality control procedures adopted for all sub-samplingstages to maximise representivity of samples. Measures taken to ensure that the sampling isrepresentative of the in situ material collected, includingfor instance results for field duplicate/second-halfsampling. Whether sample sizes are appropriate to the grain size ofthe material being sampled.	 All dry samples were riffle split at the drill rig. Wet sampleswere sampled at the drill rig by spear sampling. The majority of samples (>90%) were obtained dry. Ifcontinuously wet drilling was encountered the hole would bestopped. Routine field sample duplicates were taken to evaluaterepresentivity of samples with the results stored in themaster drill database for reference. In the case of case of 4m composited samples from ACdrilling, initial assay was by the BLEG method. If analyticalresults returned > 1.0g/t for a 4m composite, individual 1msubsample rejects were resampled and analyzed for Au byfire assay to confirm representivity. At the Bureau Veritas laboratory, samples were weighed,dried and crushed to -2mm in a jaw crusher. A 1.5kg split ofthe crushed sample was subsequently pulverised in a ring millto achieve a nominal particle size of 85% passing 75um. Sample sizes and laboratory preparation techniques are
Quality of assaydata andlaboratory tests	 The nature, quality and appropriateness of the assayingand laboratory procedures used and whether thetechnique is considered partial or total. For geophysical tools, spectrometers, handheld XRFinstruments, etc, the parameters used in determining theanalysis including instrument make and model, readingtimes, calibrations factors applied and their derivation,etc. Nature of quality control procedures adopted (egstandards, blanks, duplicates, external laboratory checks)and whether acceptable levels of accuracy (ie lack ofbias) and precision have been established.	considered to be appropriate for this stage of goldexploration. For RC drill samples, analysis for gold was undertaken atBureau Veritas Cote d'Ivoire lab by 30g Fire Assay with AASfinish to a lower detection limit of 0.01ppm. Fire assay isconsidered a total assay technique. For AC drill samples, analysis for gold was undertaken atBureau Veritas Cote d'Ivoire lab by "BLEG" 1 kg bottle rollanalysis. The BLEG method is considered to be a partial leachprocedure. For Auger-style RAB drill samples, analysis for gold wasundertaken at Bureau Veritas Cote d'Ivoire lab by "BLEG" 1kg bottle roll analysis. The BLEG method is considered to be apartial leach procedure. No geophysical tools or other non-assay instruments wereused in the analyses reported. Review of standard reference material, sample blanks andduplicates suggest there are no significant analytical bias orpreparation errors in the reported analyses. Internal laboratory QAQC checks are reported by thelaboratory and routine review of the laboratory QAQCsuggests the laboratory is performing within acceptablelimits.

Criteria	JORC Code Explanation	Commentary
Verification ofsampling and	 The verification of significant intersections by eitherindependent or alternative company personnel.	 Drill hole data is captured by Company geologists at the drillrig and manually entered into a digital database.
assaying	 The use of twinned holes. Documentation of primary data, data entry procedures,	 The digital data is verified and validated by the Company'sdatabase Manager before loading into a master drill holedatabase on a regularly backed-up server.
	data verification, data storage (physical and electronic)protocols.	 Reported drill hole intercepts are compiled by the Company'sGroup Exploration Manager.
	 Discuss any adjustment to assay data.	 Twin holes were not drilled to verify results as it isconsidered unnecessary at this early stage of exploration.Should a resource be delineated on the project, futuredrilling programs would consider twinning some drill holes tocheck representivity and repeatability.
		 There were no adjustments to assay data.
Location of data	 Accuracy and quality of surveys used to locate drill holes	 Drill hole collars were set out in UTM grid WGS84_Zone29N.
points	(collar and down-hole surveys), trenches, mine workingsand other locations used in Mineral Resource estimation. Specification of the grid system used.	 Drill hole collars were positioned using hand held GPS,accurate to +/- 2-3m in the horizontal and 3-6m in thevertical direction.
	 Quality and adequacy of topographic control.	 Drill holes were not surveyed for down hole deviation in thisprogram of scout exploration as the relatively short RC andAC drill holes were not expected to deviate significantly norwas there an expectation of resource delineation in thisprogram where hole deviation would be of significance.
		 Locational accuracy at collar and down the drill hole isconsidered appropriate for this early stage of exploration.
Data spacing anddistribution	 Data spacing for reporting of Exploration Results. Whether the data spacing and distribution is sufficient toestablish the degree of geological and grade continuity	 RC holes were nominally drilled on 40m to 160m spacedeast-west orientated drill sections with hole spacing onsections at 40m.
	appropriate for the Mineral Resource and Ore Reserveestimation procedure(s) and classifications applied. Whether sample compositing has been applied.	 AC holes were drilled on wide spaced east-west sectionsspaced 120m to 240m apart with hole spacing on sectionsdependant on the refusal depth of holes and generallyranging from 10 to 20m.
		 Auger-style RAB holes were drilled on a 100m X 100mstaggered grid pattern.
		 The reported drilling has not been used to estimate anymineral resources or reserves.
		 Sample compositing was performed with 2 X 1m samplescomposited for RC drill holes and 4 X 1m samples compositedfor AC holes.
Orientation ofdata in relationto geological	 Whether the orientation of sampling achieves unbiasedsampling of possible structures and the extent to whichthis is known, considering the deposit type.	 Exploration is at an early stage and the true orientation ofmineralisation has not yet been confirmed.
structure	 If the relationship between the drilling orientation andtheorientationofkeymineralisedstructuresisconsidered to have introduced a sampling bias, thisshould be assessed and reported if material.
Sample security	 The measures taken to ensure sample security.	 Samples were stored in a fenced compound within theCompany's accommodation camp in Tengrela prior to samplecollection and road transport by Bureau Veritas to thelaboratory in Abidjan.
Audits or reviews	 The results of any audits or reviews of samplingtechniques and data.	 The Company's sampling techniques employed in Ivory Coastwere last reviewed in a site visit to the Tengrela Gold Projectby consultants Runge Limited (now RungePincockMinarcoLimited) in August of 2010 and deemed to be of industrystandard and satisfactory.

Section 2 Reporting of Exploration Results

(Criteria listed in the preceding section also apply to this section.)

Criteria	JORC Code Explanation	Commentary
Mineral tenementand land tenurestatus	 Type,referencename/number,locationandownership including agreements or material issueswith third parties such as joint ventures, partnerships,overriding royalties, native title interests, historicalsites, wilderness or national park and environmentalsettings. The security of the tenure held at the time ofreporting along with any known impediments toobtaining a licence to operate in the area.	 The reported results are from the Bélé Prospect, an areawithin the Mahalé Exploration Permit (Permis deRecherche) (e which is held 100% by Occidental Golds.a.r.l., a wholly owned subsidiary of Perseus MiningLimited. The Mahalé Permit is in good standing, valid through to 19December 2015.
Exploration doneby other parties	Acknowledgment and appraisal of exploration byother parties.	 Historical exploration work in the area presently coveredby the Mahalé Permit de Researche is unknown.
Geology	Deposit type, geological setting and style ofmineralisation.	 TheMahalépermitcoversgreenstone(Birimianmetavolcanics and metasediments) plus granitic intrusionsin an area 15-40km west of the Syama greenstone belt,likely representing a separate greenstone belt. Gold mineralisation observed in the RC holes is spatiallyrelated to a granitic intrusion, occurring along its contactswith mafic metavolcanics and within the intrusion. Gold appears to be associated with pyrite concentrationsin turn associated with brittle deformation along andwithin the granite contact.
Drill holeInformation	A summary of all information material to theunderstanding of the exploration results including atabulation of the following information for allMaterial drill holes:o easting and northing of the drill hole collaro elevation or RL (Reduced Level – elevation abovesea level in metres) of the drill hole collaro dip and azimuth of the holeo down hole length and interception deptho hole lengthIf the exclusion of this information is justified on thebasis that the information is not Material and thisexclusion does not detract from the understanding ofthe report, the Competent Person should clearlyexplain why this is the case.	 Reported results are summarised in Table 1 within theattached announcement. The drill holes reported in this announcement have thefollowing parameters:oOnly drill holes with combined grade X thicknesses of ≥10 gram X meters have been reported.oGrid co-ordinates are UTM WGS84_29NoCollar elevation is defined as height above sea level inmetres (RL) and has been estimated by hand held GPS.oDip is the inclination of the hole from the horizontal.Azimuth is reported in WGS 84_29N degrees as thedirection toward which the hole is drilled.oDown hole length of the hole is the distance from thesurface to the end of the hole, as measured along thedrill traceoIntersection depth is the distance down the hole asmeasured along the drill trace.oIntersection width is the down hole distance of anintersection as measured along the drill traceoHole length is the distance from the surface to the endof the hole, as measured along the drill trace. Auger-style vertical RAB drill holes are considered asgeochemical point samples, like soil samples, and not asdrill holes per se and are therefore not listed in Table 1.The Auger-style RAB drilling results are depicted in Figure 1as Au contours. Previously reported drilling results have not been repeatedin this announcement.

Criteria	JORC Code Explanation	Commentary
Data aggregationmethods	InreportingExplorationResults,weightingaveraging techniques, maximum and/or minimumgrade truncations (eg cutting of high grades) andcut-off grades are usually Material and should bestated.Where aggregate intercepts incorporate shortlengths of high grade results and longer lengths oflow grade results, the procedure used for suchaggregation should be stated and some typicalexamples of such aggregations should be shown indetail.The assumptions used for any reporting of metalequivalent values should be clearly stated.	 Drill hole intercepts are reported from 2m metre downhole samples for RC holes and 4m down hole samples forAC holes. A minimum cut-off grade of 0.5 g/t Au is applied to thereported intervals. Maximum internal dilution is 4m within a reportedinterval. No grade top cut off has been applied. No metal equivalent reporting is used or applied.
Relationshipbetweenmineralisationwidths andintercept lengths	These relationships are particularly important in thereporting of Exploration Results.If the geometry of the mineralisation with respect tothe drill hole angle is known, its nature should bereported.If it is not known and only the down hole lengths arereported, there should be a clear statement to thiseffect (eg 'down hole length, true width not known').	 The reported results are from early stage explorationdrilling;accordinglytheorientationofmineralisedstructures is currently unknown. Results are reported as down hole length, true width iscurrently unknown.
Diagrams	Appropriate maps and sections (with scales) andtabulations of intercepts should be included for anysignificant discovery being reported These shouldinclude, but not be limited to a plan view of drill holecollar locations and appropriate sectional views.	 Drill hole plans with significant assay results are shown inFigure 1.
Balanced reporting	Where comprehensive reporting of all ExplorationResults is not practicable, representative reporting ofboth low and high grades and/or widths should bepracticedtoavoidmisleadingreportingofExploration Results.	 All drill holes drilled are shown in Figure 1. Only those drillholes drilled during the Quarter which have returnedcombined assay intercepts exceeding 10 grams X meters,and are thus considered significant results in an early stageexploration program, have been reported in Table 1.
Other substantiveexploration data	Other exploration data, if meaningful and material,should be reported including (but not limited to):geological observations; geophysical survey results;geochemical survey results; bulk samples – size andmethod of treatment; metallurgical test results; bulkdensity,groundwater,geotechnicalandrockcharacteristics;potentialdeleteriousorcontaminating substances.	 There is no other exploration data which is consideredmaterial to the results reported in this announcement
Further work	The nature and scale of planned further work (egtests for lateral extensions or depth extensions orlarge-scale step-out drilling).Diagrams clearly highlighting the areas of possibleextensions,includingthemaingeologicalinterpretations and future drilling areas, providedthis information is not commercially sensitive.	 Ground geophysics (magnetics, VLF and Gradient IP) iscurrently underway on the Bélé Prospect in order to bettertarget follow up drill testing.