PERSEUS MINING LIMITED — Investor Presentation 2016

Jul 10, 2016

Corporate Update

Jeff Quartermaine Managing Director & CEO

10 July 2016

ASX/TSX: PRU

Not for release or distribution in the United States www.perseusmining.com

Cautionary Statements

Disclaimer

No representation or warranty, express or implied, is made by Perseus that the material contained in this presentation will be achieved or prove to be correct. Except for statutory liability which cannot be excluded, each of Perseus, its directors, officers, employees, advisers and agents expressly disclaims any responsibility for the accuracy, fairness, sufficiency or completeness of the material contained in this presentation, or any opinions or beliefs contained in this presentation, and excludes all liability whatsoever (including in negligence) for any loss or damage which may be suffered by any person as a consequence of any information in this presentation or any error or omission there from. To the maximum extent permitted by the law, Perseus disclaims any obligation to update or keep current the information contained in this presentation or to correct any inaccuracy or omission which may become apparent, or to furnish any person with any further information. Any opinions expressed in the presentation are subject to change without notice.

Forward-Looking Statements

This presentation 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 (EGM) without any major disruption, development of a mine at the Sissingué Gold Project, the timely receipt of required governmental approvals, the accuracy of capital and operating cost estimates, the completion of a feasibility study for the Yaouré Project on its exploration and development activities, 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. 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. This presentation contains forward-looking information in respect of EGM's forecast production and All-In Site Costs for the mine, which updates and supersedes the forward-looking information in relation to production and All-In Site Costs provided in the Company's updated Life of Mine Plan for the EGM which was released on 19 April 2016 and the Investor Presentation released on 20 April 2016.

ASX Listing Rule and National Instrument 43-101 Compliance Note

The information in this presentation in relation to the Mineral Resource for the EGM deposits was first reported by the Company in compliance with the JORC Code 2012 in market announcements released on 27 August 2014, 4 September 2014, 20 April 2015 and updated in its 2015 Financial Statements released on 31 August 2015 and a market release on 19 April 2016. The information in this presentation in relation to the EGM Ore Reserves which were first reported by the Company in compliance with the JORC Code 2012 in a market announcement released on 20 April 2015 and updated in its 2015 Financial Statements released on 31 August 2015 and a market release on 19 April 2016. The Company confirms that it is not aware of any new information or data that materially affects the information in those market announcements and that all material assumptions and technical parameters underpinning the estimates in those market announcements continue to apply and have not materially changed.

The information in this presentation that relates to Mineral Resources and Ore Reserves for the Sissingué Gold Project (SGP) was first reported by the Company in compliance with the JORC Code 2012 in a market announcement released on 21 April 2015. The Company confirms that it is not aware of any new information or data that materially affects the information in that market announcement and that all material assumptions and technical parameters underpinning the estimates in those market announcements continue to apply and have not materially changed.

All production targets for the EGM and the SGP referred to in this presentation are underpinned by estimated Ore Reserves which have been prepared by competent persons in accordance with the requirements of the JORC Code. The Company confirms that all material assumptions underpinning those production targets, or the forecast financial information derived from those production targets, in the market releases dated 19 April 2016 (EGM) and 21 April 2015 (SGP) continue to apply and have not materially changed. Refer "Technical Report — Central Ashanti Gold Project, Ghana" dated 30 May 2011 and "Technical Report — Sissingué Gold Project, Côte d'Ivoire" dated 29 May 2015. Steffen Brammer and Paul Thompson, each of whom is a Qualified Person as defined in NI 43-101 and an employee of the Company, have approved the inclusion of technical and scientific information in this presentation.

Cautionary Statements

All information in this presentation concerning the Yaouré Gold Project (YGP) are reported as Foreign Estimates as defined in the ASX Listing Rules in accordance with ASX Listing Rules 5.12.1 to 5.12.10 and as Historical Estimates as defined Canadian National Instrument 43-101 (NI 43-101) under NI 43-101. The Foreign Estimates and Historical Estimates are together referred to as "Estimates". The Estimates for the YGP have been sourced from the following report in accordance with NI 43-101: Technical Report and Prefeasibility Study of the YGP, Côte d'Ivoire. Document No 1494400100-REP-R0001-01 from 14th May 2015.

The Estimates have been classified as Inferred, Indicated and Measured under NI 43-101. The classification categories are considered by the Company to be equivalent to the JORC categories of the same name (JORC 2012), thus the NI 43-101 compliant estimates are considered "qualifying foreign estimates" for the purposes of the ASX Listing Rules. The Company has reviewed the relevant Technical Reports for the YGP and believes the foreign estimates were conducted in a professional and competent manner and are relevant for purposes of the Company's decision regarding these properties. However, neither the Company nor its qualified persons have completed the work necessary to verify the Estimates and the estimates should not be relied upon.

The Estimate for the YGP deposit is material to Perseus. The Mineral Resource Estimate is based on Reverse Circulation (RC) and diamond core (DD) drill holes, conducted by Amara Mining plc (Amara) since 2005. Drill holes were nominally spaced at 50x50m over the entire prospect,. A total of 630 RC holes for 59,096.65m and 405 DD holes for 116,383.35m were drilled. Resource wireframes were generated by combining manually digitzed sectional polygons. A standard block model was created with 12.5x12.5x10m parent block size and grade estimation was performed using a combination of Ordinary Kriging (OK) and Cubed Inverse Distance (ID³) algorithms, both with top-cuts applied.

The oxides of the YGP deposits have been partly mined in open pit heap leach operations by the Compagnie Minière d'Afrique (CMA) between 1999 and 2003, and between 2008 and 2011 by Amara. Historic data from drilling prior to 2005, and grade control data from the mining operations were not included in the Mineral Resource Estimate. The depletion due to mining by CMA and Amara, as well as backfilling of the historic CMA open pits have been taken into account.

Mineralogical and metallurgical test work was carried out on several ore types at variable grades. Investigations indicated that the ores are free milling and non-refractory at a grind size of approximately P80 = 75 μm. The ore is hard and amenable to direct cyanidation, with an overall gold recovery of approximately 90%.

Open pit mining using conventional drill and blast methods was adopted taking into consideration oxide and fresh material. Pits were optimised and then designed in staged cutbacks. Suitably sized mining equipment was adopted with total material movement determined based on the plant throughput rate with an elevated cut-off strategy in the early years of production to maximise grade. Owner mining was adopted.

The process plant was designed for a 6.5Mt/a capacity. The flowsheet comprised a gyratory crusher, SAG mill, ball mill, gravity concentration, thickeners, agitated leach tanks, CIP circuit, elution and electrowinning to produce doré gold bars for refining.

Infrastructure was designed to match the overall mining and processing rates, including tailings storage facility, power and water supply, camp, offices, workshops and roads. Cost estimates were completed to +/-25%. A $1,250/oz gold price was used in the evaluation.

A statement was made by Amara on 26 February 2016 updating the Mineral Resource and Ore/Mineral Reserve at the YGP. An incomplete draft technical report was available to Perseus, but a fully compliant NI 43-101 document had not been completed. Therefore the May 2015 NI 43-101 technical report is the basis of the Estimate.

Perseus intends to complete a feasibility study on the YGP including a NI 43-101 technical report as soon as possible, with completion expected 12-15 months from commencement in April 2016. The feasibility will be focussed on increasing geological information by carrying out closer spaced drilling in targeted areas than has been completed historically. Also significant additional metallurgical test work will be carried out, with a specific focus on comminution. The new information will be used to better define controls on mineralisation and thereby determine the tonnes and grade of the deposit with greater reliability and develop a geometallurgical model. The mining method for the deposit can then be optimised along with the mining and processing rates. The process plant design and associated infrastructure will then be finalised. Quotes will be sought from suitably experienced mining contractors to fully evaluate the option of contract mining compared to owner mining. The feasibility will be funded from funds from the Equity Raising.

Cautionary Statements

Cautionary statement

The Estimates are historical/foreign estimates and are not reported in accordance with the JORC Code. A qualified person has not completed sufficient work to classify the Estimates as current mineral resources or ore reserves in accordance with the JORC code and the Company is not treating the Estimates as current. It is uncertain that following evaluation and/or further exploration work the Estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code.

US investors should note that while the Company's reserve and resource estimates comply with the JORC Code, they may not comply with Industry Guide 7, which governs disclosures of mineral reserves in registration statements filed with the US Securities and Exchange Commission. In particular, Industry Guide 7 does not recognise classifications other than proven and probable reserves and, as a result, the SEC generally does not permit mining companies to disclose their mineral resources in SEC filings. You should not assume that quantities reported as "resources" will be converted to reserves under the JORC Code or any other reporting regime or that the Company will be able to legally and economically extract them.

Competent Persons/Qualified Person Statement

The information in this presentation that relates to the reporting of Yaouré Mineral Resource Foreign Estimates is provided under ASX listing rules 5.12.2 to 5.12.7 and under Canadian National Instrument 43 101 (NI 43-101) and is an accurate representation of the available data and studies for those projects based upon information compiled and Historical Estimates by Mr Steffen Brammer, who is Member of The Australasian Institute of Mining and Metallurgy. Mr Steffen Brammer is an employee of the Company. Mr Steffen Brammer has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and to the activity which he is undertaking 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 as a Qualified Person as defined in NI 43-101. Mr Steffen Brammer consents to and has approved inclusion in the report of the matters based on his information in the form and context in which it appears.

The information in this presentation that relates to the reporting of Yaouré Mineral Reserve Foreign Estimates and Historical Estimates is provided under ASX listing rules 5.12.2 to 5.12.7 and under NI 43-101 and is an accurate representation of the available data and studies for those projects based upon information compiled by Mr Paul Thompson, who is Fellow of The Australasian Institute of Mining and Metallurgy. Mr Paul Thompson is an employee of the Company and has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and to the activity which he is undertaking 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 a Qualified Person as defined in NI 43-101. Mr Paul Thompson consents to and has approved inclusion in the report of the matters based on his information in the form and context in which it appears.

Investment Highlights

Successful diversified West African gold producer, developer and explorer:

• Producing Edikan Gold Mine, LOMP envisages average production of 222,000 ounces per annum at US$865 per ounce AISC1 over 7.5 years providing substantial leverage to the gold price

Strong growth profile:

• Sissingué Project, full scale development approved, planned 75,000 ounces per annum at AISC of US$632 per ounce
• Yaouré Project, DFS in progress, development decision in approximately 24 months

Significant Mineral Resource inventory2 :

• 6.0Moz of M&I Mineral Resources, including 2.7Moz of P&P Ore Reserves (Edikan and Sissingué), plus 5.2Moz of M&I Mineral Resources, including 3.2Moz of P&P Ore Reserves (Yaouré) (See cautionary Statement below)

Enhanced balance sheet to fund growth:

• Sissingué to be fully funded post successful completion of the Equity Raising and debt draw down3
• Perseus expects to be in a strong position to fund future growth from internal cash flows and/or debt4

A proven developer/operator led by an experienced management team with a clear strategic plan to improve total shareholder returns

*Cautionary statement: These estimates are historical/foreign estimates and are not reported in accordance with the JORC Code. A qualified person has not completed sufficient work to classify these estimates as current mineral resources or ore reserves in accordance with the JORC code and the Company is not treating these estimates as current. It is uncertain that following evaluation and/or further exploration work these estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code. For further information regarding the treatment of these estimates, the reader is referred to slides 3 and 5

• 1. All In Site Costs (AISC) include all production costs, royalties, development costs and sustaining capital
• 1. Ore Reserve and Mineral Resource figures given on 100% basis. Please refer to the Appendix of this presentation for further details regarding Perseus's Mineral Resources and Ore Reserve
• 1. Subject to relevant bank credit approval and completion of debt facility documentation which is anticipated in the coming months
• 1. At current gold prices and based on current production estimates, current expectations around other operational parameters, and Perseus's current estimates of Yaouré which may change as a result of the DFS

Current Market Metrics

Key Information	As at 7 July 2016	Post-Retail EntitlementOffer3
Share price (A$)	0.67	n/a
Shares outstanding (m)	1,005	1,0204
Warrants outstanding (m)1	142	142
Market capitalisation (A$m)	673	6815
2Cash (A$m)	146	1536
2Debt (A$m)	-	-
Enterprisevalue (A$m)	527	527

Note: Market data as at 7 July 2016

• 1. 143,050,770 warrants were issued as part of the Amara acquisition consideration. Each warrant is exercisable at $0.44 on or before 19 April 2019. If all remaining 142,404,331 warrants outstanding are exercised (646,439 warrants have already been exercised) Perseus will receive ~A$62.7m / US$46.7m assuming A$/US$ exchange rate of 0.7443 as at 30 June 2016
• 1. Cash and debt as at 30 June 2016, A$ cash converted to US$ at A$/US$ rate of 0.7443 as at 30 June 2016. Cash balance excludes 8,342ozs of gold on hand which at 30 June 2016 was valued at A$14.8m based on a gold price of US$1,320.75/oz
• 1. Pro forma assumes gross proceeds (pre raising costs) of A$7.7m from the Retail component of the Entitlement Offer
• 1. Existing shares on issue plus ~15.4m new shares issued as part of the Retail component of the Entitlement Offer
• 1. Theoretical pro forma market capitalisation based on market capitalisation as at market close on 7 July 2016 plus proceeds from the Retail component of the Entitlement Offer
• 1. Includes 30 June 2016 cash of A$145.7m plus assumed gross proceeds (pre raising costs) of A$7.7m from the Retail component of the Entitlement Offer. Cash balance excludes 8,342ozs of gold on hand which at 30 June 2016 was valued at A$14.8m based on a gold price of US$1,320.75/oz

6

Material Increase in Share Price Following Amara Transaction and Equity Raising

• Share price has performed strongly since announcement of Amara transaction on 29 February 2016 and more recently since the closing of the Placement and Institutional component of the Entitlement Offer – Both the transaction and the Equity Raising received strong support from both sets of shareholders
• Enhanced, high quality shareholder register strong institutional presence globally, with top 6 shareholders accounting for ~30% of the register
• Further near-term catalysts expected to maintain momentum

Our Strategy for Creating Value for Shareholders

Drive increased productivity at Edikan through further optimisation and focussed capital investment

Generate optimal shareholder value through staged development of multiple quality gold assets

risks through multi country projects and excellent long term incountry relationships

Mitigate geopolitical

Unlock the value of our growth assets, Yaouré and Sissingué by bringing to production quickly and efficiently

Finance growth through the prudent use of debt to supplement existing cash and future cash flows

Leverage the skills and experience of our operating team and Board to deliver successful outcomes

A Diversified West African Development and Operational Portfolio²

*Cautionary statement: These estimates are historical/foreign estimates and are not reported in accordance with the JORC Code. A qualified person has not completed sufficient work to classify these estimates as current mineral resources or ore reserves in accordance with the JORC code and the Company is not treating these estimates as current. It is uncertain that following evaluation and/or further exploration work these estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code. For further information regarding the treatment of these estimates, the reader is referred to slides 3 to 5.

1Note: Ore Reserve and Mineral Resource figures given on 100% basis. Please refer to the Appendix of this presentation for further details regarding Perseus's Mineral Resources and Ore Reserves

² Baomahun and Grumesa Projects not included in portfolio as not currently scheduled for development

Edikan Gold Mine: The flagship of the company

Overview

• Open pit gold mine in southern Ghana in operation for over 4 years
• Average gold production of 222,000 ounces pa estimated over the remaining 7.5 year life
• Average AISC over LOMP estimated at US$865 per ounce, significantly lower than current levels which reflect substantial capital investment
• Material improvements in operation since 2015 including:
  • Decreased unit mining and processing costs
  • Improved operating efficiency
  • Overcame power supply issues with additional generating capacity and third party deals
  • Modifying plant to reduce bottlenecks and unscheduled downtime

Edikan June Quarter 2016 – Update

June 2016 Half Year guidance

In April 2016, June 2016 Half Year guidance revised to 75,000-90,000 ounces and full year to 152,000-167,000 due to:

• × Lower than anticipated reconciliation between Resource model and mill grades
• × Limited fresh ore available from eastern pits due to unexpected depth of weathering
• × Reduced runtime due to unscheduled maintenance shutdowns

Remedial actions to bring production back on track

• Implemented rigorous grade control practices suited to geological conditions
• Mined through transitional zone to access fresh ore
• Increased emphasis on planned maintenance

Update

Remedial actions generate progressive improvement in key operating parameters including head grade, throughput, run time and daily gold production:

• Average grade in June Quarter 19% higher than prior quarter and by June 2016 run time restored to 88% incl. scheduled maintenance downtime
• June 2016 Half year and FY2016 gold production guidance achieved with production of 77,208 ounces and 153,901 ounces achieved respectively
• FY2016 AISC expected to be towards upper end of guidance range of US$1,300-US$1,400 per ounce, given lower production and fixed nature of key costs

Current LOMP envisages a material increase in gold production in FY2017 compared to FY2016 with the increase in production weighted towards the second half of FY2017 as grades improve

Parameter	Units		2017 per LOMP
		Dec 16 Half	Jun 17 Half	FullYear	Full Year
Gold Production	'000 ounces	80-100	125-145	205-245	226
Production costs1	$US per ounce	1,145-1,420	950-1,080	1,030-1,210	1,115
All-In Site Costs2	$US per ounce	1,285-1,595	995-1,135	1,110-1,325	1,207

• Mining to progressively transition from Fetish and Chirawewa to Esuajah North, which is forecast to become the main ore source by the December 2016 quarter
• Relocation housing investment capital forecast to be largely completed by the December 2016 quarter
• Two week planned shutdown in October 2016 factored into forecasts and will see the tie in of all the plant improvements and is expected to result in reduced operating costs and increased mill availability
• Grades forecast to increase significantly in June 2017 half, increasing production

Notes:

• 1. Production costs reflect All-In Site Costs excluding sustaining capital
• 1. All-In Site Costs (AISC) include all production costs (including royalties), and sustaining capital

Progressive improvement expected over the course of FY2017

Based on current LOMP significant improvements to production and AISC are expected post plant upgrade in October 2016

All in site cost (US$/oz)

Note: Charts present LOMP outputs for FY2017 and are forward looking estimates.

Edikan: Short term spend for long term gain1

Intensive re-investment through to December 2016 including

• Facilities required to access to all mining areas/mining infrastructure
• Processing infrastructure (including plant improvements and power station)
• Waste Stripping
• Tailings Dam Lift
• All capital investment included in All-In Site Cost

1. Forecast spend to the end of FY18

Edikan: Expected Strong Cash Generation from FY2018 Onwards

Updated Life of Mine Plan – released 19 April 2016

• 7.5 years of production from 1 July 2016
• Average annual production of 258,000 ounces for 5 years from FY2017, with average annual gold production over life of mine of 222,000 ounces
• Average All-In Site Cost of US$865 per ounce over LOMP
• Material reduction in sustaining capital compared to previous life of mine plan

Medium Term Expectations based on current LOMP	Units	FY17	FY18
Gold Production	'000 ounces	226	282
All-In Site Costs1	US$per ounce	1,207	996

1. All-In Site Costs (AISC) include all production costs (including royalties), development costs and sustaining capital

Sissingué Gold Project: Near Term Growth

Overview

• Development project in northern Côte d'Ivoire
• Ore Reserves of 0.43Moz of gold (5.5Mt at 2.4g/t) based on pit shells calculated at US $ 1 ,200 /oz gold
• Forecast average annual production of 75 ,000 ounces at a LOM All -In Site Cost of US $632 per ounce
• Capital payback estimated within 32 months based on US $ 1 ,200 per ounce gold price
• Expected mine life of 5 .25 years with potential to extend
• Permitting complete and fiscal stability agreement guaranteed by the government

Project Timeline

• Activated execution plan for full scale development of the mine and associated infrastructure on 1 July 2016
• Finalising equity funding on 15 July 2016 with completion of A $102 million Placement and Entitlements Entitlements Offer
• Finalising project debt funding on coming months
• First gold production expected by the December 2017 quarter
• 1. Post tax number

1

Yaouré Gold Project: Medium Term Growth

Overview

• DFS stage development project in central Côte d'Ivoire
• Measured and Indicated Mineral Resources of 5.2Moz (104.1Mt at 1.54g/t)* (see cautionary statement below)
• Potential for large scale, long life, low cost production
• Ideally located with excellent existing infrastructure

Next Steps

• Definitive Feasibility Study (DFS) underway to be completed by June 2017 quarter
• 42,000 metre drilling programme planned planned to commence in July 2016
• Completion of DFS, financing, negotiation of Mining Convention, and execution plan estimated at 24 months
• Construction period estimated at 18 months

17 *Cautionary statement: These estimates are historical/foreign estimates and are not reported in accordance with the JORC Code. A qualified person has not completed sufficient work to classify these estimates as current mineral resources or ore reserves in accordance with the JORC code and the Company is not treating these estimates as current. It is uncertain that following evaluation and/or further exploration work these estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code. For further information regarding the treatment of these estimates, the reader is referred to slides 3 to 5.

Yaouré: Substantial Mineral Resource Ideally Located for Large Scale Production

Strong Pipeline from Exploration to Production

Corporate Outlook

• Corporate growth strategy designed to transform Perseus from a single mine-single country business to a credible mid-tier, multi-operation enterprise spanning several geopolitical settings
• Implementation of our corporate growth strategy requires:
  • Physical assets Amara acquisition materially expanded the portfolio and introduced the very high quality Yaoure Project into the mix
  • Human assets Over the last three years we have progressively built our team and now employ a group of highly capable and experienced practitioners covering the critical disciplines. Continuing to opportunistically employ high quality people when identified.
  • Financial assets Raising of A$102 million of equity capital with remaining A$7.7 million due to close on 15 July. A US$60 million project debt facility is expected to receive credit committee approval in the near term and we are six months away from completing a capital programme at Edikan that will enable very material cash generation to commence, leaving Perseus well funded to deliver growth strategy.
  • Social licence Social licence in Ghana and Cote d'Ivoire is robust supported by years of delivering on undertakings to host governments and communities
• Targeting progressive growth in gold production from FY2017 (~226koz) to FY2021 (500koz+)
• Ingredients are in place, and it is now all about successful execution…….

Key Milestones for Remainder of CY2016

Edikan capital enhancement project

Current stage of the relocation housing and plant upgrade scheduled for completion in December 2016 quarter

Completion of Equity Raising and announcement of credit approval of Sissingué financing package and development decision

Expected: Early September 2016 quarter

Receipt of Yaouré environmental licence

Expected: September 2016 quarter

Commencement of Yaouré 42,000m drilling programme and announcement of drilling results

Expected to commence in September 2016 quarter with results throughout September and December 2016 quarters

Perseus: Transforming into a Mid-Tier Gold Producer

Successful West African-focused gold producer

Producing mine and strong development pipeline

Large Ore Reserve and Mineral Resource inventory

Robust balance sheet – strong cash position and no debt

Contact Us

ASX/TSX: PRU www.perseusmining.com

Jeff Quartermaine Managing Director & CEO +61 8 6144 1700

Cathy Moises

Investor Relations (Australia) +61 412 196 350 cathy.moises@perseusmining.com

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

APPENDICES

Reginald Gillard Non-Executive Chairman

More than 30 years' experience in accounting and corporate finance. Chairman of Platina Resources and former Chairman of Aspen Group.

Jeff Quartermaine Managing Director and CEO

More than 25 years' experience in financial and management roles in resources companies. Certified Practising Accountant with business management & engineering qualifications.

Colin Carson Executive Director

Director of numerous Australian public companies since the 1980s. Overseas joint venture negotiations and corporate and legal matters for Perseus.

Sean Harvey Non-Executive Director

John McGloin Non-Executive Director

Significant management and M&A experience within public & private management companies, including Orvana Minerals, Samara Gold and TVX Gold.

Alex Davidson Non-Executive Director

Mike Bohm Non-Executive Director

25

Experienced mining professional with extensive corporate and operational and management experience across the resources sector.

Edikan Mineral Resources and Reserves*

5.1Moz of gold

in Measured & Indicated Mineral Resources (144.8Mt at 1.1g/t)

INCLUDING PLUS

in Proven & Probable Reserves (58.4Mt at 1.2g/t)

2.3Moz of gold 2.0Moz of gold

in Inferred Mineral Resources (61.4Mt at 1.0g/t)

Edikan Mineral Resources and Reserves*

Deposit		Proved Reserves			Probable Reserves		Proved+Probable Reserves
	QuantityMt	Gradegt Au	GoldKoz	QuantityMt	Gradegt Au	GoldKoz	QuantityMt	Gradegt Au	GoldKoz
AF Gap-Fobinso	13.3	1.2	510	2.0	1.0	63	15.3	1.2	573
Fetish	7.4	1.0	236	6.9	1.4	323	14.3	1.2	559
Chirawewa	1.7	1.0	54	2.6	1.3	111	4.3	1.2	165
Bokitsi	0.6	3.5	69	0.2	1.9	91	0.8	3.5	79
Esuajah North	11.5	1.0	360	3.8	0.9	114l	15.3	1.0	475
Esuajah South	5.8	1.8	334	0.9	2.0	57	6.7	1.8	391
Stockpile	1.8	0.6	33 1				1.8	0.6	33
Total	42.1	1.2	1,597	16.4	1.3	678	58.5	1.2	2,275

INCLUDING

Sissingué Mineral Resources and Reserves*

880koz of gold

in Measured & Indicated Mineral Resources (16.0Mt at 1.7g/t)

INCLUDING PLUS

429koz of gold 63koz of gold

in Proven & Probable Reserves (5.5Mt at 2.4g/t)

in Inferred Mineral Resources (1.1Mt at 1.7g/t)

*As at 30 June 2015

Sissingué Mineral Resources and Reserves*

Deposit		Proved Reserves			Probable Reserves		Proved+Probable Reserves
	QuantityMt	Gradegt Au	GoldKoz	QuantityMt	Gradegt Au	GoldKoz	QuantityMt	Gradegt Au	GoldKoz
Oxide/Transition	1.4	2.2	97	1.4	$1.4^{\circ}$		2.8		159
Primary	2.0	3.3	215I	0.7	2.3	54I	2.7	3.1	270
Total	3.4	2.8	312	2.1	A.7	115	5.5	2.4	429

INCLUDING

* As at 30 June 2015

Yaouré Mineral Resources and Reserves1,2

5.2Moz of gold

in Measured & Indicated Mineral Resources (104.1Mt at 1.5g/t) (see cautionary statement below)

INCLUDING PLUS

in Proven & Probable Reserves (62.3Mt at 1.6g/t)

3.2Moz of gold 2.2Moz of gold

in Inferred Mineral Resources (47.7Mt at 1.4g/t)

1. Cautionary statement: These estimates are historical/foreign estimates and are not reported in accordance with the JORC Code. A qualified person has not completed sufficient work to classify these estimates as current mineral resources or ore reserves in accordance with the JORC code and the Company is not treating these estimates as current. It is uncertain that following evaluation and/or further exploration work these estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code. For further information regarding the treatment of these estimates, the reader is referred to slides 3-5.

1. As at 24 November 2015

Yaouré Mineral Resources and Reserves1,2

Deposit		Proved Reserves			Probable Reserves		Proved+Probable Reserves
	QuantityMt	Gradeat Au	GoldKoz	Quantity GradeMt	at Au	GoldKoz	QuantityMt	Gradeat Au	GoldKoz
Yaouré	18.1	1.8	1,100	44.2	1.5	2,200	62.3	1.6	3,200
Total	18.1	1.8	1,100	44.2	1.5	2.200	62.3	1.6	3,200

Deposit	Measured Resources			Indicated Resources			Measured + Indicated Resources			Inferred Resources
	Quantity	Grade 1	Gold	Quantity	Grade	Gold	Quantity	Grade	Gold	Quantity	Grade	Gold
	Mt	at Au	Koz	Mt	at Au	Koz	Mt	gt Au	Koz	Mt	at Au	Koz
Yaouré	18.6		.114	85.5		4,042	104.1		5,155	47.7		2,156
Total	18.6	1.9	1.114	85.5	1.5	4,042	104.1	1.5.	5,155	47.7		2,156

1. Cautionary statement: These estimates are historical/foreign estimates and are not reported in accordance with the JORC Code. A qualified person has not completed sufficient work to classify these estimates as current mineral resources or ore reserves in accordance with the JORC code and the Company is not treating these estimates as current. It is uncertain that following evaluation and/or further exploration work these estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code. For further information regarding the treatment of these estimates, the reader is referred to slides 3-4.

2. As at 24 November 2015

Debt Funding Update

• Perseus has mandated Macquarie Bank and BNP Paribas to provide a term debt facility of US$60 million on a 50/50 basis
  • Continues Perseus' banking relationship with Macquarie Bank who financed Edikan
  • Bank technical due diligence underway, site visits have been undertaken
  • Credit approval and completion of documentation is anticipated in the coming months with drawdown to follow
  • Indicative term sheet commercially agreed including requirement for 100,000 ounces of hedging at US$1,200 per ounce or higher
• Macquarie Bank has extended an early hedging line of 100,000 ounces to Perseus Mining Limited, 100,000 ounces of gold forwards have been sold so far at US$1,308 per ounce. This greatly reduces the price risk on finalising the finance
• Assuming the successful completion of the Equity Raising, and debt drawdown, Perseus does not intend to arrange any mezzanine debt finance for Sissingué as previously indicated
• Combining the Macquarie Bank/BNP Paribas debt with US$40 million of proceeds expected from the Equity Raising, the estimated cost of construction of the Sissingué Gold Mine will be fully financed