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Teranga Gold Announces Record Free Cash Flow for 2014

TORONTO, ONTARIO–(Marketwired – Feb 18, 2015) – Teranga Gold Corporation (“Teranga” or the “Company”) (TGZ.TO)(TGZ.AX) is pleased to report its financial results for the fourth quarter and full year ended December 31, 2014. All financial information is in US dollars unless otherwise noted.

“During 2014 we made significant progress in executing against our key objectives, namely to maximize free cash flow and profitability, to strengthen our balance sheet and to grow organically,” stated Richard Young, President and Chief Executive Officer of Teranga. “With the significant improvement in our costs and efficiencies, we generated free cash flow of $189 per ounce, which is in line with the top senior gold companies.”

“Just as importantly, our balance sheet strengthened significantly over the last 12 months,” stated Navin Dyal, Vice President and Chief Financial Officer of Teranga. “As of today we are now debt-free, a stand-out achievement in our sector particularly given the declining gold price environment.”

Added Mr. Young, “Last year was a successful one for Teranga and 2015 is starting off on an equally positive note. Roadwork has begun on our new high-grade Gora deposit and we are focused on having this new mine up and running by the fourth quarter. With 6.1 million ounces of measured and indicated gold resources, together with the growth opportunities we see from our large mine license and regional land package, we believe we are just scratching the surface of our potential.”

Key Highlights

Three months ended December 31 Year ended December 31 2014 2013 Change 2014 2013 Change Revenue 76,553 58,302 31 % 260,588 297,927 (13 %) Profit (loss) attributable to shareholders of Teranga 27,693 (2,420 ) n/a 17,776 50,280 (65 %) Per share 0.08 (0.01 ) n/a 0.05 0.19 (72 %) Operating cash flow 30,677 13,137 134 % 49,009 74,307 (34 %) Free cash flow1 26,572 20,412 30 % 39,096 16,251 141 % Gold production (ounces)2 71,278 52,368 36 % 211,823 207,204 2 % Total cash costs per ounce sold3 598 711 (16 %) 710 641 11 % All-in sustaining costs per ounce sold3 711 850 (16 %) 865 1,033 (16 %)

For a full explanation of Financial, Operating, Exploration and Development results please see the Audited Consolidated Financial Statements and Management’s Discussion & Analysis for 2014 at www.terangagold.com.

Consolidated profit attributable to shareholders increased to $27.7 million ($0.08 per share) for the fourth quarter, while full year profit attributable to shareholders totaled $17.8 million ($0.05 per share) Free cash flow increased to $26.6 million for the fourth quarter and $39.1 million for the full year The Company is now debt free having retired the outstanding balance of its loan facility on December 31, 2014 and fully repaid the outstanding balance of its finance facility subsequent to year-end Construction began on the high-grade Gora satellite deposit on February 14th – production expected in the fourth quarter The Company expects to generate positive free cash flow in 2015 based on 2015 production in the range of 200,000 to 230,000 ounces(2) at total cash costs of $650 to $700 per ounce3 and all-in sustaining costs (including all new project development costs) of $900 to $975 per ounce3

1Free cash flow is defined as operating cash flow (excluding one-time transaction costs related to the acquisition of the OJVG) less capital expenditures.

2This production guidance is based on existing proven and probable reserves only from both the Sabodala mining licence and OJVG mining license as disclosed in Table 2 on page 8 of this Report. The estimated ore reserves underpinning this production guidance have been prepared by a competent person in accordance with the requirements of the 2012 Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the “JORC Code”). Please refer to the Competent Persons Statement on pages 22-23 of this Report.

3Total cash costs per ounce and all-in sustaining costs per ounce of gold sold are non-IFRS measures which do not have standard meanings under IFRS. Please refer to Non-IFRS Performance Measures at the end of this Report.

Review of Financial Results

(US$000’s, except where indicated) Three months ended December 31 Year ended December 31 Financial Data 2014 2013 2014 2013 2012 Revenue 76,553 58,302 260,588 297,927 350,520 Profit (loss) attributable to shareholders of Teranga1 27,693 (2,420 ) 17,776 50,280 93,655 Per share1 0.08 (0.01 ) 0.05 0.19 0.38 Operating cash flow 30,677 13,137 49,009 74,307 104,982 Capital expenditures 4,105 3,725 18,913 69,056 115,785 Free cash flow2 26,572 20,412 39,096 16,251 (10,803 ) Cash and cash equivalents (including bullion receivables and restricted cash) 35,810 42,301 44,974 Net cash (debt)3 31,864 (32,068 ) (75,182 ) Total assets1 726,323 628,643 565,715 Total non-current liabilities 128,112 29,241 68,505 Note: Results include the consolidation of 100% of the OJVG’s operating results, cash flows and net assets from January 15, 2014. 1 The Company has reassessed the accounting for deferred stripping assets to include amortization of equipment directly related to deferred stripping activity. The impact of this adjustment has been applied retrospectively from January 1, 2012. 2 Free cash flow is defined as operating cash flow (excluding one-time transaction costs related to the acquisition of the OJVG) less capital expenditures. 3 Net cash (debt) is defined as total borrowings and financial derivative liabilities less cash and cash equivalents, bullion receivables and restricted cash.

Review of Operating Results

Three months ended December 31 Year ended December 31 Operating Results 2014 2013 2014 2013 Ore mined (‘000t ) 2,666 1,993 6,174 4,540 Waste mined – operating (‘000t ) 5,594 6,655 21,178 15,172 Waste mined – capitalized (‘000t ) 490 420 1,969 15,066 Total mined (‘000t ) 8,750 9,068 29,321 34,778 Grade mined (g/t ) 1.47 1.61 1.54 1.62 Ounces mined (oz ) 126,334 103,340 305,192 236,718 Strip ratio waste/ore 2.3 3.6 3.7 6.7 Ore milled (‘000t ) 1,009 860 3,622 3,152 Head grade (g/t ) 2.44 2.11 2.03 2.24 Recovery rate % 90.1 89.7 89.7 91.4 Gold produced1 (oz ) 71,278 52,368 211,823 207,204 Gold sold (oz ) 63,711 46,561 206,336 208,406 Average realized price $/oz 1,199 1,249 1,259 1,246 Total cash cost (incl. royalties)2 $/oz sold 598 711 710 641 All-in sustaining costs2 $/oz sold 711 850 865 1,033 Mining ($/t mined ) 2.58 2.65 2.83 2.59 Milling ($/t milled ) 13.91 17.96 17.15 20.15 G&A ($/t milled ) 4.27 4.84 4.61 5.38 1 Gold produced represents change in gold in circuit inventory plus gold recovered during the period. 2 Total cash costs per ounce and all-in sustaining costs per ounce are prior to non-cash inventory write-downs to net realizable value and are non-IFRS financial measures that do not have a standard meaning under IFRS. Please refer to Non-IFRS Performance Measures at the end of this report. Three months ended December 31, 2014 Masato Sabodala Total Ore mined (‘000t) 1,788 878 2,666 Waste mined – operating (‘000t) 3,789 1,805 5,594 Waste mined – capitalized (‘000t) 490 – 490 Total mined (‘000t) 6,067 2,683 8,750 Grade mined (g/t) 1.28 1.86 1.47 Ounces mined (oz) 73,875 52,459 126,334 Year ended December 31, 2014 Masato Sabodala Total Ore mined (‘000t) 2,003 4,171 6,174 Waste mined – operating (‘000t) 4,392 16,786 21,178 Waste mined – capitalized (‘000t) 490 1,479 1,969 Total mined (‘000t) 6,885 22,436 29,321 Grade mined (g/t) 1.27 1.66 1.54 Ounces mined (oz) 82,017 223,175 305,192

Review of Cost of Sales

(US$000’s) Three months ended December 31 Year ended December 31 Cost of Sales 2014 2013 2014 2013 Mine production costs – gross 41,123 43,555 162,410 170,752 Capitalized deferred stripping (1,266 ) (1,444 ) (5,976 ) (43,264 ) Capitalized deferred stripping – non-cash1 189 137 (658 ) (4,124 ) 40,046 42,248 155,776 123,364 Depreciation and amortization – deferred stripping assets1 7,205 12,639 28,911 17,850 Depreciation and amortization – property, plant & equipment and mine development expenditures 11,988 15,263 40,605 60,683 Royalties 3,843 2,890 12,486 14,755 Advanced royalty payment 391 – 440 – Rehabilitation – – – 6 Inventory movements (5,802 ) (11,945 ) (22,145 ) (8,552 ) Inventory movements – non-cash1 (3,907 ) (12,569 ) (8,089 ) (14,672 ) (9,709 ) (24,514 ) (30,234 ) (23,224 ) Total cost of sales before adjustments to net realizable value 53,764 48,526 207,984 193,434 Adjustments to net realizable value1 (10,865 ) – – – Adjustments to net realizable value – depreciation1 (5,161 ) – – – (16,026 ) – – – Total cost of sales 37,738 48,526 207,984 193,434 1 The Company has reassessed the accounting for deferred stripping assets to include amortization of equipment directly related to deferred stripping activity. The impact of this adjustment has been applied retrospectively from January 1, 2012.

DECEMBER QUARTER FINANCIAL HIGHLIGHTS

Gold revenue for the three months ended December 31, 2014 was $76.6 million compared to gold revenue of $58.3 million for the same prior year period. The increase in gold revenue was due to 37 percent higher gold sales volume, partially offset by 4 percent lower realized gold prices during the fourth quarter of 2014. During the fourth quarter of 2014, 63,711 ounces were sold at an average realized gold price of $1,199 per ounce. During the fourth quarter of 2013, 46,561 ounces were sold at an average realized price of $1,249 per ounce. Consolidated profit for the three months ended December 31, 2014 was $27.7 million ($0.08 per share), compared to a loss of $2.4 million ($0.01 loss per share) in the same prior year period. The increases in profit and earnings per share over the prior year quarter were primarily due to higher revenues in the current year quarter, and a reversal of non-cash inventory write-down to net realizable value (“NRV”) totaling $16.0 million recorded in the second and third quarters of 2014. During the three months ended December 31, 2014, the Company recorded a $16.0 million reversal of the non-cash write-down on long-term low-grade ore stockpile inventory that had been previously recorded during the second and third quarters of 2014. The non-cash write down was adjusted for the impact of a change in the accounting for deferred stripping costs made during the fourth quarter. Higher ore grades and ounces mined during the fourth quarter resulted in a decrease in the per ounce ending cost of low-grade ore stockpiles (including applicable overhead, depreciation and amortization). Operating cash flow for the three months ended December 31, 2014 provided cash of $30.7 million compared to $13.1 million cash provided in the prior year. The increase in cash flow provided by operations compared to the prior year quarter was primarily due to higher gold sales. Capital expenditures of $4.1 million for the three months ended December 31, 2014 were similar to capital expenditures recorded in the same prior year period.

DECEMBER QUARTER OPERATIONAL HIGHLIGHTS

Gold production during the fourth quarter of 2014 of 71,278 ounces increased by 47 percent and 36 percent versus the third quarter of 2014 and the fourth quarter of 2013, respectively. Production was higher in the last three months of 2014 due to higher processed grade and improved mill throughput. Production was slightly lower than fourth quarter guidance primarily due to marginally lower recovery rates than planned. Total cash costs for the three months ended December 31, 2014 totalled $598 per ounce sold, 16 percent lower than the same prior year period. Lower total cash costs per ounce in the current year, excluding the reversal of non-cash inventory write-downs to NRV, were mainly due to lower mining and processing costs and higher gold production in the current year quarter. All-in sustaining costs for the three months ended December 31, 2014 were $711 per ounce sold compared to $850 per ounce sold in the same prior year period. All-in sustaining costs for the current year, excluding the reversal of non-cash inventory write-downs to NRV, were lower due to a decline in total cash costs and lower capital expenditures. Total tonnes mined for the three months ended December 31, 2014 were 4 percent lower year-over-year. Mining activities in the current period were mainly focused on the upper benches of Masato and the lower benches of phase 3 of the Sabodala pit, while in the same prior year period, mining was focused on the upper benches of phase 3 of the Sabodala pit which resulted in shorter ore and waste haul distances. Access to the lowest benches of phase 3 of the Sabodala pit, which was originally scheduled for mining during the fourth quarter 2014, have been deferred into 2015 due to bench access constraints. In total, approximately 10,300 high-grade ounces (91,000 tonnes at over 3.5 gpt) originally part of the 2014 mine plan are expected to be mined and processed during first and second quarters of 2015. As a result of this deferral, gold production in 2014 was impacted by about an approximately net 8,000 ounces for the year as this high-grade material was displaced by low-grade feed to the mill. Total mining costs for the three months ended December 31, 2014 were 6 percent lower than the same prior year period mainly due to lower material movement and higher productivity at Masato due to mining softer material. Unit mining costs for the three months ended December 31, 2014 were $2.58 per tonne, a decrease of 3 percent compared to the same prior year period. Ore tonnes milled for the three months ended December 31, 2014 were 17 percent higher than the same prior year period. The Company set a quarterly record for total tonnes milled during the fourth quarter of 2014. As anticipated, the introduction of softer oxide ore from Masato has had a positive impact on crushing and milling rates. In the same prior year period, mill feed was sourced from phase 3 of the Sabodala pit containing harder ore. Processed grade for the three months ended December 31, 2014 was 16 percent higher than the same prior year period. Mill feed during the fourth quarter 2014 included significant high grade ore that was sourced from the upper benches of Masato and the lower benches of the Sabodala pit. In the prior year period, mill feed was sourced from phase 3 of the Sabodala pit at grades closer to average reserve grade. Total processing costs for the three months ended December 31, 2014 were 9 percent lower than the same prior year period, mainly due to timing of maintenance activities and lower consumption of grinding media with the softer ore from Masato. Unit processing costs for the three months ended December 31, 2014 were 23 percent lower than the prior year period due to lower total processing costs and higher tonnes milled. Total mine site general and administrative costs for the three months ended December 31, 2014 were 1 percent lower than the prior year period mainly due to lower insurance premiums. Unit general and administration costs for the three months ended December 31, 2014 were 12 percent lower than the prior year period due to lower general and administrative costs and higher tonnes milled.

FULL YEAR FINANCIAL HIGHLIGHTS

Gold revenue for the twelve months ended December 31, 2014 was $260.6 million compared to gold revenue of $297.9 million for the same prior year period. The decrease in gold revenue was mainly due to lower spot gold prices in the current year. Consolidated profit for the twelve months ended December 31, 2014 was $17.8 million ($0.05 per share), compared to profit of $50.3 million ($0.19 per share) in the same prior year period. The decrease in profit in the current year was primarily due to lower revenue, higher cost of sales, partially offset by lower transaction costs related to the acquisition of the OJVG. For the year ended December 31, 2014, operating cash provided $49.0 million compared to $74.3 million in the prior year. The decrease was primarily due to lower revenues, including the impact of delivering a portion of current period production to Franco-Nevada at 20 percent of gold spot prices. For the year ended December 31, 2013, operating cash flow included a use of cash to buy-back-back the remaining “out of the money” gold forward sales contracts and the delivery of 45,289 ounces into the hedge book at $806 per ounce. Capital expenditures were $18.9 million for the twelve months ended December 31, 2014, compared to $69.1 million in the same prior year period. The decrease was due to lower sustaining and development capital expenditures and lower capitalized deferred stripping costs in the current year.

FULL YEAR OPERATIONAL HIGHLIGHTS

Gold production for the year increased marginally from the year earlier to 211,823 ounces and was the second highest production total in Company history. However, production fell short of the revised guidance estimate of 215,000 ounces primarily due to lower than planned recovery rates in the fourth quarter. Total cash costs per ounce for the year ended December 31, 2014 of $710 per ounce were marginally above the higher end of guidance of $650 to $700 per ounce. This compares to $641 per ounce in 2013. The increase in total cash costs was mainly due to lower capitalized deferred stripping, partly offset by lower mining and processing costs compared to the prior year. All-in sustaining costs per ounce for the year ended December 31, 2014 were $865 per ounce, within the original guidance range of $800 to $875 per ounce and 16 percent lower than the prior year. Lower all-in sustaining costs were mainly due to lower capital expenditures in the current year period. Total tonnes mined for the year ended December 31, 2014 were 16 percent lower compared to the same prior year period. Mining activities in the current year were initially focused on the lower benches of phase 3 of the Sabodala pit. Commencing in September, mining began on schedule at Masato, the first of the OJVG deposits to be developed. Total tonnes mined in 2014 were about 4 million tonnes higher than the original plan, mainly due to a redesign of phase 3 of the Sabodala pit as a result of mining in a peripheral area to the ore body which added 1.3 million waste tonnes that was originally scheduled for mining in phase 4 of the Sabodala pit in 2016; combined with higher tonnes mined at Masato due to better grade and ore tonnes than originally expected. In the prior year, mining activities were mainly focused on the upper benches of phase 3 of the Sabodala pit. Total mining costs for the year ended December 31, 2014 were 8 percent lower than the same prior year period due to decreased material movement. However, unit mining costs for the year ended December 31, 2014 were 9 percent higher than the same prior year period due to fewer tonnes mined. In 2014, mining was mainly concentrated on the lower benches of phase 3 of the Sabodala mine pit with limited space resulting in lower productivity and higher costs, which was partially offset by higher productivity at Masato from mining softer material. Ore tonnes milled for the twelve months ended December 31, 2014 were 15 percent higher than the same prior year period. As anticipated, the introduction of softer oxide ore from Masato has had a positive impact on crushing and milling rates. In the same prior year period, mill feed was sourced from phase 3 of the Sabodala pit containing harder ore. Processed grade for the year ended December 31, 2014 was 9 percent lower than the same prior year period, as mill feed for the first nine months of 2014 was sourced from ore from phase 3 of the Sabodala pit at grades closer to average reserve grade. In the prior year, mill feed was primarily sourced from phase 3 of the Sabodala pit at higher grades. Total processing costs for the twelve months ended December 31, 2014 were 2 percent lower than the same prior year period, mainly due to timing of maintenance activities and lower consumption of grinding media with the softer ore from Masato. Unit processing costs for the twelve months ended December 31, 2014 were 15 percent lower than the prior year period due to lower total processing costs and higher tonnes milled. Total mine site general and administrative costs for the twelve months ended December 31, 2014 were 5 percent lower than the prior year period mainly due to lower insurance premiums. Unit general and administration costs for the twelve months ended December 31, 2014 were 14 percent lower than the prior year period due to lower general and administrative costs and higher tonnes milled.

LIQUIDITY AND CAPITAL RESOURCES

The Company’s cash position at December 31, 2014 was $35.8 million. For 2014, the Company had identified approximately $80.0 million in one-time payments, including the retirement of $42.8 million of $47.0 million combined balance outstanding under the Loan Facility and the Equipment Facility, $8.0 million in advance dividends, $9.0 million in remaining legal and office closure costs related to the acquisition of the OJVG, $7.5 million to acquire Badr’s share of the OJVG and $15.0 million in government payments. For the year ended December 31, 2014, the Company has made a total of $63.0 million in one-time payments. This includes $42.8 million in debt repayments (including the final payment for the $60.0 million Macquarie Loan Facility), $3.7 million in payments to the Republic of Senegal and one-time payments related to the acquisition of the OJVG, including $9.0 million for transaction, legal and office closure costs and $7.5 million to acquire Badr’s share of the OJVG. Approximately $23.0 million in one-time payments to the Republic of Senegal, are now expected to be paid over 2015 and 2016. The one-time payments described herein, excludes $30.0 million in debt retired in the first quarter 2014 as part of the Franco-Nevada transaction. Subsequent to the year ended December 31, 2014, the Company fully repaid the outstanding balance of its finance facility with Macquarie Bank Limited (“Equipment Facility”), resulting in the Company being debt free. Notwithstanding, the Company is working to put a standby facility in place to provide additional financial flexibility to ensure sufficient liquidity is maintained by the Company.

ADDITIONAL MATTERS

In order to allow non-executive directors and employees to participate in the long-term success of the Company and to promote alignment of interests between directors/employees and shareholders, the Company introduced a new Deferred Share Unit Plan (“DSU Plan”) for non-executive directors and a new Restricted Share Unit Plan (“RSU Plan”) for employees during the second quarter 2014. DSUs represent a right for a non-executive director to receive an amount of cash (subject to withholdings), on ceasing to be a director of the Company, equal to the product of (i) the number of DSUs held, and (ii) the volume weighted average trading price of the Company’s shares for the five trading days prior to such date. For employees, RSUs are not convertible into Company stock and simply represent a right to receive an amount of cash (subject to withholdings), on vesting, equal to the product of i) the number of RSUs held, and ii) the volume weighted average trading price of the Company’s shares for the five trading days prior to such date. RSUs will generally vest as to 50 percent in thirds over a three year period and as to the other 50 percent, in thirds based on the Company’s achievement of performance-based criteria. During the twelve months ended December 31, 2014, the Company granted 2,343,487 RSUs at a price of C$0.72 per unit. At December 31, 2014 there were no units vested, 436,532 units were forfeited and 298,884 units were cancelled. The Company granted 545,000 DSUs during the twelve months ended December 31, 2014 at a price of C$0.72 per unit. At December 31, 2014 there were no units vested and no units were cancelled. In January 2015, SGO received a tax assessment from the Senegalese tax authorities claiming withholding tax on interest paid to an offshore bank of approximately $3.0 million. The Company believes that the amount in dispute is without merit and that the issue will be resolved with no or an immaterial amount of tax due. Approximately $18.0 million of the SGO 2011 tax assessment of approximately $24.0 million has been resolved and approximately $6.0 million remains in dispute. We believe that the remaining amount in dispute is without merit and that these issues will be resolved with no or an immaterial amount of tax due. OUTLOOK 2015 Year ended December 31 2014 Actuals 2015 Guidance Range Operating Results Ore mined (‘000t ) 6,174 6,500 – 7,500 Waste mined – operating (‘000t ) 21,178 ~19,500 Waste mined – capitalized (‘000t ) 1,969 2,500 – 3,500 Total mined (‘000t ) 29,321 28,500 – 30,500 Grade mined (g/t ) 1.54 1.40 – 1.60 Strip ratio (waste/ore ) 3.7 3.00 – 3.50 Ore milled (‘000t ) 3,622 3,600 – 3,800 Head grade (g/t ) 2.03 2.00 – 2.20 Recovery rate % 89.7 90.0 – 91.0 Gold produced1 (oz ) 211,823 200,000 – 230,000 Total cash cost (incl. royalties)2 $/oz sold 710 650 – 700 All-in sustaining costs2,3 $/oz sold 865 900 – 975 Total depreciation and amortization2 $/oz sold 298 260 – 275 Mining ($/t mined ) 2.83 2.75 – 2.90 Mining long haul (cost/t hauled) ($/t milled ) – 5.00 – 6.00 Milling ($/t milled ) 17.15 15.50 – 17.50 G&A ($/t milled ) 4.61 5.25 – 5.75 Gold sold to Franco-Nevada1 (oz ) 20,625 24,375 Exploration and evaluation expense (Regional Land Package) ($ millions ) 2.8 1.0 – 2.0 Administration expenses and Social community costs (excluding depreciation) ($ millions ) 14.8 15.0 – 16.0 Mine production costs ($ millions ) 162.4 155.0 – 165.0 Capitalized deferred stripping ($ millions ) 6.0 8.0 – 10.0 Net mine production costs ($ millions ) 156.4 147.0 – 155.0 Capital expenditures Mine site sustaining ($ millions ) 5.0 6.0 – 8.0 Capitalized reserve development (Mine License) ($ millions ) 4.0 6.0 – 8.0 Project development costs (Gora/Kerekounda) Mill optimization ($ millions ) – 5.0 – 6.0 Development ($ millions ) 3.9 16.5 – 17.5 Mobile equipment and other ($ millions ) – 7.5 – 8.5 Total project development costs ($ millions ) 3.9 29.0 – 32.0 Capitalized deferred stripping ($ millions ) 6.0 8.0 – 10.0 Total capital expenditures ($ millions ) 18.9 49.0 – 58.0 1 22,500 ounces of production are to be sold to Franco Nevada at 20% of the spot gold price. Due to the timing of shipment schedules near year end, the delivery of 1,875 ounces of gold for the month of December was not received by Franco-Nevada until early January 2015. The transaction with Franco-Nevada permits for the delivery of payable gold for up to five business days following a month end. 2 Total cash costs per ounce, all-in sustaining costs per ounce and total depreciation and amortization per ounce are non-IFRS financial measures and do not have a standard meaning under IFRS. Please refer to Non-IFRS Performance Measures at the end of this report. 3 All-in sustaining costs per ounce sold include total cash costs per ounce, administration expenses (excluding Corporate depreciation expense and social community costs not related to current operations), capitalized deferred stripping, capitalized reserve development and mine site & development capital expenditures as defined by the World Gold Council. Key assumptions: Gold spot price/ounce – US$1,200, Light fuel oil – US$0.95/litre, Heavy fuel oil – US$0.76/litre, US/Euro exchange rate – $1.20, USD/CAD exchange rate – $0.85. Other important assumptions include: any political events are not expected to impact operations, including movement of people, supplies and gold shipments; grades and recoveries will remain consistent with the life-of-mine plan to achieve the forecast gold production; and no unplanned delays in or interruption of scheduled production. The Company’s mine plans are designed to maximize free cash flow. In 2015, the Company expects to generate free cash flow at $1,200 per ounce gold after funding its organic growth initiatives. Mining activity in 2015 will continue in the Masato pit, as well as completing phase 3 of the Sabodala pit. Development of Gora is expected to be complete during the third quarter, with mining expected by late in the third quarter and production from Gora commencing in the fourth quarter of the year. The Company expects to produce between 200,000 and 230,000 ounces of gold in 2015. The quarterly production profile in 2015 is expected to look similar to the 2014 quarterly production profile with higher production in the fourth quarter once Gora ore is processed through the mill. In total, the second half of 2015 is expected to account for approximately 55 percent of total gold production as Gora comes into production. The Gora development schedule is aggressive but Management believes it is achievable. The delay in the Gora permitting process has delayed road construction which was to start at the beginning of the year but began on February 14th. The delay in the start date of road construction may negatively impact the timing of commencement of mining at Gora resulting in production at the lower end of our 2015 production guidance range. The final phase in the ESIA process, a public hearing to announce the outcome of the technical and public enquiry processes occurred on February 18th. Environmental approval and the occupational haul road permit are now expected in the ordinary course and are not expected to impact a fourth quarter production commencement for the Gora deposit. The Company’s tax exempt status ends on May 2, 2015. From this point forward, the Company will be subject to a 25 percent income tax rate as well as customs duties and non-refundable value-added tax on certain expenditures. Any income tax incurred in 2015 will not be paid until 2016 and the other taxes are built into our unit cost guidance. Total mine production costs for 2015 are expected to fall in the range of $147.0 to $155.0 million, similar to 2014 (net of capitalized deferred stripping). The increase in taxes and duties for consumables of about $5.5 million is expected to be offset by the decline in costs for light fuel oil (“LFO”), heavy fuel oil (“HFO”) and weaker local and Euro denominated costs relative to the US dollar. A $0.10 variance from the current HFO/LFO assumptions would result in approximately a $5.0 million change to mine production costs or about $20 per ounce. A 10 percent variance from the current Euro/USD exchange rate assumption would result in approximately a $9.0 million change to mine production costs or about $40 per ounce. The Government of Senegal sets the price of petroleum products monthly. In late December 2014, these prices were reduced on average 15 percent, the first reduction in 2014. The Company’s 2015 assumptions for LFO and HFO reflect these most recent price reductions and do not reflect any potential further reductions that the Government of Senegal may choose to enact. Administrative and corporate social responsibility (“CSR”) costs relate to the corporate office, the Dakar and regional office and the Company’s corporate social responsibility initiatives, and exclude corporate depreciation, transaction costs and other non-recurring costs. For 2015, these costs are estimated to be between $15.0 million and $16.0 million, including approximately $3.5 million for CSR activities. Sustaining capital expenditures for the mine site are expected to be between $6.0 and $8.0 million, capitalized deferred stripping costs are expected to total $8.0 to $10.0 million and reserve development expenditures are expected to total $6.0 to $8.0 million. Project development expenditures for growth initiatives including the cost to develop the Gora and Kerekounda deposits and costs to optimize the mill are expected to total $29.0 to $32.0 million. Of the total $49.0 to $58.0 million in total capital expenditures for 2015, $5.0 to $6.0 million relating to the mill optimization may be deferred pending the Company’s upcoming exploration and heap leach results to ensure the best allocation of capital for the Company. Total cash costs per ounce for 2015 are expected to be between $650 and $700 per ounce, in line with 2014. All-in sustaining costs are expected to be between $900 and $975 per ounce, higher than 2014 due to an increase in development spending on new deposits and expansion of the mill of approximately $125 per ounce. Total depreciation and amortization for the year is expected to be between $260 and $275 per ounce sold, $215 to $225 per ounce sold of which is related to depreciation on plant, equipment and mine development assets, and $45 to $50 per ounce of which is for depreciation of deferred stripping assets. In 2015, the majority of the capital to be spent on the Company’s exploration program will be focused on organic growth through (i) the conversion of resources to reserves; and (ii) extensions of existing deposits along strike on the Sabodala and OJVG mine licenses. As well, a modest amount of capital has been budgeted for the continuation of a systematic regional exploration program designed to identify high-grade satellite and standalone deposits. The Company identified a number of risk factors to which it is subject in its revised Annual Information Form filed for the year ended December 31, 2013. These various financial and operational risks and uncertainties continue to be relevant to an understanding of our business, and could have a significant impact on profitability and levels of operating cash flow. Refer to Risks and Uncertainties at the end of this report for additional risks.

MANAGEMENT CHANGE

Kathy Sipos, Vice President, Investor and Stakeholder Relations has left the Company to pursue a career change. As an integral part of the Teranga team since the initial public offering, Ms. Sipos was instrumental in the development of the investor relations program and established the Company’s CSR platform including the development of the Teranga development strategy (“TDS”). The TDS sets out Teranga’s plan to ensure our actions and investments are oriented towards the long-term, sustainable development of the region surrounding our Sabodala Gold Operation. It further underscores our commitment to a company-wide culture of CSR. Under Ms. Sipos’ leadership, the TDS has provided the foundation for a number of innovative partnerships with government agencies and several international and local non-government organizations to provide a range of programs in education, skills training, agriculture, health and education for the benefit of the communities and region in which we operate. Richard Young, President and CEO and Trish Moran, Investor Relations will be assuming Ms. Sipos’ investor relations responsibilities, while the CSR team will oversee our programs until a replacement is found.

BUSINESS AND PROJECT DEVELOPMENT

Reserves and Resources

Mineral Resources at December 31, 2014 are presented in Table 1. Total open pit Proven and Probable Mineral Reserves at December 31, 2014 are set forth in Table 2. The reported Mineral Resources are inclusive of the Mineral Reserves. The Proven and Probable Mineral Reserves were based on the Measured and Indicated Resources that fall within the designed open pits. The basis for the resources and reserves is consistent with the Canadian Securities Administrators National Instrument 43-101 Standards for Disclosure for Mineral Projects (“NI 43-101”) regulations. The Sabodala pit design, which remains unchanged and is consistent with the Mineral Reserves reported previously, is based on a $1,000 per ounce gold price pit shell for Phase 4. A re-evaluation of the final pit limits of Sabodala Phase 4 will be completed prior to mining and will use updated economic parameters at that time. Currently, the plan to mine Phase 4 in Sabodala is estimated to begin in 2016. The Niakafiri and Gora pit designs remain unchanged from December 2012. The Masato pit design has been updated and is based on an updated resource model, using a $1,200 gold price with mine operating costs reflecting current conditions. The Golouma and Kerekounda pit designs remain unchanged from December 2013. Resource models are expected to be updated based on drill programs recently completed, with subsequent pit designs and revised reserves estimates expected later in 2015. These have been based on a $1,250 per ounce pit shell, however, when comparing to adjusted cut-off grades to match current operating costs, minimal adjustments were required to match a $1,200 per ounce pit shell.

Masato Resource Model Update

Drill hole assays and surface trenching results from the 2014 advanced exploration program were incorporated into an updated Masato mineral resource model during the fourth quarter 2014. A total of 2,900 metres in 22 diamond drill holes (“DDH”) and 6,000 metres in 98 reverse circulation (“RC”) holes were completed in 2014. DDH drilling confirmed the interpretation of mineralized zones and infilled gaps to upgrade resource classification of Inferred Resources. RC holes were drilled at 10 metre spacing in 2 separate test block areas in oxide ore to test the continuity of portions of the high-grade sub-domains. Results confirm the nature of high grade mineralization in these areas, as well as overall shallower dipping zones than was previously interpreted. Due to the complex nature of mineralization, a total of 11 mineralization models were generated following non-linear trending structures. Mineral resources were estimated using locally varying anisotropies respecting local trends. Oxide densities were revised to reflect the gradational density difference associated with increasing depth from surface. Fresh rock densities were revised and averaged for mineralized and non-mineralized areas. A comparison of the reserve model against actual mined in 2014 indicates 2 percent higher tonnes, 5 percent higher grade and 8 percent higher ounces mined. This can be attributed to a shallower higher grade mineralization trend in oxides in areas delineated with wider spaced drilling. Overall, 72,000 ounces were added at Masato during 2014 including 16,000 ounces in the high-grade test blocks drilled. Due to the complexity of the high grade zones revealed from the 10 metre test block areas, extension of high grade intercepts will need to be continually updated as mining advances with 10 metre spacing from the RC grade control process. As a result, the high grade added in the updated model was in the near surface areas in Phase 1 where 10 metre spacing drilling occurred.
Table 1: Mineral Resources Summary Measured Indicated Measured and Indicated Tonnes Grade Au Tonnes Grade Au Tonnes Grade Au Area (Mt) (g/t) (Moz) (Mt) (g/t) (Moz) (Mt) (g/t) (Moz) Sabodala 23.73 1.21 0.92 19.55 1.23 0.77 43.28 1.22 1.70 Gora 0.49 5.27 0.08 1.84 4.93 0.29 2.32 5.00 0.37 Niakafiri 0.30 1.74 0.02 10.50 1.10 0.37 10.70 1.12 0.39 ML Other Subtotal Sabodala 24.52 1.30 1.02

Teranga Gold: ASX Second Quarter Report for the Three Months Ended June 30, 2013

TORONTO, ONTARIO–(Marketwired – Jul 29, 2013) – Teranga Gold Corporation (TGZ.TO) (TGZ.AX)

KEY SECOND QUARTER HIGHLIGHTS

The Company remains on track to meet full year production guidance of 190,000 to 210,000 ounces1 at total cash costs of $650 to $700 per ounce and all-in sustaining costs of $1,000 to $1,100 per ounce2 Gold production increased by 9% to 49,661 ounces of gold Gold sales increased 42% to 54,513 ounces of gold All-in sustaining costs decreased 5% to $1,063 per ounce Total cash costs were $642 per ounce sold 100% hedge free and selling all gold production at spot gold prices Cash and bullion receivable balance of $53.5 million Definitive global agreement with the Republic of Senegal finalized and signed Oromin board signed support agreement for sale to the Company Finalized amendment to existing $60 million loan facility to extend repayment terms by one year

1 This production target is based on existing proven and probable reserves only.

2 Total cash costs per ounce and all-in sustaining costs per ounce are non-IFRS measures which do not have standard meanings under IFRS.

OPERATIONAL OVERVIEW

Sabodala Gold Operation

(All amounts are in US$ unless otherwise stated)

Gold production for the three months ended June 30, 2013 increased 9 percent to 49,661 ounces of gold compared to the same prior year period due to higher mill throughput as a result of the completion of the mill expansion, partially offset by processing lower grade ore. During the second quarter of 2013, 54,513 ounces were sold at an average gold price of $1,379 per ounce compared to 38,503 ounces sold at an average price of $1,608 per ounce in the same prior year period. Ounces sold during second quarter 2013 were higher than production for the period due to a drawdown of gold in circuit inventory. Total cash costs for the three months ended June 30, 2013 increased 8 percent to $642 per ounce sold compared to the same prior year period. The increase over the prior year was mainly due to an increase in gross production costs partially offset by higher capitalization of production phase stripping costs. Total cash costs have been adjusted for the adoption of IFRIC 20 for capitalization of a portion of production phase stripping costs. Teranga has adopted the World Gold Council’s (WGC) measure for reporting “all-in sustaining costs” as announced by the WGC on June 27, 2013. All-in sustaining costs for the three months ended June 30, 2013 were $1,063 per ounce sold compared to $1,121 per ounce sold in the prior year period. The decrease compared to prior year is primarily due to lower capitalized reserve development costs, partially offset by higher mine site operating and capital expenditures. Total tonnes mined for the three months ended June 30, 2013 were 13 percent higher compared to the same prior year period as mining activities were focused on phase 3 of the pit which required shorter haul distances to the mill. Improved blasting fragmentation also contributed to the increase in total tonnes mined during the quarter. Ore tonnes mined for the three months ended June 30, 2013 were 67 percent lower compared to the same prior year period and grades mined were 29 percent lower. This resulted in a decrease in ounces mined for the three months ended June 30, 2013 of 77 percent as mining activities during the quarter focused on waste stripping for phase 3 of the mine plan. Conversely, mining during the second quarter of 2012 took place in lower benches of phase 2 and included a substantial amount of ore. In the current gold price environment, the Company continues to focus on optimizing waste stripping to match ore delivery to the mill. Ore tonnes milled for the three months ended June 30, 2013 were 44 percent higher than the same prior year period due to an increase in mill capacity as a result of the completion of the mill expansion in the second quarter of 2012. Significant work was conducted on the processing plant during the first half of 2013 with the objective of reducing the frequency and duration of unplanned downtime and to increase throughput in the crushing circuit to match mill capacity. As a result of the work completed, mill throughput from mid-June through July achieved annualized design capacity of 3.5 million tonnes of primarily hard ore. Unit processing costs for the three month period ended June 30, 2013 were 4 percent higher than the same prior year period mainly due to higher power costs, higher maintenance costs associated with the planned May shutdown to improve crusher operating time, and an increase in consumables required for the processing of a lower ratio of soft to hard ore blend. As of April 15, 2013, the Company was 100 percent hedge free after having bought back the remaining 14,500 ounces of “out of the money” gold forward sales contracts. As a result, the Company is selling all production at spot gold prices rather than at the much lower hedge price. Subsequent to quarter end on July 18, 2013, the Company announced that it amended its existing $60 million loan facility agreement with Macquarie. The amended agreement extends the final repayment date of its existing loan facility agreement by one year to June 30, 2015. The Company will be required to maintain a restricted cash balance of up to $20 million and $40 million of the loan facility will be repaid in five equal quarterly instalments beginning on June 30, 2014. The final $20 million will be repaid with the final instalment on June 30, 2015. PRODUCTION STATISTICS Jun-13 Mar-13 Dec-12 Sep-12 Jun-12 Quarter Quarter Quarter Quarter Quarter Ore mined (‘000t ) 698 1,312 2,038 655 2,105 Waste mined (‘000t ) 7,453 7,536 5,274 6,242 5,130 Total mined (‘000t ) 8,151 8,848 7,312 6,897 7,235 Grade Mined (g/t ) 1.59 1.87 2.04 1.92 2.25 Ounces Mined (oz ) 35,728 78,929 133,549 40,516 152,603 Strip ratio waste/ore 10.7 5.7 2.6 9.5 2.4 Ore processed (‘000t ) 709 696 725 650 491 Head grade (g/t ) 2.36 3.31 3.40 3.11 3.22 Gold recovery (% ) 92 % 92 % 91 % 85 % 90 % Gold produced1 (oz ) 49,661 68,301 71,804 55,107 45,495 Gold sold (oz ) 54,513 69,667 71,604 62,439 38,503 Average price received $/oz 1,379 1,090 1,296 1,290 1,608 Total cash costs per ounce sold2 (including Royalties) $/oz 642 535 532 509 592 All-in sustaining costs per ounce sold3 (including Royalties) $/oz 1,063 850 866 934 1,121

1 Gold produced includes change in gold in circuit inventory plus gold recovered during the period.

2 Total cash costs per ounce sold for 2012 were restated to comply with the Company’s adoption of IFRIC 20 – Stripping Costs in the Production Phase of a Surface M ine, in line with the Company’s accounting policies and industry standards.

3 All-in sustaining costs per ounce sold include total cash costs per ounce, administration expenses (excluding Corporate depreciation expense and social community costs not related to current operations), capitalized deferred stripping, capitalized reserve development and mine site sustaining capital expenditures.

OUTLOOK 2013

Gold production for 2013 is expected to be at the higher end of the original guidance range of 190,000 to 210,000 ounces, while total cash costs are expected to be at the lower end of our $650 to $700 per ounce guidance. All-in sustaining costs (as defined by the WGC) are expected to be in the range of $1,000 to $1,100 per ounce. Gold sales are expected to exceed production for the year as gold in circuit inventory is reduced. Efforts to increase availability, operating time and throughput at the crushing circuit are expected to result in higher tonnes milled in the second half of the year. As per the mine plan, gold production in the third quarter is expected to be lower than the first and second quarters as mining activity is focused on waste stripping of the higher benches in phase 3 of the Sabodala pit. Access to lower benches of phase 3 is expected to result in higher grade ore mined and milled during fourth quarter 2013.

In the first quarter of 2013, the Company reduced discretionary expenditures in a number of key areas including operations, exploration and administration, as well as sustaining and development capital and as such provided new guidance for the year for these items with the Company’s first quarter results.

In total, between capitalized reserve development and regional exploration expenditures, the Company expects to spend approximately $8 million in 2013, in line with revised guidance for the year.

Administrative expenditures, excluding depreciation, transaction and other non-recurring costs, are expected to be $13 million as further cost reduction efforts are implemented in the second half of the year.

Capitalized expenditures, including sustaining mine site expenditures, project development expenditures and capitalized deferred stripping are expected to total $65 million, in line with revised guidance for the year.

Ongoing technical work to support Sabodala operations includes optimization of the resource though modeling and grade control, evaluating geotechnical opportunities for waste reduction in the pitwall design and waste dump designs for improved mine operating costs.

FINANCE

At June 30, 2013:

Cash and cash equivalents – $44.5 million

Trade receivables (bullion) – $9.0 million

Project finance facility (balance outstanding) – $60.0 million

Mining fleet lease facility (balance outstanding) – $25.4 million

Hedge facility – as of April 15, 2013, the forward sales contracts were completely eliminated

RESERVES AND RESOURCES

Mineral Resources at March 31, 2013 are presented in Table 1 below. Total proven and probable mineral reserves at March 31, 2013 are set forth in Table 2 below. During the period, the Company increased reserves by approximately 160,000 ounces of higher grade material, increasing reserves by 4 percent.

The proven and probable mineral reserves for the Sabodala, Niakafiri and Gora deposits were based on the Measured and Indicated resources that fall within the designed pits. The basis for the resources and reserves are consistent with the Canadian Securities Administrators National Instrument 43-101 (“NI 43-101”) report. The design for the open pit limits, related phasing and long term planning for the Sabodala open pit were updated from assay and drilling results received as at April 10, 2013. An updated resource block model was completed for the Sabodala deposit.

The updated Sabodala pit design uses similar geotechnical parameters as in past designs and uses a $1,400 per ounce gold price for the Lerchs-Grossman (LG) pit optimization routine. Design optimization work is ongoing to reflect current market conditions. Mining phases are determined similarly to the previous designs, where the mine sequencing is based on accessing the high grade Main Flat Extension (MFE) through successive phases to balance waste stripping and optimize cash flow. The resources and reserves previously defined at Sutuba have been incorporated into the Sabodala deposit for this reserves estimate.

Dilution and ore recovery estimates for the Sabodala reserves were based on a comparison of the resource model with actual production performance over a 14 month span using a 5 metre mining width and 10 metre bench height.

The Niakafiri pit design remains unchanged from December, 2012. The Gora pit design remains unchanged from December, 2012.

Table 1: Resources Estimate

Measured Indicated Measured and Indicated Tonnes Grade Au Tonnes Grade Au Tonnes Grade Au (Mt ) (g/t ) (Moz ) (Mt ) (g/t ) (Moz ) (Mt ) (g/t ) (Moz ) Sabodala 24.75 1.38 1.10 25.35 1.32 1.08 50.10 1.35 2.18 Niakafiri 0.30 1.74 0.02 10.50 1.10 0.37 10.70 1.12 0.39 Gora 0.49 5.27 0.08 1.84 4.93 0.29 2.32 5.00 0.37 Total 25.54 1.46 1.20 37.69 1.44 1.74 63.23 1.45 2.94 Area Inferred Tonnes Au Au (Mt ) (g/t ) (Moz ) Sabodala 18.11 0.95 0.55 Niakafiri 7.20 0.88 0.21 Niakafiri West 7.10 0.82 0.19 Soukhoto 0.60 1.32 0.02 Gora 0.21 3.38 0.02 Diadiako 2.90 1.27 0.12 Majiva 2.60 0.64 0.05 Masato 19.18 1.15 0.71 Total 57.90 1.00 1.87 Notes for Resources:

  1. CIM definitions were followed for Mineral Resources.
  2. Mineral Resources for Sabodala include Sutuba.
  3. Mineral Resource cut-off grades for Sabodala are 0.2 g/t Au for oxide and 0.35 g/t Au for fresh.
  4. Mineral Resource cut-off grades for Niakafiri are 0.3 g/t Au for oxide and 0.5 g/t Au for fresh.
  5. Mineral Resource cut-off grade for Gora is 0.5 g/t Au for oxide and fresh.
  6. Mineral Resource cut-off grade for Niakafiri West and Soukhoto is 0.3 g/t Au for oxide and fresh.
  7. Mineral Resource cut-off grade for Diadiako and Majiva is 0.2 g/t Au for oxide and fresh.
  8. Mineral Resource cut-off grade for Masato is 0.35 g/t for fresh.
  9. Measured Resources include stockpiles which total 7.91 Mt at 0.96 g/t Au for 0.24 Mozs.
  10. High grade assays were capped at grades ranging from 10 g/t to 30 g/t Au at Sabodala, 20 g/t to 70 g/t Au at Gora, 10 g/t Au at Soukhoto and 20 g/t Au at Masato.
  11. The figures above are “Total” Mineral Resources and include Mineral Reserves.
  12. Sum of individual amounts may not equal due to rounding.

Table 2: Reserves Estimate Area Proven Probable Proven and Probable Tonnes Grade Au Tonnes Grade Au Tonnes Grade Au (Mt ) (g/t ) (Moz ) (Mt ) (g/t ) (Moz ) (Mt ) (g/t ) (Moz ) Sabodala 7.19 1.60 0.37 9.66 1.51 0.47 16.85 1.55 0.84 Niakafiri 0.23 1.69 0.01 7.58 1.12 0.27 7.81 1.14 0.29 Gora 0.57 4.07 0.07 1.53 4.27 0.21 2.10 4.22 0.28 stockpiles 7.91 0.96 0.24 – – – 7.91 0.96 0.24 Total 15.90 1.37 0.70 18.77 1.58 0.95 34.67 1.48 1.65 Notes for reserves table:

  1. CIM definitions were followed for Mineral Reserves.
  2. Mineral Reserves for Sabodala include Sutuba.
  3. Mineral Reserve cut off grades for Sabodala are 0.30 g/t Au for oxide and 0.5 g/t Au for fresh and assume $1400/oz.
  4. Mineral Reserve cut off grades for Niakafiri are 0.35 g/t Au for oxide and 0.5 g/t Au for fresh and assume $1250/oz.
  5. Mineral Reserve cut off grade for Gora is 0.5 g/t Au for oxide and fresh and assume $1500/oz.
  6. Proven Reserves include stockpiles which total 7.91 Mt at 0.96 g/t Au for 0.24 Moz.
  7. Sum of individual amounts may not equal due to rounding.
  8. Geotechnical studies are ongoing to further optimize the Sabodala pit design and provide the ability to make adjustments to reflect market conditions at a potentially lower gold price

The technical information contained in this document relating to the mineral reserve estimates for Gora and Niakafiri as outlined in Table 2 “Reserves Estimate” as at 31 March 2013, is based on information compiled by Julia Martin, P.Eng., MAusIMM (CP). Ms. Martin is a full time employee with AMC Mining Consultants (Canada) Ltd., is independent of Teranga, is a “qualified person” as defined in NI 43-101 and a “competent person” as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Ms. Martin has sufficient experience relevant to the style of mineralization and type of deposit under consideration and to the activity she is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Ms. Martin is a “Qualified Person” under National Instrument 43-101 Standards of Disclosure for Mineral Projects. Ms. Martin has reviewed and accepts responsibility for the Mineral Reserve estimates for Gora and Niakafiri disclosed in this document and has consented to the inclusion of the matters based on her information in the form and context in which it appears in this document.

The technical information contained in this document relating to the Mineral Resource estimate as presented in Table 1 “Resources Estimate” as at 31 March 2013 is based on information compiled by Patti Nakai-Lajoie, P. Geo., who is a Member of the Association of Professional Geoscientists of Ontario. Ms. Nakai-Lajoie is a full time employee of Teranga and is not “independent” within the meaning of National Instrument 43-101. Ms. Nakai-Lajoie has sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which she is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Ms. Nakai-Lajoie is a “Qualified Person” under National Instrument 43-101 Standards of Disclosure for Mineral Projects. Ms. Nakai-Lajoie has reviewed and accepts responsibility for the Mineral Resource estimate disclosed in this document and has consented to the inclusion of the matters based on her information in the form and context in which it appears in this document.

The technical information contained in this document relating to the Mineral Reserve estimate for Sabodala as outlined in Table 2 “Reserves Estimate” as at 31 March 2013 is based on information compiled by Paul Chawrun, P. Eng., who is a member of the Professional Engineers of Ontario. Mr. Chawrun is a full time employee of Teranga and is not “independent” within the meaning of National Instrument 43-101. Mr. Chawrun has sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr. Chawrun is a “Qualified Person” under National Instrument 43-101 Standards of Disclosure for Mineral Projects. Mr. Chawrun has reviewed and accepts responsibility for the Mineral Reserve estimate for Sabodala disclosed in this document and has consented to the inclusion of the matters based on his information in the form and context in which it appears in this document.

MINE LICENSE (ML) RESERVE DEVELOPMENT

The Sabodala Mine License covers 33km2 and, in addition to the mine related infrastructure, contains the Sabodala, Masato, Niakafiri, Niakafiri West, Soukhoto and Dinkokhono deposits.

In the first half of 2013, the Company drilled 11,700 metres on the ML at a drilling cost of $1.6 million, and total costs of $2.8 million.

Sabodala

The drill program at Sabodala was completed in the first quarter of 2013, with results returned by mid-April 2013. Drilling targeted the MFE immediately adjacent to the current ultimate pit, as well as additional mineralization located below the MFE, to upgrade and increase mineral resources. Drilling successfully confirmed continuation of these zones, and updated resource and reserve models were generated.

Waste dump condemnation drilling to the southeast of the Sabodala pit was completed in the first quarter of 2013.

Niakafiri

The timing of a planned drill program at the Niakafiri deposit along strike is under review in light of both the decrease in gold prices and the potential acquisition of Oromin, which may lead to a re-evaluation of priorities.

Masato North

A preliminary drill program consisting of six holes was completed to test the northern extent of the Niakafiri Shear Zone, adjacent to the ML boundary. Narrow mineralized low grade zones were intersected, with future analysis planned.

REGIONAL EXPLORATION

The Company has been systematically building a pipeline of prospects on its regional land package (RLP). Unlike other West African nations, Senegal is a relative newcomer to gold mining and exploration and the Company believes that there is a strong possibility of discovering world-class deposits and establishing Senegal as a regional mining leader.

In the first half of 2013, the Company drilled 6,700 metres on the RLP at a drilling cost of $0.6 million, and total costs of $3.5 million, including retrenchment costs of closing two exploration camps and workforce reductions.

The Company currently has 10 exploration permits encompassing approximately 1,057km² of land surrounding the Sabodala ML (33km2 exploitation permit). Over the past 30 months, with the initiation of a regional exploration program on this significant land package, a tremendous amount of exploration data has been systematically collected and interpreted to prudently implement follow-up programs. Targets are therefore in various stages of advancement and are then prioritized for follow-up work and drilling. Early geophysical and geochemical analysis of these areas has led to the demarcation of at least 50 anomalies, targets and prospects and the Company expects that several of these areas will ultimately be developed into mineable deposits. The Company has identified some key targets that, though early stage, display significant potential. However, due to the sheer size of the land position, the process of advancing an anomaly through to a mineable deposit takes time with a systematic approach to maximize potential for success.

Heremakono – Soreto

Encouraging drill results were received from an early stage diamond drilling program initiated on the Soreto prospect in the second quarter 2013. Drilling from 6 holes totalling approximately 800 metres confirms that the 4.5 kilometre long soil anomaly is associated with gold mineralization developed within a broad brecciated shear zone trending north-northeast coincident with the Sabodala Shear Corridor. Additional diamond drilling programs are being considered to test similar gold anomalies on the adjacent Soreto North and Diabougou Prospects which follow the same structural trend as the Soreto gold mineralization.

Heremakono – Nienyenko

Follow-up mapping and trenching across the Nienyenko prospect of an alteration-related multi-element footprint and gold soil anomaly confirms that gold mineralization is associated with flat lying quartz veins developed within brecciated granodiorite, granite and andesitic units. The gold mineralization has been traced in trenches excavated over a distance of 1,200 metres and coincides with a termite geochemical soil anomaly extending over a 2,500 metre strike length. The gold mineralization appears to be controlled by a regional scale north-northeast trending decollement and imbricate thrust system. Follow-up exploration work with trenching and eventual drilling is planned for future.

Garaboureya

A limited first pass data collection was completed at Garaboureya, consisting of termite mound geochemistry, mapping, rock chip sampling and acquisition of high-resolution aeromagnetics. This data resulted in the delineation of a significant gold anomaly coincident with a permissive structural setting. Interpretation work is continuing to define a potential program on this target for the future.

Beyond the current RLP, the Company is focused on acquiring additional exploration licenses in Senegal. The Company also expects to augment its internal growth by strategic acquisitions of companies or assets including operating assets that have growth potential or attractive exploration packages initially in Senegal but ultimately elsewhere in West Africa.

AGREEMENT WITH THE REPUBLIC OF SENEGAL

The Company signed a definitive global agreement (“Agreement”) with the Republic of Senegal in late May 2013, which was the execution of the long-term comprehensive Agreement in Principle signed in April with the Republic of Senegal. The Agreement includes amendments to the Company’s 90 percent held Sabodala Mining Convention, certain of its exploration permits, and also includes a financial settlement agreement that addresses most of the outstanding tax assessments (associated with the years 2007 through 2010) as well as future royalty and other payments to the Republic of Senegal as outlined previously. Collectively, the definitive documentation constitutes a global agreement that sets out a predictable and stable fiscal operating environment for the Company’s future investment in exploration, acquisitions and development to increase reserves and production in Senegal.

The Republic of Senegal has agreed to support the Company in its plan for further development, notably:

Setting a price and formula to allow for the acquisition of the Republic’s additional participation option on deposits not on the Company’s Mine License and to incorporate these into the Company’s existing Mining Convention and fiscal regime; Supporting drilling of the Niakafiri deposit on the Mine License; Extending the term of our renewable Mine License by five years to 2022 and extending five key exploration licences by a further 18 months beyond current expiry periods; Working with the Company to ensure full access to exploration targets currently occupied by artisanal miners; and Resolving the Special Contribution Tax of 5% by increasing the royalty rate from 3 to 5%, and prepaying dividends, that are otherwise payable under our mining convention, based on expected performance over the period 2013 to 2015. The Company has agreed to the following: To increase the royalty rate on sales from 3% to 5% effective January 1, 2013; During the second quarter of 2013, the Company made a payment of $2.7 million related to accrued dividends to the Republic of Senegal in respect of its existing 10% minority interest. A payment of $2.7 million will be required once drilling activities recommence at Niakafiri. The Company has also agreed to advance a further $8.0 million of accrued dividends to be paid in 2014 and 2015, based on a gold price of $1,600 per ounce. The Company is required to make a payment of approximately $4.2 million related to the waiver of the right for the Republic of Senegal to acquire an additional interest in the Gora project. The payment is expected to be made upon receipt of all required approvals authorizing the processing of all ore through the Sabodala plant. The Company has agreed to establish a social development fund targeted at $15.0 million, payable to the Republic of Senegal at the end of the mine life.

OFFER TO ACQUIRE OROMIN EXPLORATIONS

On June 19, 2013, the Company mailed a formal offer to acquire all of the issued and outstanding common shares of Oromin that it does not already own in exchange for approximately 69.1 million shares of the Company.

On July 22, 2013, the Company and Oromin announced that they had entered into a support agreement (the “Support Agreement”) in respect of an amended offer (the “Varied Offer”). The Varied Offer reflects an increase in the exchange ratio to 0.60 (from 0.582) of a common share of Teranga for each Oromin share. The increase in the exchange ratio brings the net treasury shares to be issued by Teranga to approximately 71.2 million from approximately 69.1 million. The Varied Offer will expire at 9:00 p.m. (Toronto Time) on August 6, 2013.

In connection with the Support Agreement, all of the directors and officers of Oromin unanimously support the new offer and have entered into lock-up agreements with Teranga pursuant to which they have agreed to tender a total of 11,111,441 Oromin shares, representing approximately 8.1 percent of the outstanding Oromin shares, to the Varied Offer. IAMGOLD Corporation (“IAMGOLD”) has also agreed to extend its previously executed lock-up agreement with Teranga and tender its 16,088,636 Oromin shares, representing approximately 11.7 percent of the outstanding Oromin shares, to the Varied Offer. Teranga owns 18,699,500 Oromin shares, representing approximately 13.6 percent of the outstanding Oromin shares. All together this represents 45,899,577 Oromin shares or approximately 33.4 percent of the outstanding Oromin shares.

In the Support Agreement, Oromin has agreed to support and assist Teranga in the defense of the current litigation commenced by Bendon International Limited (“Bendon”) on June 13, 2013 against Oromin and Teranga. In respect of the Bendon litigation, Oromin is of the view, and concurs with Teranga’s assessment, that the making of the offer to acquire Oromin, and the take-up of Oromin Shares tendered, is not prohibited or restricted by the terms of the Shareholders Agreement governing the Oromin Joint Venture Group (“OJVG”) and neither Bendon nor Badr Investment & Finance Company (“Badr”) have any right of first refusal, right of first offer or similar right on or in respect of, the transfer of Oromin’s indirect interest in the OJVG or the OJVG Gold Project.

Oromin and Teranga both believe that the Bendon litigation is ill-conceived and will assertively defend it. In that regard, Teranga has served Bendon with a Notice of Motion and accompanying affidavit seeking to dismiss the Bendon litigation.

The Support Agreement contains customary deal protection provisions, including a commitment by Oromin not to solicit alternative transactions, a five business day right for Teranga to match any superior proposal received by Oromin, mutual break fees and expense reimbursement provisions that are payable in certain circumstances and other customary terms. Teranga has also agreed to remove as conditions to the Varied Offer the condition relating to the current Bendon litigation and the condition relating to a waiver of the right of Senegalese nationals to acquire, at fair market value, a 25 percent fully participatory equity position in Société des Mines de Golouma S.A (Somigol).

The Varied Offer will be subject to certain conditions, including the acceptance of the offer by Oromin shareholders owning not less than 66 2/3 percent of the outstanding Oromin shares and obtaining all required governmental, stock exchanges and regulatory approvals.

Teranga shareholder approval for the Teranga shares to be issued under the Varied Offer was obtained at the annual and special meeting of shareholders of Teranga that was held on July 18, 2013.

Next steps are anticipated to be:

Complete the acquisition of Oromin Negotiate a toll milling agreement with the Joint Venture Partners (Bendon and Badr) Integrate and develop the OJVG deposits into Teranga’s operations Obtain the waiver of the Republic of Senegal’s 25 percent participatory option in Somigol Increase production and generate greater free cash flow CORPORATE DIRECTORY Directors Alan Hill, Executive Chairman Richard Young, President and CEO Christopher Lattanzi, Non-Executive Director Edward Goldenberg, Non-Executive Director Alan Thomas, Non-Executive Director Frank Wheatley, Non-Executive Director Senior Management Alan Hill, Executive Chairman Richard Young, President and CEO Mark English, Vice President, Sabodala Operations Paul Chawrun, Vice President, Technical Services Navin Dyal, Vice President and CFO David Savarie, Vice President, General Counsel & Corporate Secretary Kathy Sipos, Vice President, Investor & Stakeholder Relations Macoumba Diop, General Manager and Government Relations Manager, SGO Registered Office 121 King Street West, Suite 2600 Toronto, Ontario, M5H 3T9, Canada T: +1 416-594-0000 F: +1 416-594-0088 E: investor@terangagold.com W: http://www.terangagold.com/ Senegal Office 2K Plaza Suite B4, 1er Etage sis Route du Méridien Président Dakar Almadies T: +221 338 693 181 F: +221 338 603 683 Auditor Ernst & Young LLP Share Registries Canada: Computershare Trust Company of Canada T: +1 800 564 6253 Australia: Computershare Investor Services Pty Ltd T: 1 300 850 505 Stock Exchange Listings Toronto Stock Exchange, TSX code: TGZ Australian Securities Exchange, ASX code: TGZ Issued Capital Issued shares 245,618,000 Stock options 16,808,333 Stock Options – Exercise Profile Exercise Price (C$) Options $3.00 16,808,333

ABOUT TERANGA

Teranga Gold Corporation is a Canadian-based gold company listed on the Toronto Stock Exchange (TGZ.TO) and Australian Securities Exchange (TGZ.AX). Teranga is principally engaged in the production and sale of gold, as well as related activities such as exploration and mine development.

Teranga was created to acquire the Sabodala gold mine and a regional exploration land package, located in Senegal, West Africa, within the West African Birimian geological belt. Management believes the mine operation, together with the Company’s prospective land package, provides the basis for growth in reserves, production, earnings and cash flow as new discoveries are made and processed through the Company’s existing mill. The Company is focused on growth – growth in reserves, growth in production – while building a strong balance sheet to facilitate its actions.

Forward Looking Statements

This news release contains certain statements that constitute forward-looking information within the meaning of applicable securities laws (“forward-looking statements”). Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Teranga, or developments in Teranga’s business or in its industry, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, all disclosure regarding possible events, conditions or results of operations that are based on assumptions about future economic conditions and courses of action. Teranga cautions you not to place undue reliance upon any such forward-looking statements, which speak only as of the date they are made. The risks and uncertainties that may affect forward-looking statements include, among others: the inherent risks involved in exploration and development of mineral properties, changes in economic conditions, changes in the worldwide price of gold and other key inputs, changes in mine plans and other factors, such as project execution delays, many of which are beyond the control of Teranga, as well as other risks and uncertainties which are more fully described in the Company’s Annual Information Form dated March 27, 2013, and in other company filings with securities and regulatory authorities which are available at www.sedar.com. Forward-looking statements are based on management’s current plans, estimates, projections, beliefs and opinions, and, except as required by law, Teranga does not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and opinions change. Nothing in this news release should be construed as either an offer to sell or a solicitation to buy or sell Teranga securities.

Competent Persons Statement

The technical information contained in this document relating to the mineral reserve estimates for Gora and Niakafiri as outlined in Table 2 “Reserves Estimate” as at 31 March 2013, is based on information compiled by Julia Martin, P.Eng., MAusIMM (CP). Ms. Martin is a full time employee with AMC Mining Consultants (Canada) Ltd., is independent of Teranga, is a “qualified person” as defined in NI 43-101 and a “competent person” as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Ms. Martin has sufficient experience relevant to the style of mineralization and type of deposit under consideration and to the activity she is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Ms. Martin is a “Qualified Person” under National Instrument 43-101 Standards of Disclosure for Mineral Projects. Ms. Martin has reviewed and accepts responsibility for the Mineral Reserve estimates for Gora and Niakafiri disclosed in this document and has consented to the inclusion of the matters based on her information in the form and context in which it appears in this document.

The technical information contained in this document relating to the Mineral Resource estimate as presented in Table 1 “Resources Estimate” as at 31 March 2013 is based on information compiled by Patti Nakai-Lajoie, P. Geo., who is a Member of the Association of Professional Geoscientists of Ontario. Ms. Nakai-Lajoie is a full time employee of Teranga and is not “independent” within the meaning of National Instrument 43-101. Ms. Nakai-Lajoie has sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which she is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Ms. Nakai-Lajoie is a “Qualified Person” under National Instrument 43-101 Standards of Disclosure for Mineral Projects. Ms. Nakai-Lajoie has reviewed and accepts responsibility for the Mineral Resource estimate disclosed in this document and has consented to the inclusion of the matters based on her information in the form and context in which it appears in this document.

The technical information contained in this document relating to the Mineral Reserve estimate for Sabodala as outlined in Table 2 “Reserves Estimate” as at 31 March 2013 is based on information compiled by Paul Chawrun, P. Eng., who is a member of the Professional Engineers of Ontario. Mr. Chawrun is a full time employee of Teranga and is not “independent” within the meaning of National Instrument 43-101. Mr. Chawrun has sufficient experience which is relevant to the style of mineralization and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr. Chawrun is a “Qualified Person” under National Instrument 43-101 Standards of Disclosure for Mineral Projects. Mr. Chawrun has reviewed and accepts responsibility for the Mineral Reserve estimate for Sabodala disclosed in this document and has consented to the inclusion of the matters based on his information in the form and context in which it appears in this document.

Contact:

Teranga Gold Corporation

Kathy Sipos

Vice-President of Investor & Stakeholder Relations

+1 416-594-0000

ksipos@terangagold.com
www.terangagold.com […]

Southern Silver Announces Loan Agreements

VANCOUVER, BRITISH COLUMBIA–(Marketwire – Oct. 16, 2012) – Southern Silver Exploration Corp. (TSX VENTURE:SSV)(SEG.F) (the “Company”) announces that it has entered into two loan agreements pursuant to which certain lenders (the “Lenders”) will loan the Company an aggregate amount of $48,000 (the “Loans”). Each Loan is repayable on demand, provided that a Lender shall not make demand for repayment of its Loan before 6 months after the date of such Loan. Interest is payable quarterly at a rate of prime plus 2% per annum. At the election of the Company, interest may be paid by the issuance of common shares in accordance with the Policies of the TSX Venture Exchange. If, at the time a Lender makes demand for repayment of a Loan the Company is unable or unwilling, in its sole discretion, to repay the loan in cash, the Company may, subject to TSX Venture Exchange approval, repay the Loan by issuing common shares to the Lender.

As additional consideration of the Loans being granted, the Company has agreed to grant each Lender a bonus by way of issuing common shares in the capital of the Company equal to 10% of the loan amount divided by the discounted market price (the “Bonus Shares”). Accordingly, the Company will issue the Lenders an aggregate of 96,000 Bonus Shares at a deemed price of $0.05 per share. The Bonus Shares will be subject to a hold period of four months and a day from issuance.

The Loans and the issuance of the Bonus Shares are subject to the acceptance of the TSX Venture Exchange.

On behalf of the Board of Directors,

Lawrence Page, President, Southern Silver Exploration Corp.

For further information, please visit the Company’s website at www.southernsilverexploration.com.

Contact:

Southern Silver Exploration Corp.

Liana Shahinian

1.888.456.1112

liana@mnxltd.com

www.southernsilverexploration.com

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