Annual & Special Meeting of Shareholders

Tuesday, May 2, 2017

ALAN R. HILL
CHAIRMAN
Business of the Meeting

Receive 2016 Financial Statements

Election of Directors

Re-appointment of Auditors

Re-approval of Stock Option Plan

Approval of Share Consolidation

3
RICHARD YOUNG
PRESIDENT & CEO
Forward-Looking Statements
This presentation contains certain statements that constitute forward-looking information within the meaning of applicable securities laws (forward-looking statements), which
reflects managements expectations regarding Teranga Gold Corporations (Teranga or the Company) future growth, results of operations (including, without limitation, future
production and capital expenditures), performance (both operational and financial) and business prospects (including the timing and development of new deposits and the
success of exploration activities) and opportunities. Wherever possible, words such as plans, expects, does not expect, budget, scheduled, trends, indications,
potential, estimates, predicts, forecasts, focused on, anticipate or does not anticipate, believe, intend, ability to and similar expressions or statements that certain
actions, events or results may, could, would, might, will, or are likely to be taken, occur or be achieved, have been used to identify such forward looking information.
Specific forward-looking statements in this presentation include the commencement of expected drill programs, anticipated future cash flows, anticipated construction readiness
activities for the Companys Banfora gold project in Burkina Faso as well as the anticipated completion of construction of the Banfora project - including the first gold pour, the
anticipated discovery of reserves at the Banfora project, the timing of completion of a Feasibility Study for the Banfora project, and Terangas estimated full year financial and
operating totals, as well as anticipated 2017 operating results. Although the forward-looking information contained in this presentation reflect managements current beliefs based
upon information currently available to management and based upon what management believes to be reasonable assumptions, Teranga cannot be certain that actual results will
be consistent with such forward looking information. Such forward-looking statements are based upon assumptions, opinions and analysis made by management in light of its
experience, current conditions and its expectations of future developments that management believe to be reasonable and relevant but that may prove to be incorrect. These
assumptions include, among other things, the ability to obtain any requisite governmental approvals, the accuracy of mineral reserve and mineral resource estimates, gold price,
exchange rates, fuel and energy costs, future economic conditions, anticipated future estimates of free cash flow, and courses of action. Teranga cautions you not to place undue
reliance upon any such forward-looking statements

The risks and uncertainties that may affect forward-looking statements include, among others: the inherent risks involved in exploration and development of mineral properties,
including government approvals and permitting, 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 Terangas
Annual Information Form dated March 29, 2017, and in other filings of Teranga with securities and regulatory authorities which are available at www.sedar.com. 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
report should be construed as either an offer to sell or a solicitation to buy or sell Teranga securities.

This presentation is as of May 1, 2017. All references to Teranga include its subsidiaries unless the context requires otherwise. This presentation contains references to Teranga
using the words we, us, our and similar words and the reader is referred to using the words you, your and similar words. All dollar amounts stated are denominated in U.S.
dollars unless specified otherwise.

5
Accomplishments in 2016

Record production and unit costs

Optimized and implemented

measures to de-risk Sabodala

Completed acquisition of Gryphon,

providing opportunities for asset
diversification, scale and growth

Completed joint venture in

Cte dIvoire

Refer to Endnote (1) on the second last slide 6

2016 Marked 3+ Years or 12 Million Hours Worked Without a Lost Time Incident

Cumulative Hours Worked

Without a Lost Time Incident

12.0M

6.5M

3.2M

2014 2015 2016

7
Mining Responsibly

MITIGATING OUR IMPACTS | SHARING THE BENEFITS | GOOD GOVERNANCE | OUR PEOPLE & OUR CULTURE 8
Recognized in 2016 with International Awards for CSR Performance

United Nations Global Compact

Network Canada Sustainability Award

Corporate Knights Future 40 Responsible

Corporate Leaders in Canada

Capital Finance International: Best ESG-Responsible Mining

Management West Africa Award

Prospectors & Developers Association of Canada

2017 Environmental & Social Responsibility Award 9
PDAC Environmental and Social Responsibility Award Video

To view PDAC CSR

Award video, click
here

10
Significant Catalysts for 2017

Production
2017 production outlook: 205,000 225,000 ounces(2)
Generate free cash flow(3) from Sabodala

Development
Complete Banfora project feasibility study
Obtain board approval to proceed
Announce funding and construction

Exploration
Senegal
Burkina Faso
Cte dIvoire

Refer to Endnotes (2) and (3) on the second last slide 11

Producing Asset
Senegal, West Africa
 Sabodala Provides Solid Platform For Value Creation & Long-Term Growth

2.6 Million Oz in 2P Reserves(1)
4.4 million ounces in measured and
indicated resources (inclusive of 2P
reserves) at an average grade of
1.62g/t(1)
Base Case Production Profile
13.5-year mine life with cash flow in
every year but one
+200Koz average annual production
from 2012- 2024(2)
Reserve Development & Exploration
Focused on resource conversion at Niakafiri
deposit
Advanced exploration prospects on mine license
and several targets on the regional land package

Opportunity to grow
production by increasing
2017 Outlook material movement and Opportunity to increase
205K-225Koz(2) resource conversion at production through
Niakafiri deposit on the resource conversion and
mine license(4) new discoveries(4)
000s oz Au

+200Koz average annual production from 2012- 2024(2)

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029

Refer to Endnotes (1), (2) and (4) on the second last slide 13
Development Asset
Burkina Faso, West Africa

14
Fast-Tracking Completion of Banfora Feasibility Study

H1
2019
H2 H1 H2 Anticipated first
2016 2017 2017 2018 gold pour at Banfora

Commenced Complete Seek board Construction

drilling feasibility study approval and
campaign to & technical commence
confirm & report construction
increase mid-year
reserves

15
 Exploration Assets
Burkina Faso, Cte dIvoire & Senegal

16
Exploring Highly Prospective Properties Across West Africa
Burkina Faso
Banfora $3M - $4M
Senegal Golden Hill $3M
2017 Exploration Budget Mine License Gourma $0.5M
$3M - $4M
Senegal Regional $2M

~$15
MILLION
Cte dIvoire
$0.5M

Burkina Faso Senegal Cte d'lvoire

Operating Gold Mine/ Development Project
17
 Niakafiri Deposit (Senegal)
D I NKOKONO

Potential Resource Conversion/Expansion

at Niakafiri on Senegal Mine License SOUKHOTO

The Most Prospective Target on the Mine License

Situated ~5km from the mill SA B OD A L A

NI A KA F I R I
Measured and indicated resources of ~600,000 ounces, and WEST

over 200,000 ounces of inferred, inclusive of 314,000 ounces

in proven and probable reserves as at December 31, 2015(1) NI A KA F I R I
MA I N

Mine License (Senegal)

Advanced Drill Program
9,300 metres drilled in 81 holes to date
NI A KA F I R I
SOUTHWES T
Results of 60 holes have been received
NI A KA F I R I
SOUTHEA ST

MA KI MED I NA

Refer to Endnote (1) on the second last slide

0 250 500 Meters
18
 Niakafiri Main NNE Section 440N
Positive Drill Results at Niakafiri Extend
Mineralisation Along Strike and at Depth

Some of the Widest and Highest Grade Mineralised

Intervals Encountered to Date
4.18 g/t Au over 23 metres including 6.52 g/t Au over 12 metres in MDD17-279
2.99 g/t Au over 33 metres including 4.23 g/t Au over 17 metres in MDD17-277
2.41 g/t Au over 29 metres including 6.51 g/t Au over 6 metres in MDD17-281
3.19 g/t Au over 21 metres at the end-of-hole in MDD17-284

Niakafiri Main NNE Section 560N

Phase 2 Follow-up Commenced
Two drills currently active and focused on extending the
mineralisation along trend and to depth

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Banfora Mine License Activities
Banfora Project Mine License (Burkina Faso)
Initial Evaluation Drilling on Targets
Kafina West
KONANDOUGOU
Most positive prospect hosting multiple targets of varying
orientations and projected dimensions
Initial RC drill results display broad anomalous, near-
surface oxide mineralization
Recently completed follow-up diamond drill program to BAGU SUD KORINDOUGOU
/WEAH
evaluate structural control SAMAVOGO

KAFINA BAZOGO
Hillside WEST

Five core holes returned favourable visuals along 350-metre OUAHIRI Proposed BASSONOGRO
strike length within the ~1,000-metre geochemical trend Plant

Core results are pending

RAUL STINGER
NOGBELE HILLSIDE

FOURKOURA

SUD

20
 M&I Resources are inclusive of P&P Reserves

Siou Pit
Uniquely Positioned at Golden Hill M&I: 0.89 Moz

Mana
M&I: 3.63 Moz

Situated Near Other High-Grade, High-Value Properties

468km2 situated ~200km NE of Banfora gold project
On the Hound belt in close proximity and along strike to other large deposits Hound
M&I: 2.55 Moz Yaramoko
M&I: 0.81 Moz
Exploring Drill-Ready Targets
Previous exploration work defined high quality prospects
More advanced work, including substantial drilling, scheduled in the coming Terangas JV
Golden Hill Project
months

Joint Venture (51%, earning 80%) Acacia JVs

Joint venture partner is Boss Resources (ASX:BOE)

Sarama
Permits

Sources
Semafo Corporate Presentation (Mar 2017)
Roxgold Corporate Presentation (Feb 2017)
Endeavour Corporate Presentation (Feb 2017) Karankasso JV South Hound JV
Acacia Preliminary Results (Feb 2017) Inf: 0.67 Moz Inf: 2.10 Moz
Savary Corporate Presentation (Mar 2017) Golden Hill Joint Venture 21
(Burkina Faso)
Golden Hill: Two New Discoveries
Ma Primary and Secondary Structures
Ma
12 of the 13 core holes drilled intersected gold mineralization

Positive grade and width intervals were returned along the entire
1,300-metre strike extent of the primary Ma structure, as well as a
parallel structure and cross structures

Multi-drill follow-up program planned for Q2 2017 to extend both

along trend and to depth of encouraging results, and to initiate in-fill
sectional drilling along the entire structure

Nahiri
Never previously drilled; no artisanal activity

RC program was encouraging with positive geological reports

related to the core drilling undertaken

Assay Results Pending From Two Additional Prospects

A complete table of results for all 13 drill holes is available in the April 25th
Golden Hill press release available on the Companys website 22
Early-Stage Exploration at Gourma
Gourma (Burkina Faso)

Initial Field Program Commenced

Gourma
Burkina Faso

Included prospecting, mapping and auger Golden Hill

Banfora
drilling

Q2 program will include structural geologic

map and initial RC drilling evaluation

23
Optionality in Cte dIvoire
Randgold

Guitry Exploration Program Commenced in Q1

Expanding initial sample from the previous soil grids
Dianra
Hand-pitting program centered on the strongest
portions of the previously discovered 3 by 6 kilometre
gold-in-soil geochemical anomaly
Cte dIvoire
Initial RC or core drilling evaluation planned for late
Q2 Mahepleu Perseus
Endeavour
Newcrest

Endeavour Tiassale
Guitry Taurus
Sangaredougou

Operating Gold Mine/ Development Project

24
Protecting & Creating
Shareholder Value

25
Building the Next Multi-Asset Mid-Tier West African Gold Producer

STRONG
EXPLORATION BALANCE SHEET
FULLY
PERMITTED OPPORTUNITIES & SUPPORTIVE
DEVELOPMENT ON WORLD-CLASS CORNERSTONE STRONG
ASSET IN GOLD BELTS INVESTOR SOCIAL LICENSE
BURKINA FASO & AWARD-WINNING
CSR

PRODUCING
ASSET
IN SENEGAL PROVEN &
PROVIDES EXPERIENCED
FOUNDATION LEADERSHIP
FOR GROWTH TEAM

26
Q&A

27
Competent & Qualified Persons Statement
The technical information contained in this document relating to the open pit mineral reserve estimates for Niakafiri is based on, and fairly represents, information compiled by Mr. William Paul Chawrun, P. Eng who is a member of the Professional
Engineers Ontario, which is currently included as a "Recognized Overseas Professional Organization" in a list promulgated by the ASX from time to time. Mr. Chawrun is a full time employee of Teranga and is not "independent" within the meaning of
43-101. However, he is a "qualified person" as defined in NI 43-101 and a competent person as defined in the 2012 Edition of the Australasian code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code).
Mr. Chawrun has sufficient experience relevant to the style of mineralization and type of deposit under consideration and to the activity he is undertaking to qualify as a Competent Person as defined in the JORC Code. Mr. Chawrun has consented to
the inclusion in this document of the matters based on his compiled information in the form and context in which it appears in this document.

The technical information contained in this document relating to mineral resource estimates for Niakafiri is based on, and fairly represents, information compiled by Ms. Patti Nakai-Lajoie. Ms. Nakai-Lajoie, P. Geo., is a Member of the Association of
Professional Geoscientists of Ontario, which is currently included as a "Recognized Overseas Professional Organization" in a list promulgated by the ASX from time to time. Ms. Nakai-Lajoie is a full time employee of Teranga and is not "independent"
within the meaning of NI 43-101. However, she is a "qualified person" as defined in NI 43-101 and a competent person as defined in the JORC Code. Ms. Nakai-Lajoie 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 JORC Code. Ms. Nakai-Lajoie has consented to the inclusion in this document of the matters based on her compiled information in
the form and context in which it appears in this document.

The information in this document that relates to Mineral Reserve estimates has been extracted from the Technical Report dated March 22, 2016 (Technical Report). The Technical Report is available to be viewed on the companys website at:
www.terangagold.com

Teranga's exploration programs are being managed by Peter Mann, M.Sc. Geology, Minerals Exploration who is a Professional Fellow Member of the Australasian Institute of Mining and Metallurgy (Reg. 990534). The technical information contained
in this document relating exploration results are based on, and fairly represents, information compiled by Mr. Mann. Mr. Mann has verified and approved the data disclosed in this release, including the sampling, analytical and test data underlying the
information. Mr. Mann is a full time employee of Teranga and is not "independent" within the meaning of NI 43-101. However, he is a "qualified person" as defined in NI 43-101 and a competent person as defined in the JORC Code. Mr. Mann 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 JORC Code. Mr. Mann has consented to the
inclusion in this Report of the matters based on his compiled information in the form and context in which it appears herein.

Teranga's disclosure of mineral reserve and mineral resource information is governed by NI 43-101 under the guidelines set out in the Canadian Institute of Mining, Metallurgy and Petroleum Standards on Mineral Resources and Mineral Reserves (the
CIM Standards), adopted by the Canadian Institute of Mining, Metallurgy, and Petroleum (CIM) and its council, as may be amended from time to time by CIM. CIM definitions of the terms "mineral reserve", "proven mineral reserve", "probable
mineral reserve", "mineral resource", "measured mineral resource", "indicated mineral resource" and "inferred mineral resource", are substantially similar to the JORC Code corresponding definitions of the terms "ore reserve", "proved ore reserve",
"probable ore reserve", "mineral resource", "measured mineral resource", "indicated mineral resource" and "inferred mineral resource", respectively. Estimates of mineral resources and mineral reserves prepared in accordance with the JORC Code
would not be materially different if prepared in accordance with the CIM definitions applicable under NI 43-101. There can be no assurance that those portions of mineral resources that are not mineral reserves will ultimately be converted into mineral
reserves.

Teranga confirms that it is not aware of any new information or data that materially affects the information included in the Technical Report or first quarter 2017 results, market announcements and, in the case of estimates of Mineral Resources, that all
material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Persons
findings are presented have not been materially modified from the original market announcement.

28
Endnotes
1) Terangas Sabodala Mineral Reserves and Mineral Resources estimates as at December 31, 2015 as per Company disclosure. There has been no material changes to
these mineral reserve and resource estimates since December 31, 2015, except for the depletion of reserves during 2016. All material assumptions and technical
parameters previously disclosed continue to be applicable. The Company plans to update its mineral reserve and resource estimates in 2017. For more information
regarding Teranga Golds Mineral Reserves and Resources and related notes, please refer to Teranga Golds December Quarter and Year-end 2015 Report accessible on
the Terangas website at www.terangagold.com.

2) This production profile is based on existing proven and probable reserves only from the Sabodala mining license as disclosed on the Companys website at
www.terangagold.com and on SEDAR at www.sedar.com. 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 2012 JORC Code).
Please refer to the Competent Persons Statement in this presentation.

3) Free cash flow is a non-IFRS financial measure and does not have a standard meaning under IFRS. The Company calculates free cash flow as net cash flow provided by
operating activities less sustaining capital expenditures. The Company believes this to be a useful indicator of our ability generate cash for growth initiatives. Other
companies may calculate this measure differently. Please see the Non-IFRS Performance Measures section in Managements Discussion & Analysis for the twelve months
ended December 31, 2016 available on the Companys website at www.terangagold.com.

4) Over the past several years more than twelve million ounces of measured and indicated resources have been identified within the south eastern Senegal region, including
the Massawa, Golouma, Makabingui and Mako projects, along with the Companys own Sabodala gold mine. With exploration work completed to date and the prior
exploration success seen in the area Management believes there is a reasonable basis to anticipate future resource to reserve conversion.

29