Fulfilment of Outstanding Condition Precedent and Finalisation Announcement GOLIATH GOLD MINING LIMITED Incorporated in the Republic of South Africa (Registration number 1933/004523/06) Share code: GGM ISIN: ZAE000154753 (“Goliath Gold” or “the Company”) FULFILMENT OF OUTSTANDING CONDITION PRECEDENT AND FINALISATION ANNOUNCEMENT Shareholders are referred to the announcements released on the Stock Exchange News Service of the JSE Limited on 22 September 2015, 15 October 2015, 4 November 2015 and 16 November 2015, and to the circular to Shareholders dated 15 October 2015 (“Circular”) (and using the terms therein unless otherwise stated) regarding the firm offer by Gold One Africa to acquire all the Goliath Gold ordinary shares that Gold One Africa does not already own, by way of a Scheme in terms of section 114 of the Companies Act, to be proposed by the Goliath Gold Board between Goliath Gold and Goliath Gold Shareholders. Shareholders are advised that, following receipt from the Takeover Regulation Panel (“Panel”) of a compliance certificate in terms of section 119(4)(b) of the Companies Act in respect of the Scheme on 17 November 2015, all outstanding conditions precedent to the Scheme have now been fulfilled. Accordingly, Goliath Shareholders are advised that the salient dates which were set out in the Circular, have been amended by mutual agreement between Goliath Gold and Gold One Africa (with the approval of JSE Limited (“JSE”) and the Panel) as follows: 2015 Scheme LDT, being the last day to trade Goliath Gold Shares on the JSE in order to be recorded in the Register to receive the Scheme Consideration, on Friday, 27 November Suspension of listing of Goliath Gold Shares on the JSE to take place at the commencement of trade on Monday, 30 November Scheme Consideration Record Date, being the date on which Scheme Participants must be recorded in the Register to receive the Scheme Consideration, by close of trade on Friday, 4 December Last date on which the Scheme Participants can make an election in respect of the Scheme Consideration by 12:00 on Friday, 4 December Date on which the Scheme is implemented Monday, 7 December Immediate Cash Payment to be paid/posted to Scheme Participants who are Certificated Shareholders (provided their form of election, surrender and transfer (blue) and Documents of Title are received on or prior to 12:00 on the Scheme Consideration Record Date) on or about Monday, 7 December Scheme Participants who are Dematerialised Shareholders to have their accounts (held at their CSDP or broker) credited with the Immediate Cash Payment on or about Monday, 7 December Termination of listing of Goliath Gold Shares on the JSE to take place at the commencement of trade on or about Tuesday, 8 December 2017 Deferred Cash Payment to be paid/posted to Scheme Participants who are Certificated Shareholders (provided that the form of election surrender and transfer (blue) and Documents of Title are received on or prior to 12:00 on the Scheme Consideration Record Date on or about Tuesday, 6 June Scheme Participants who are Dematerialised Shareholders to have their accounts (held at their CSDP or broker) credited with the Deferred Cash Payment on or about Tuesday, 6 June Johannesburg 18 November 2015 Corporate Adviser and Transaction Sponsor to Goliath Gold Merchantec Capital Date: 18/11/2015 10:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.