ASX Release

19 November 2014

SHARE PURCHASE PLAN WITH FREE ATTACHING OPTION CLOSES FRIDAY 21 NOVEMBER

ASX Code: SAU Issued Shares: 386M ABN: 30 107 424 519

Directors

Greg Boulton AM Nanette Anderson Michael Billing David Turvey

Top Shareholders

Silver Lake Resources Ltd 11.21% G B Branch 7.03%

JP Morgan Nominees 4.28% National Nominees 3.03%

Head Office

229 Greenhill Road

Dulwich SA 5065

Telephone: (08) 8368 8888

Facsimile: (08) 8431 5619 [email protected] www.southerngold.com.au

• Mining set to commence in Q1 2015 at Cannon Gold Project, WA

• Share Purchase Plan to underpin mine development, near resource exploration and working capital through to operational cashflow in 2015

Southern Gold Limited (ASX: SAU - "Southern Gold" or the "Company") wishes to remind Eligible Shareholders that the Share Purchase Plan ("SPP") with Attaching Options (together the "Offer"), as announced on the 28 October 2014, will close at 8pm (AEDT) Friday, 21 November 2014.
The Company is set to begin an exciting new chapter as it teams up with experienced and prominent mining company, Metals X Limited ("Metals X"), to develop the Cannon Gold Project. The Company recently formalised the Mine Finance and Profit Term Sheet ("Term Sheet") with Metals X (refer 10
November 2014 ASX announcement), which will see the Company transition from gold explorer to gold producer.
The Company is seeking to raise $1.04 million through the Offer. These proceeds will primarily be used in the development of the Cannon Gold Project.
Under the terms of the SPP, Eligible Shareholders have the opportunity to invest up to $15,000 in New Shares at an offer price of $0.009 (0.9c), free of brokerage and other transaction costs.
Eligible Shareholders that participate in the Offer will also receive one free Attaching Option for every two New Shares applied for. Options offer potentially significant value to investors, particularly in smaller resources companies where exploration and development success leads to high price volatility. The free Attaching Options will have an exercise price of $0.015 (1.5c) with an expiry date of 30 November 2015. The Company will apply to the ASX for Official Quotation of the Attaching Options.

The Offer provides Eligible shareholders with an attractive opportunity to increase their investment in the Company at an attractive price. Accordingly, all of the Company's Directors intend to subscribe for New Shares in the Offer.
Eligible Shareholders are reminded they can apply and pay for New Shares under the Offer using either BPAY or by submitting an application form with a cheque or money order. All application and payment details are included in the Offer documentation mailed to all Eligible Shareholders.
If Eligible Shareholders have not received the Offer documentation and wish to apply for shares in the
Offer they should contact Southern Gold's registry - Security Transfer Registrars on (08) 9315 2333.

CONTACT

For further information contact: Nanette Anderson
Managing Director
PO Box 255 Ph: 08 8368 8888
Kent Town 5071 Fx: 08 8431 5619
South Australia www.southerngold.com.au

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