Tembo Announces Filing of Annual and Interim Financial Statements and Consolidation Effective Date

TEMBO ANNOUNCES FILING OF ANNUAL AND INTERIM

FINANCIAL STATEMENTS AND CONSOLIDATION EFFECTIVE DATE

Vancouver, July 15, 2020 – Tembo Gold Corp. (TSXV: TEM) ("Tembo" or the "Company”) is pleased to

announce that its a nnual audited consolidated financial statements, management ’s discussion and

analysis for the financial year ended December 31, 201 9 and its interim financial statements,

management’s discussion and analysis for the three months ending March 31, 2020, together with the

related officer certificates have been filed on www.sedar.com . The British Columbia Securities

Commission (“BCSC”) granted a management cease trade order (the “ MCTO”) against the Company’s

chief executive officer and chief financial officer on June 16, 2020 in order to extend the filing deadline of

the Company’s annual filings. The Company has applied to the BCSC to have the MCTO revoked.

Consolidation

The Company also announces that further to its press release dated July 2, 2020, the Company’s

consolidation of its common shares will be completed effective July 17, 2020 (the “Effective Date”) on the

basis of one (1) new common share without par value for every three (3) existing common shares without

par value (the “ Consolidation”). As a result of the Consolidation, the number of issued and outstanding

common shares of the Company will be reduced from 197,432,634 pre-Consolidation common shares

without par value to approximately 65,810,878 post-Consolidation common shares without par value,

subject to adjustment for treatment of fractional common shares. The Company’s name and trading

symbol will remain the same. For further details on the process for exchanging share certificates, please

see the letter of transmittal that was mailed to shareholders in connection with the Company’s specia l

meeting of shareholders held on June 30, 2020 and filed on www.sedar.com.

About Tembo Gold Corp.

Tembo is a Canadian publicly-listed mineral exploration company with a 100% interest in the Tembo Gold

Project which is located adjacent to African Barrick's 14Moz Bulyanhulu Gold Mine in the prolific Lake

Victoria Greenstone belt in Tanzania. Tembo’s focus is the discovery and development of gold projects in

Africa. The Company has assembled a highly experienced team with a proven history of developing,

financing, and operating mining projects in Africa. The Company’s exploration strategy is to discover

mineral resources a s well as continue to look for additional opportunities that can bring value to the

Company and shareholders.

On Behalf of the Board of Directors of Tembo,

David Scott

President & CEO

For more information please contact:

Simon Benstead

Director & VP Corporate Development

Phone: 604-685-9316

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Email: [email protected]

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS

DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR TH E

ADEQUACY OR ACCURACY OF THIS NEWS RELEASE.

Cautionary Note Regarding Forward-Looking Statements

Certain information set out in this news release constitutes forward-looking information. Forward looking

statements are often, but not always, identified by the use of words such as "seek", "anticipate; "plan",

"continue; "estimate; "expect", "may, "will", "intend", "could", "might", "should", "believe" and similar

expressions. This news release contains forward -looking statements , including with out limitation, the

completion and Effective Date of the Consolidation . Forward-looking statements are based upon the

opinions and expectations of management of the Company as at the effective date of such statements

and, in certain cases, information prov ided or disseminated by third parties. Although the Company

believes that the expectations reflected in such forward -looking statements are based upon reasonable

assumptions, and that information obtained from third party sources is reliable, they can give no assurance

that those expectations will prove to have been correct. Readers are cautioned not to place undue reliance

on forward-looking statements.

These forward-looking statements are subject to a number of risks and uncertainties. Actual results ma y

differ materially from results contemplated by the forward -looking statements. Factors that could cause

actual results to differ materially from those in forward-looking statements include that the Company does

not complete the Consolidation. Accordingly, the actual events may differ materially from those projected

in the forward -looking statements. When relying on forward -looking statements to make decisions,

investors and others should carefully consider the foregoing factors and other uncertainties and should not

place undue reliance on such forward-looking statements. The Company does not undertake to update any

forward-looking statements, except as may be required by applicable securities laws.