PERSEUS MINING LIMITED — Regulatory Filings 2012

Mar 20, 2012

21 March 2012

The Manager ASX Ltd Level 4 20 Bridge Street Sydney, NSW 2000

Dear Sir

ISSUE OF SHARES

Perseus Mining Limited (ASX / TSX: PRU) has completed the issue of 400,000 fully paid ordinary shares as further detailed in the attached Appendix 3B and Perseus Mining Limited gives notice that:

• it issued the securities without disclosure to investors under Part 6D.2 of the Corporations Act 2001 ("Act");
• this notice is being given under section 708A(5)(e) of the Act;
• as at today's date, the Company has complied with:
• (i) the provisions of Chapter 2M of the Act as they apply to the Company; and
• (ii) section 674 of the Act; and
• as at today's date there is no other information that is excluded information which is required to be set out in this notice pursuant to section 708A(6)(e) of the Act.

Yours faithfully

Susmit Shah Company Secretary

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

PERSEUS MINING LIMITED

ABN

27 106 808 986

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1	+Class of +securities issued or to be issued	Ordinary fully paid shares.
2	Number of +securities issued or to be issued (if known) or maximum number which may be issued	400,000 ordinary fully paid shares.
3	Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid	The shares rank equally with existing quoted ordinary shares.

⁺securities, the amount outstanding and due dates for payment; if ⁺convertible securities, the conversion price

and dates for conversion)

4	Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?	See (3) above.
	If the additional securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
5	Issue price or consideration	Shares issued at \$1.80 per share upon exercise of unlisted options.
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Shares issued on exercise of unlisted options.
7	+securities Dates of entering into uncertificated holdings or despatch of certificates	21 March 2012
		Number	+Class
8	+class Number and of all +securities quoted on ASX (including the securities in clause 2 if applicable)	457,962,088	Ordinary fully paid shares (PRU)
		Number	+Class
9	+class Number and of all +securities not quoted on ASX (including the securities in clause 2 if applicable)	400,000	Options exercisable at \$2.45 each on or before 29 July 2012.
		160,000	Options exercisable at \$3.00 each on or before 14 October 2012.

Number	+Class
280,000	Options exercisable at \$3.45 each on or before 14 October 2012.
820,000	Options exercisable at \$2.13 each on or before 16 June 2013.
450,000	Options exercisable at \$3.00 each on or before 6 October 2013.
270,000	Options exercisable at \$3.20 each on or before 3 November 2013.
2,210,000	Options exercisable at \$3.00 each on or before 15 June 2014.
No plans to pay dividends at this stage.

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue – Not Applicable

11	Is security holder approval required?
12	Is the issue renounceable or non‐ renounceable?
13	+securities Ratio in which the will be offered
14	+Class of +securities to which the offer relates
15	+Record date to determine entitlements
16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
17	Policy for deciding entitlements in relation to fractions

18	Names of countries in which the entity has +security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.
19	Closing date for receipt of acceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting fee or commission
22	Names of any brokers to the issue
23	Fee or commission payable to the broker to the issue
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders
25	If the issue is contingent on +security holders' approval, the date of the meeting
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
27	If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
28	Date rights trading will begin (if applicable)
29	Date rights trading will end (if applicable)
30	+security How do holders sell their entitlements in full through a broker?

31	+security How do holders sell part of their entitlements through a broker and accept for the balance?
32	How do +security holders dispose of their entitlements (except by sale through a broker)?
33	+Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities (tick one)

(a) Shares described in Part 1 only 1.

(b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the +securities are +equity securities, the names of the 20 largest holders of the additional ⁺securities, and the number and percentage of additional ⁺securities held by those holders

36 If the +securities are +equity securities, a distribution schedule of the additional ⁺securities setting out the number of holders in the categories

1 ‐ 1,000 1,001 ‐ 5,000 5,001 ‐ 10,000 10,001 ‐ 100,000 100,001 and over

37 A copy of any trust deed for the additional ⁺securities

Entities that have ticked box 34(b)

38	Number of securities +quotation is sought	for which
39	+securities Class of quotation is sought	for which

40	Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities? If the additional securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest
	payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
41	Reason for request for quotation now
	Example: In the case of restricted securities, end of restriction period
	pon conversion of another security, clearly identify that other security)
		Number	+Class
42	+class Number and of all +securities quoted on ASX (including the securities in clause 38)

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
• 2 We warrant the following to ASX.
• The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those +securities should not be granted +quotation.
• An offer of the ⁺ securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
  • Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to

return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

(Company Secretary)

Sign here: ............................................................ Date: 21 March 2012

Print name: Susmit Shah