PURSUIT MINERALS LTD — Share Issue/Capital Change 2012

Oct 30, 2012

Appendix 3B New issue announcement

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

South American Ferro Metals Limited

ABN

27 128 806 977

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 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the+securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	Not applicable
	Not applicable
	Not applicable

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering +securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Number	+Class
	Not applicable	Not applicable

• See chapter 19 for defined terms.

Appendix 3B Page 2

24/10/2005

Appendix 3B New issue announcement

Number +Class 9 Number and +class of all Not applicable Not applicable +securities not quoted on ASX ( including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a Not Applicable trust, distribution policy) on the increased capital (interests)

Part 2 - Deleted – Not Applicable

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) Securities described in Part 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

• See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

Appendix 3B New issue announcement

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

Entities that have ticked box 34(b) 38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought 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 (if issued upon conversion of another security, clearly identify that other security) 42 Number and +class of all +securities quoted on ASX (_including_the securities in clause 38)
	201,954,054
	Ordinary shares
	Yes
	Restricted Securities due for release of Escrow on 16 November 2012.
	Number	+Class
	409,147,743 22,430,879	Ordinary shares Listed Options: $0.20, Expiry Date – 31 December 2014

• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

Appendix 3B New issue announcement

Quotation agreement

• 1 +Q u otation of o ur additio n al[+] securities is in ASX’s absolut e discretio n . ASX ma y quote the [+] securities o n any con d itions it decides.

• 2 We warrant th e following t o ASX.

• The iss u e of the[+] s e curities to be quoted complies w ith the la w and is not for an illegal p u rpose.

• There i s no reas o n why th o se[+] securities shoul d not be g ranted +quotation.

• An off e r of the[+] s e curities fo r sale withi n 12 mont h s after the i r issue will no t require di s closure under section 707(3) or s ection 1012 C (6) of the Corporations A ct.

Note: An e n tity may need to obtain appropria t e warranties fro m subscribers for tthe securities in o rder to be able to give this warranty

• Section 724 or sec t ion 1016E of the Corporations Act does not a p ply to any ap p lications r eceived by us in rela t ion to an y[+] securitie s to be quoted and that n o‐one has a ny right t o return an y[+] securitie s to be quoted under sect i ons 737, 73 8 or 1016F o f the Corp o rations Ac t at the time th a t we requ e st that the [+] securities b e quoted.

• If we a r e a trust, w e warrant t h at no pers o n has the r ight to ret u rn the +securi t ies to be q u oted unde r section 1019B of the C o rporation s Act at the time that we r e quest that t he[+] securit i es be quot e d.

• 3 We will indem n ify ASX to the fullest e xtent per m itted by la w in respect of any clai m , action o r expense a rising fro m or connected with a ny breach of the war r anties in t h is agreem e nt.

• 4 We give ASX the inform a tion and d o cuments r e quired by this form. If any inf o rmation o r documen t not avai l able now, will give i t to ASX before +qu o tation of t h e[+] securit i es begins. We ackno w ledge that ASX is rel y ing on the informatio n and docu m ents. We warrant t h at they are (will be) tr u e and co m plete.

Sign here: Da t e : 31 Octob e r 2012 (Dir e ctor/Com p any secret a ry)

Print name: Dion Cohen == = = == == ==

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Pa g e 5