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1 23 August 2011 ASX Announcement Arturus Secures Option to Purchase New Mineral Sands Discovery Arturus Capital Limited (ASX: AKW; Arturus or Company ) is pleased to announce that it has entered into an option agreement to acquire 100% interest in the West Eucla Mineral Sands Project, including the exciting new discovery at the McLaren Prospect in the Eucla Basin, Western Australia. Key Project Attributes Ø Three contiguous granted exploration licences (218 square kilometres) proven to host significant heavy mineral sand (HMS) occurrences with continued new discovery potential. Ø Ø Ø Located in the Eucla Basin, host to world- class heavy mineral (HM) deposits such as Jacinta Ambrosia (239MT HM resource 1 ) and Cyclone (132Mt HM resource 1 ). A new discovery of shallow HMS named the McLaren prospect contains heavy mineralised sand development (>5% HM) up to 24 metres thick, within 10 metres of surface over an area of approximately 4km X 2km. Highlight drill results from this first past exploration program include: EWAC156: % HM from surface EWAC167: % HM from surface EWAC182: % HM from surface EWAC187: % HM from 3 metres EWAC197: % HM from 4.5 metres EWAC204: % HM from 6.2 metres Ø A strategic plan to delineate a significant HM resource and complete detailed metallurgical test work to achieve the key objective of the determining the commercial potential of the McLaren Deposit. Arturus has entered into an option agreement with Wild Side (WA) Pty Ltd (Wild Side) and Westover Holdings Pty Ltd (Westover) (the Option Agreement) which provides Arturus with a unique investment opportunity in the development of an advanced stage mineral sands exploration project in an environment of increasing mineral sand prices. Industry forecasts report a positive industry outlook supported by continued demand / supply deficit moving forward. This is an outstanding opportunity for Arturus to enter a growth industry where Australian mineral sand equities have benefited from recent significant price increases. Figure 1. The West Eucla Mineral Sands Project is located within the highly prospective Eucla Basin where a number of HMS deposits have been discovered; including the world class Ambrosia - Jacinth deposits (239 Mt HM mineral resource 1 ) currently being developed by Iluka Resources. 1

2 Eucla West Minerals Sands Project (E69/2386, E69/2388 and E69/2436) The tenements are located approximately 45km west of the Balladonia roadhouse, and straddle the Eyre Highway. The project is located on the western margin of the Eucla Basin where the eastern margin of the Frazer Range slopes gradually toward the basin and is increasingly on- lapped by sands of paleo- shoreline and aeolian origin favourable for HMS deposition. The area has recently emerged as a highly prospective region for new world- class mineral sand discoveries. Exploration immediately to the east of the tenement group began during the period where Eucla Mining NL identified HM mineralisation with the best result of 6.3% HM comprising 66% ilmenite and 19% zircon. Since that time very little exploration has occurred in the area, until in the current owners began surface investigations by way of hand dug pits. Samples were assayed for HM and returned encouraging results indicating a wide distribution of local mineral sand accumulation. In 2009 the first reconnaissance aircore drill program (242 holes for 3,215 metres) was completed and samples submitted for HM assay with excellent results. This initial work was highly successful resulting in the discovery of a near surface HM deposit named the McLaren Prospect. McLaren HMS Prospect Aircore drilling at the McLaren Prospect has identified a significant volume of >5% HMS development at shallow depths (0 to 24 meters) within a ~ 4 km X ~ 2km area. At a nominal >5% HM content mineralised sand intervals are up to 24m thick and within 10m of surface. Significantly mineralisation remains open in all directions. Figure 2. Aircore drill collar plan over a DTM image of the McLaren Prospect showing assayed maximum down- hole HM% and area of interest for future resource definition drilling. Beneath this plan is a west- east cross section (Line A- A¹) showing contoured heavy mineral grade intercepts from the aircore drilling. Note the vertical exaggeration. 2

3 Table 1. Highlight aircore drill results from the McLaren Prospect Hole ID From (m) To (m) Interval (m) Average %HM EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC Note: Samples collected as 1.5 m composites. Densimetric Separation Assay was carried out by Western Geolabs of Bellevue Perth WA. These exciting aircore drill results show a consistency of high grade at shallow depths and demonstrate the potential to define a significant HM resource comparable in size to those defined by other companies in the industry. Additional resource definition drilling and metallurgical test work is required to unlock the full potential of the McLaren Prospect and at the current stage of investigations there has been insufficient exploration to define a Mineral Resource and it is uncertain if further exploration will result in the determination of a Mineral Resource. Table 2. Selected ASX listed Mineral Sand Companies and Resource Data ASX Code Company Market Cap Tonnage Grade HM HM Project Ownership ($m) (Mt) (%) (Mt) GUN Gunson Resources 47 Coburn 100% MDL Mineral Deposits 446 Grande Cote 90% DRX Diatreme Resources 42.6 Cyclone 100% MZI Matilda Zircon 24.3 Keysbrook 100% IMA Image Resources 43 North Perth Basin 100% BSE Base Kwale 100% ATR Astron Minerals Donald 100% APG Austpac 48.6 WIM % Note: Data sourced from company announcements release to the market as of June 2011 Additional New Discovery Potential While the McLaren Prospect is a compelling investment and development opportunity the remaining tenement area is highly prospective for additional new discoveries. All previous mineral sands exploration in the district has focussed on RLs below the 200mRL range whereas surface occurrences within the project area have been identified around the 230m RL. A recent reconnaissance hand dug pit geochem program of 73 samples has returned an overall average of 2.7% HM (highest assay of 6.65% HM) confirming additional local mineral sand accumulation between 205mRL and 265mRL. These areas remain under- explored and are expected to be the focus of future regional exploration campaigns aimed to unlock the areas new discovery potential. 3

4 Eyre Hwy Figure 3. Tenements plan and aircore drill collar locations with maximum down- hole HMS assays shown over regional DTM image. Drill results have identified high- grade heavy mineral sand (HMS) at the McLaren Prospect that is the focus of detailed resource definition activities. Scout drilling has also identified a wide distribution of anomalous HMS development. The complete tables of assay results and drill collar coordinates for the aircore drilling are located in Appendix 1 and 2. Investment Outlook and Strategic Plan This investment opportunity at a relatively early stage of the project s development, combined with the significant HMS development identified over large areas, clearly demonstrates the potential growth of this investment as the project moves forward. This is underpinned by the recent price increases seen in the industry. The strategic plan is to delineate a significant HM resource and complete detailed metallurgical test work to achieve the key objective of the determining the commercial potential of the McLaren Deposit. The immediate focus is to follow up the high- grade drill intersections at the McLaren Prospect with additional infill drilling to enable the calculation of a heavy mineral resource. In addition, investigations into future potential commercial exploitation of the McLaren deposit will commence with systematic mineralogical analysis of the HM content. Preliminary data suggests that the deposit is ilmenite rich however given the 19% zircon sample achieve to the east of the Project as previously mentioned there is potential to define areas of increased zircon content. Australia is the dominant supplier of Titanium feedstock (rutile, ilmenite and leucoxene) at 23% followed by South Africa at 21%. Europe, North America and China are the major consumers making up 75% of world consumption going into the production of pigments for paint, plastics and paper. Recent price increases of 65-70% from US$640/t to >US$1000/t has resulted from a recent deal between Iluka and its customers. Industry research groups have forecast large supply deficits for Titanium feedstocks into the future supporting a positive outlook. 4

5 Key Terms of the Option Agreement The following is a summary of the key terms of the Option Agreement: Arturus must pay Wild Side and Westover an option fee consisting of a non- refundable cash payment of $800,000 (to be paid within 10 days of execution of the Option Agreement) and the issue of 20,000,000 Arturus Shares (Option Fee Shares) together with 20,000,000 Arturus Options (exercise price of 135% of the issue price of the Option Fee Shares; exercisable on or before 31 October 2015) to be issued within 2 days of Arturus receiving conditional approval for the reinstatement of Arturus s securities to ASX in connection with Arturus re- complying with Chapters 1 and 2 of the ASX Listing Rules - see Change of Activities below); Wild Side and Westover grant to Arturus the exclusive option to purchase a 100% interest in the Tenements for the Option Term that expires on the 31st October 2012; Arturus must invest at least $500,000 for the purposes of exploration on the Tenements during the Option Term; To exercise the option, Arturus must pay consideration of $5,000,000 in cash and that number of Arturus Shares equal to $5,000,000 divided by 80% of the 5 day volume weighted average price of Arturus Shares traded on ASX for the 5 days preceding the date Arturus gives notice to exercise the option, together with one attaching Arturus Option for each Arturus Share issued (exercise price of 135% of the issue price of the Arturus Shares; exercisable on or before 31 October 2015); Upon successful determination of a JORC compliant resource of not less than 50,000,000 tonnes of heavy mineral bearing ore calculated using a 2% cut off, Arturus must make an additional cash payment to Wild Side and Westover of $2,000,000 or, at the election of Wild Side and Westover and subject to shareholder approval, in lieu of paying $2,000,000 in cash, Arturus will issue that number of Arturus Shares equal to $2,000,000 divided by the 5 day volume weighted average price of Arturus Shares traded on ASX for the 5 days following the announcement of the resource; On the date that a decision to commence commercial production from any one or more of the Tenements is made, an additional cash payment of $1,000,000 is payable, or, at the election of Wild Side and Westover and subject to shareholder approval, in lieu of paying $1,000,000 in cash, Arturus will issue that that number of Arturus Shares equal to $1,000,000 divided by the 5 day volume weighted average price of Arturus Shares traded on ASX for the 5 days following the announcement of the decision to mine; and Wild Side and Westover maintain a perpetual royalty equal to 2% of the Gross Revenue derived from the Tenements. Capital Raising The Company is in the process of raising capital for the repayment of existing debt, the payment of the option fee under the Option Agreement, and for general working capital purposes. The capital raising will consist of a raising of up to $3,000,000 by way of converting loans from professional and sophisticated investors which, subject to shareholder approval, shall convert into shares at $0.02 per Share, together with one free attaching option for every two shares issued. Each option will be exercisable at $0.04 each on or before In the event such shareholder approval is not obtained, the loans shall be immediately repayable by the Company. Change of Activities As the proposed acquisition of the West Eucla Mineral Sands Project constitutes a change in the nature of the Company s activities, Arturus is required, pursuant to Listing Rule 11 of the ASX Listing Rules, to obtain approval from Arturus s shareholders at a general meeting and re- comply with ASX Listing Rules 1 and 2. The indicative timetable to achieve this is set out below. 5

6 If the transaction is approved by Arturus s shareholders, the Company s securities will be suspended from trading following the general meeting until the requirements of Chapters 1 and 2 of the Listing Rules have been satisfied. As part of re- compliance the will need to undertake a consolidation of the share capital. Further information regarding the acquisition and the change of activities will be available in the notice of meeting convening the general meeting, to be dispatched to shareholders in due course. Indicative Timetable Action Target Date Dispatch of Notice of Meeting to approve change of activities 23 September 2011 Lodgement of Prospectus with ASIC/ Opening offer under Prospectus. 8 November 2011 Suspension of securities. 15 November 2011 General Meeting of Shareholders. 15 November 2011 Closing date under Prospectus. 6 December 2011 Anticipated date of lifting of suspension and commencement of trading of securities. 20 December 2011 Indicative Capital Structure The indicative capital structure set out below has been prepared on a pre- consolidation basis. Shares Options Redeemable (Convertible) Notes Current issued capital 139,507,742 57,786,500 10,670,000 Conversion of converting loans 150,000,000 75,000, Option fee 20,000,000 20,000, Exercise of Option 62,500, ,500, Capital raising 5 60,000, Total 432,007, ,286,500 10,670,000 Notes: 1. Exercisable at $0.04 on or before Exercisable at 135% of the issue price of the Option Fee Shares, on or before 31 October Assumes Arturus 5 day VWAP prior to the date of issue of shares to Wild Side and Westover is 10 cents. 4. Exercisable at 135% of the issue price of the Arturus shares issued to Wild Side and Westover on exercise of the option, on or before 31 October Assumes capital raising is at 10 cents per share (on a pre- consolidation basis). Funding Facility Update The Board wishes to update Shareholders on the status of the A $5,000,000 facility with JC Long Term Value Fund (JCLTVF) announced to market on 25 May 2011 which was to be used to provide the company with the required capital to rebuild the balance sheet of the company and secure investment opportunities. 6

7 The company has received legal advice (over which the company expressly does not waive legal professional privilege) that recent conduct of JCLTVF and its parent company AGS Capital Group LLC (AGS) in relation to the Funding Facility was conduct contrary to the Corporations Act 2001 which was damaging to the interests of the company and its Shareholders. On 17 August 2011 the Board instructed the company's solicitors to write to JCLTVF and AGS advising them that due to their conduct the Funding Facility was at an end and that the company would be commencing legal proceedings to protect its position. To preserve the status quo until the commencement of the proceedings the company sought urgent undertakings (by 4pm Thursday, 18 August 2011) from JCLTVF and AGS that shares in the company held by them which were issued pursuant to the terms of the Funding Facility would not be traded, transferred, sold, assigned, mortgaged or otherwise encumbered. For further information, contact Mr Paul Benson Managing Director Tel: Forward looking statements This document contains forward looking statements. Forward looking statements are not based on historical facts, but are based on Arturus s current expectations of future results or events. These forward looking statements are subject to risks, uncertainties and assumptions which could cause actual results or events to differ materially from the expectations described in such forward looking statements. While Arturus believes that the expectations reflected in the forward looking statements in this document are reasonable, no assurance can be given that such expectations will prove to be correct. Matters as yet not known to Arturus or not currently considered material by Arturus may cause actual results or events to be materially different from those expressed, implied or projected in any forward looking statements. Any forward looking statement contained in this document is qualified by this cautionary statement. Competent persons statement The information in this announcement that relates to exploration, mineral resources or ore reserves is based on information compiled by Mr. Paul Benson (B.Sc.) who is the Managing Director of Arturus Capital Ltd and a member of the AusIMM. Mr. Benson has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and to the activity which he is undertaking to qualify as a competent person as described by the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr. Benson consents to the inclusion in this presentation of the matters based on his information in the form and context in which it appears. Exploration and production targets The information in this presentation that relates to exploration and production targets refers to targets that are conceptual in nature, where there has been insufficient exploration to define a Mineral Resource and it is uncertain if further exploration will result in the determination of a Mineral Resource. Note 1 : The information that refers to company resources in this announcement have been sourced from publicly available information released to the market by those companies. 7

8 APPENDIX 1 Aircore Drill Significant Interval (+1% HM) Table All holes drilled vertical. 1.5m composite samples were collected for assay. Densimetric Separation Assay was carried out by Western Geolabs of Bellevue Perth WA. Hole ID From (m) To (m) Interval (m) Average %HM EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC

9 APPENDIX 1 continued Aircore Drill Significant Interval (+1% HM) Table Hole ID From (m) To (m) Interval (m) Average %HM EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC

10 APPENDIX 1 continued Aircore Drill Significant Interval (+1% HM) Table Hole ID From (m) To (m) Interval (m) Average %HM EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC EWAC

11 APPENDIX 2 Aircore Drill Collar Table Drill collar coordinates set out with a hand held GPS in MGA94_Z51 HOLE ID EASTING NORTHING RL DEPTH TENEMENT ID EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E

12 APPENDIX 2 continued Aircore Drill Collar Table HOLE ID EASTING NORTHING RL DEPTH TENEMENT ID EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E

13 APPENDIX 2 continued Aircore Drill Collar Table HOLE ID EASTING NORTHING RL DEPTH TENEMENT ID EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E

14 APPENDIX 2 continued Aircore Drill Collar Table HOLE ID EASTING NORTHING RL DEPTH TENEMENT ID EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E EWAC E