Usha Resources Files Filing Statement and Technical Report and Provides Update

Company’s news release on April 17, 2019, the Company has received conditional approval

from the TSX Venture Exchange (the “Exchange”) for the proposed Qualifying Transaction

involving the acquisition of a direct 51% legal and beneficial interest in the Nicobat Project in Northwest Ontario from Emerald Lake Development Corporation (“Emerald Lake”).

The Company has posted its Filing Statement disclosing the proposed Qualifying Transaction and the Technical Report for the Nicobat Project under its SEDAR profile at www.sedar.com. The expected closing date for the Qualifying Transaction is on or around October 29, 2019.

Concurrent Financing

Further to the Company’s April 17, 2019 news release, the Company has updated the terms of the concurrent non-brokered financing (the “Private Placement”). The Private Placement will be for minimum gross proceeds of $472,065 and will consist of 1,200,000 flow-through units (“FT Units”) at a price of $0.13 per FT Unit and 3,327,000 non-flow through units (“Units”) at a price of $0.095 per Unit. Each FT Unit shall consist of one flow-through share in the capital of Usha and one common share purchase warrant (a “Warrant”) with each Warrant exercisable to purchase one common share in the capital of Usha (a “Share”) at a price of $0.26 and expiring 24 months from the date of issuance.

Each Unit will consist of one Share and one Warrant, with each Warrant exercisable to

purchase a Share at a price of $0.19 and expiring 24 months from the date of issuance.

Following the closing of the Qualifying Transaction and the Private Placement, the Company will have 10,227,000 Shares issued and outstanding. The proceeds from the Private Placement will be utilized as further described in the Company’s Filing Statement.

Changes to the Board and Management of the Company The board of directors of the Company upon the completion of the Qualifying Transaction will remain the same, but Navin Varshney will resign from his positions as Chief Executive Officer, Chief Financial Officer and Corporate Secretary. Deepak Varshney will be appointed Chief Executive Officer and Corporate Secretary, and Khalid Naeem will be appointed Chief Financial Officer.

The directors and officers of the Company upon completion of the Qualifying Transaction will be as follows:

Deepak Varshney Director, Chief Executive Officer and Corporate Secretary

Khalid Naeem Chief Financial Officer

Navin Varshney Director

David Ellet Director

Leif Smither Director

Mr. Khalid Naeem has over 15 years of experience, Mr. Naeem started his career in public

practice and has held progressively more senior roles in junior mining, oil and gas public

companies. He moved on and started working for Canada Revenue Agency (CRA) in 2008,

where he worked in tax and compliance areas and held progressive senior positions before

leaving CRA in October 2018. Mr. Naeem has extensive experience in tax and compliance,

public and private enterprises’ financial policy, management and internal financial reporting.

ON BEHALF OF THE BOARD

Usha Resources Ltd.

Navin Varshney CEO, CFO, President, Corporate Secretary and Director