Usha Resources Announces Increase in Non-Brokered Private Placement, Announces Issuance of Shares for Jackpot Lake

Each Unit will consist of one common share (a “ Share ”) of the Company and one transferable common share purchase warrant exercisable at $0.50 per Share for a period of three (3) years from the closing date of the Private Placement.

Finder’s fees may be payable in accordance with Exchange policies. The Company anticipates using the proceeds from the Private Placement for exploration activities on the Company’s properties in Nevada and Arizona and general working capital.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions (“ NI 45-106 ”), the securities will be offered for sale to purchasers resident in Canada and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the “ Listed Issuer Financing Exemption ”), as well as other available exemptions under NI 45-106. The securities to be issued pursuant to the Listed Issuer Financing Exemption will not be subject to a hold period pursuant to applicable Canadian securities laws, except for the Securities to be issued to directors, officers, promoters, consultants, insiders and other persons whose shares will be subject to the hold period required by the Policies of the Exchange. Securities to be issued pursuant to the other available exemptions are subject to a hold period.

There is an offering document related to this Private Placement that can be accessed under the Company’s profile at www.sedar.com and at www.usharesources.com . Prospective investors should read this offering document before making an investment decision.

Final Option Payment

The Company is also pleased to announce that it has issued 654,070 common shares (the “ Shares ”) at a deemed price of $0.344 per Share to Ares Strategic Mining Inc. (the “ Vendor ”) based on the Company’s 10-day VWAP as of March 8, 2023.

The issuance of the Shares to the Vendor represents the final payment required pursuant to the option agreement dated March 17, 2022, as amended, (the “ Option Agreement ”) entered into with the Vendor for the acquisition Jackpot Lake, located in Clark County, Nevada. With the full payment of the option now complete, the Company is the legal and beneficial owner of the Vendor’s 100% interest in the Property.

The Shares are subject to a hold period of four months and one day. The Shares issued were fewer than the maximum of 937,500 Shares, being the cap included in the Option Agreement, as the Company’s 10-day VWAP of $0.344 was above the 10-day VWAP at the time of signing the Option Agreement.

About the Jackpot Lake Lithium Brine Project

USHA’s Jackpot Lake Lithium Brine Project is located within Clark County, 35 kilometres northeast of Las Vegas, Nevada, and is comprised of 442 optioned and staked mineral claims that total 8,714 acres (approximately 35.3 km 2 ).

The Project’s geologic setting is similar to that of Albemarle’s Silver Peak Nevada Lithium Mine, the only producing lithium mine in North America, which has operated continuously since 1966, where sediments from lithium‑rich surrounding source rocks accumulate and fill the deposit leading to a potential concentration of lithium brine due to successive evaporation and concentration events. Considering the elevated lithium concentrations identified in historic soil samples, such events could theoretically concentrate lithium as rainwater passes through these materials, developing enriched brines at depths.

The Company has permitted 2,700 metres over six holes and has commenced a maiden drill program with the goal of defining a 43-101 resource. The Project target was identified based on geophysical studies and 129 core samples collected by the USGS with an average lithium value of 175 ppm with a high of 550 ppm. Samples from the first hole of its drilling program have identified lithium is present at a grade of up to 300 ppm within ten samples collected from shallow surface soils (<442 ft). The present average grade for Albemarle’s project is approximately 121 ppm.

Modelling indicates that the Project target comprises the entirety of the Company’s core optioned claim block (2,800 acres; 11.3 km 2 ) and is open in all directions for expansion. The target is shallow, predominantly above bedrock depths of 600 metres, and is approximately 450 metres thick. The total basin within which the target is situated is estimated to be approximately 10,900 acres of which the Company now controls 8,714 acres.

The Project’s Qualified Professional (QP) is Michael Rosko, a professional geologist with over 30 years of experience, with extensive experience with world-class lithium brine projects including Tier 1 projects such as Galaxy’s Sal de Vida Deposit, Millennial Lithium’s Pasto Grandes Deposit, and Lithium America Corp’s Cauchari-Olaroz Deposit.

IR Agreement

The Company also announces it has entered into a service agreement with Native Ads, Inc. (the “Agreement”) in connection with a digital advertising campaign, pursuant to which Native Ads, Inc. will provide the Company with services which include sponsored articles and other advertising development, ad campaign analytics and media buying and distribution services. The digital advertising campaign is planned for the 6-month term of the Agreement, or until budget exhaustion, with a total campaign budget of US$180,000. The majority of the campaign budget will be disbursed by Native Ads, Inc. in order to satisfy its obligations under the Agreement. The Company and Native Ads act at arm’s length, and Native Ads has no present interest, directly or indirectly, in the Company or its securities. The appointment of Native Ads is subject to approval by the TSX Venture Exchange.