Vancouver, British Columbia / December 2, 2020 – Usha Resources Ltd. (“USHA” or the “Company”) (TSXV: USHA) (OTCQB: USHAF) is pleased to announce that, further to its news releases of September 17, 2020, October 16, 2020 and November 2, 2020 and subject to final approval of the TSX Venture Exchange (the “TSXV”), it has closed the final tranche of its non-brokered private placement (the “Private Placement”), issuing an aggregate of 599,440 units (the “Units”) at $0.20 per Unit and 487,000 flow-through units (the “FT Units”) at $0.25 per FT Unit raising gross proceeds of $241,638. The Company closed its first tranche off the Private Placement on October 21, 2020 and confirms receipt of $654,804 in total gross proceeds in both tranches.
The net proceeds from the Private Placement will be used for exploration at Usha’s Lost Basin and Nicobat projects and for working capital and general corporate purposes. The primary focus of Usha’s copper and gold exploration program at the Lost Basin project will be target generation through a systematic exploration work program that includes rock sampling, soil grid sampling, channel/saw cut sampling, mapping and geophysics, while the primary focus of Usha’s copper and nickel program at the Nicobat is expanding upon historical work to further define the near-surface geometry of plunging high-grade mineralization and test for its continuation.
Deepak Varshney, CEO, noted, “We are pleased to complete this oversubscribed private placement and I would like to express my sincere gratitude to the investors who have participated in this oversubscribed financing. The funds raised will ensure the completion of well-financed exploration programs well into 2021 which should generate significant news flow. We look forward to providing additional updates and reporting results from our exploration and drilling activities in the coming weeks and months.”
Each Unit consists of one common share (a “Share”) of the Company and one-half of one transferable common share purchase warrant (each whole warrant a “Warrant“). Each Warrant entitles the holder to acquire an additional Share for a period of 2 years at an exercise price of $0.30 per Share, provided that in the event that the closing price of the Company’s Shares on the TSXV(or such other exchange on which the Company’s Shares may become traded) is $0.75 or greater per Share during any thirty (30) consecutive trading day period at any time subsequent to four months and one day after the closing date, the Warrants will expire at 4:00 p.m. (Vancouver time) on the 30th day after the date on which the Company provides notice of such accelerated expiry to the holders of the Warrants (the “Accelerated Expiry Provisions”).
Each FT Unit consists of one flow-through common share of the Company and one-half of one transferable Warrant. Each whole Warrant entitles the holder to acquire an additional Share for a period of 2 years at an exercise price of $0.35 per Share, subject to the Accelerated Expiry Provisions.
All securities issued in the Private Placement will be subject to a four month and one day hold period plus the TSXV hold period. The Company paid finders’ fees totaling $1,732.50 cash and 7,350 non-transferable finder warrants (the “Finder Warrants“) to PI Financial Corp. and Haywood Securities Inc. in accordance with applicable securities laws. The Finder’s Warrants are exercisable on the same terms as the Warrants issued in the Private Placement.
Deepak Varshney, CEO and a director of the Company, and Navin Varshney, a director of the Company, each subscribed for 100,000 FT Units in the Private Placement. As a result, the Private Placement is a related party transaction (as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”)). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the FT Units acquired by Deepak Varshney and Navin Varshney, nor the consideration for the FT Units paid by the insiders, exceed 25% of the Company’s market capitalization.
About Usha Resources Ltd.
Usha Resources Ltd. is a Canadian mineral acquisition and exploration company based in Vancouver, BC, Canada. Usha is exploring for commercially exploitable mineral deposits and is currently focused on deposits located in Northwest Ontario, Canada and the Lost Basin Gold Mining District in Mohave County, Arizona, U.S.A. Usha increases shareholder value through the acquisition and exploration of quality precious and base metal properties and the application of advanced state-of-the-art exploration methods. Usha’s portfolio of strategic properties provides diversification and mitigates investment risk.
USHA RESOURCES LTD.
“Deepak Varshney” CEO and Director
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release includes “forward-looking information” under applicable Canadian securities legislation including, but not limited to, the anticipated closing of the Private Placement and FT Private Placement. Such forward-looking information reflects management’s current beliefs and are based on a number of estimates and assumptions made by and information currently available to the Company that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. Readers are cautioned that such forward-looking information are neither promises nor guarantees, and are subject to known and unknown risks and uncertainties including, but not limited to, general business, economic, competitive, political and social uncertainties, uncertain and volatile equity and capital markets, lack of available capital, actual results of exploration activities, environmental risks, future prices of base and other metals, operating risks, accidents, labor issues, delays in obtaining governmental approvals and permits, and other risks in the mining industry. There are no assurances that the Company will successfully complete the Private Placement and FT Private Placement on the terms contemplated or at all. All forward-looking information contained in this news release is qualified by these cautionary statements and those in our continuous disclosure filings available on SEDAR at www.sedar.com. Accordingly, readers should not place undue reliance on forward-looking information. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities in the United States.