Usha Resources Announces Creation of Formation Metals Spinout through Signing of Arrangement Agreement

Usha Resources Announces Creation of Formation Metals Spinout through Signing of Arrangement Agreement

Usha Resources Ltd. ("USHA" or the "Company") (TSXV:USHA)(OTCQB:USHAF)(FSE:JO0), a North American mineral acquisition and exploration company focused on the development of drill-ready battery and precious metal projects, is pleased to announce unanimous Board of Director approval and support for its previously announced spin-out transaction (the "Spinout") and that the Company has now entered into an arrangement agreement (the "Arrangement") with its wholly-owned subsidiary, Formation Metals Corporation ("Formation Metals" or "FMC"), to transfer the Nicobat Nickel-Copper-Cobalt property to FMC

Under the terms of the Arrangement dated May 10, 2022, USHA shareholders will be issued one (1) share of FMC with respect to every five (5) shares of USHA owned on the share distribution record date (the "Share Distribution Record Date"), which will be predetermined by USHA's Board of Directors and announced by a news release -in advance. Holders of USHA options and warrants, who exercise their options and/or warrants before the Share Distribution Record Date, will also be entitled to receive one (1) share of FMC with respect to every five (5) shares of USHA.

Upon completion of the Arrangement, USHA shareholders will ultimately own shares in two public companies:

  • USHA, which will be focused on its US-based assets, including the Jackpot Lake lithium brine project.
  • Formation Metals, which will be focused on nickel at the Nicobat project.

Deepak Varshney, CEO of Usha Resources stated: "Formation Metals was conceived with the idea of expanding our investor base while creating additional shareholder value. This move will provide our investors with an ownership stake in two separate companies, while allowing each entity to pursue separate growth paths and unlock additional opportunities specific to their market. Both USHA and FMC will be better positioned to execute on their respective strategic business plans and have the required flexibility to allocate resources and deploy capital as each see fit. At the end of the day, I want to capitalize on the exciting opportunities we have in motion while building sustainable value for our long-term, big picture shareholders in both USHA and Formation Metals."

Completion of the Arrangement is subject to a number of conditions, including the following:

  • the approval by the shareholders of USHA at a special general meeting (the "Meeting");
  • the approval of the Supreme Court of British Columbia; and
  • the acceptance of the Arrangement by the TSX Venture Exchange.

The Arrangement cannot be completed until all the above conditions are met.

A copy of the Arrangement will be posted on www.sedar.com under the profile of the Company. Additional details regarding the Arrangement will be included in the information circular of the Company, which will be mailed to the shareholders of USHA prior to the Meeting.

About the Nicobat Nickel Property

The Nicobat Nickel Property is a nickel-copper-PGE project located in Dobie Township, Northwest Ontario 21 kilometres south of New Gold's Rainy River Mine which hosts the Zone 34 nickel discovery.

Historic exploration work between 1952 and 1972 included over 15,000 metres of drilling, 220 drill holes and numerous bulk samples that identified a non-compliant historic resource of 5.3 Mt grading 0.24% Ni that contained a high-grade zone of approximately 225,000 tons grading 0.87% Ni.

Recent exploration work includes over 4,000 metres of drilling that has confirmed high-grade nickel-copper shoots do exist and are considerably better than previously recorded in the historical drilling, with drillhole A-04-15 intersecting from surface to approximately 63.75 metres a weighted average of 1.05% nickel and 2.18% copper that included an approximately 9.8-metre interval of 1.92% Ni from 53.95 to 63.75 metres.

The targeted feeder conduit measures approximately 305 metres by an average of 60 metres in width to a depth of 245 metres that is potentially open at depth and down-plunge to the north and is composed of cumulate textured olivine gabbro. This magma conduit sits in a larger norite body at the base of the Dobie Gabbro. The historical assessment data records high-grade "ribs", one of which includes the zone described above. Future work will, therefore, focus on making the historic resource compliant current and expanding on the work completed to assess for other high-grade "ribs" and the potential high-grade feeder zone as shown in the model below.

Usha Resources Ltd., Wednesday, May 11, 2022, Press release picture

Qualified person

The technical content of this news release has been reviewed and approved by Mr. Andrew Tims, P.Geo., a qualified person as defined by National Instrument 43-101.

About Usha Resources Ltd.

Usha Resources Ltd. is a North American mineral acquisition and exploration company focused on the development of quality battery and precious metal properties that are drill-ready with high-upside and expansion potential. Based in Vancouver, BC, Usha's portfolio of strategic properties provides target-rich diversification and consist of Jackpot Lake, a lithium project in Nevada; Nicobat, a nickel‑copper‑cobalt project in Ontario; and Lost Basin, a gold-copper project in Arizona. Usha trades on the TSX Venture Exchange under the symbol USHA, the OTCQB Exchange under the symbol USHAF and the Frankfurt Stock Exchange under the symbol JO0.

Usha Resources LTD.

"Deepak Varshney" CEO and Director

For more information, please call Tyler Muir, Investor Relations at (888) 772-2452, email tmuir@usharesources.com, or visit www.usharesources.com.

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.

Forward-looking statements:

This news release contains "forward-looking information" under applicable Canadian securities legislation. Such forward-looking information reflects management's current beliefs and are based on a number of estimates and/or 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 that 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, labour issues, delays in obtaining governmental approvals and permits, and other risks in the mining industry.

These statements include proposed terms of the spinout transaction, proposed business plans for each of Usha and FMC, the listing of FMC's Shares, the anticipated benefits of the transaction, and disclosure of additional details concerning the transaction. These statements reflect management's current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. Usha cautions that all forward-looking statements are inherently uncertain and that actual performance may be affected by many material factors, many of which are beyond their respective control. Such factors include, among other things: determination of acceptable terms for the proposed spinout transaction, risks and uncertainties relating to the receipt of approvals to proceed with and complete the transaction and the satisfaction of the conditions precedent to the completion of the transaction, unexpected tax consequences, the market valuing Usha and FMC in a manner not anticipated by management of the Company, the benefits of the spinout transaction not being realized or as anticipated, and each of Usha and FMC being unable to add additional properties to their respective portfolios. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, the Company does not undertake to publicly update or revise forward-looking information.

The Company is presently an exploration stage company. Exploration is highly speculative in nature, involves many risks, requires substantial expenditures, and may not result in the discovery of mineral deposits that can be mined profitably. Furthermore, the Company currently has no reserves on any of its properties. As a result, there can be no assurance that such forward-looking statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements.

SOURCE: Usha Resources Ltd.



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Usha Resources Announces Filing of Nicobat Nickel Project 43-101 Technical Report in Preparation for Planned Spinout

Usha Resources Announces Filing of Nicobat Nickel Project 43-101 Technical Report in Preparation for Planned Spinout

Usha Resources Ltd. ("USHA" or the "Company") (TSXV:USHA)(OTCQB:USHAF)(FSE:JO0), a North American mineral acquisition and exploration company focused on the development of drill-ready battery and precious metal projects, is pleased to announce that it has filed its 43-101 technical report (the "Technical Report") which has been prepared in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101"), on the Company's Nicobat Project, in relation to the proposed spinout of the Company's Nickel-Copper-Cobalt property located in Northwest Ontario

The Technical Report, entitled "NI 43-101 Technical Report on The Nicobat Project" and dated April 19, 2022, has been prepared for the Company by Andrew Tims, P.Geo, who is a "Qualified Person" as such term is defined in NI 43-101. The Technical Report is available on www.sedar.com under the Company's profile.

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Usha Resources Finalizes Jackpot Lake Lithium Brine Drill Program Team

Usha Resources Finalizes Jackpot Lake Lithium Brine Drill Program Team

Usha Resources Ltd. Usha Resources Ltd. ("USHA" or the "Company") (TSXV:USHA) (OTCQB:USHAF) (FSE:JO0), a North American mineral acquisition and exploration company focused on the development of drill-ready battery and precious metal projects, is pleased to announce the finalized team for its near-term drill program at its Jackpot Lake lithium brine project (the "Project") in Nevada

  • Qualified Professional: Michael Rosko
  • Drilling Company: Harris Exploration Drilling and Associates Inc. ("Harris Exploration")

Michael Rosko is a professional geologist with over 30 years of experience, spending significant time assessing aquifer conditions in arid environments throughout the southwestern United States and South America. He has 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.

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Usha Resources Announces Issuance of Shares for Jackpot Lake

Usha Resources Announces Issuance of Shares for Jackpot Lake

Usha Resources Ltd. ("USHA" or the "Company") (TSXV:USHA) (OTCQB:USHAF) (FSE:JO0), a North American mineral acquisition and exploration company focused on the development of drill-ready battery and precious metal projects, announces that it has issued 745,033 common shares (the "Shares") at a deemed price of $0.302 per Share to Ares Strategic Mining Inc. (the "Vendor"), which price is based on the Company's 10-day VWAP

The issuance of the Shares to the Vendor represents the second payment required pursuant to the option agreement dated March 17, 2022, as amended, (the "OptionAgreement") entered into with the Vendor for the acquisition Jackpot Lake, located in Clark County, Nevada. 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 $0.302 was above the 10-day VWAP at the time of signing the Option Agreement. The third payment will need to be made on or before March 17, 2023.

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Usha Resources Receives Approval of Notice of Intent to Drill Jackpot Lake Nevada Lithium Brine Project

Usha Resources Receives Approval of Notice of Intent to Drill Jackpot Lake Nevada Lithium Brine Project

Usha Resources Ltd. ("USHA" or the "Company") (TSXV:USHA) (OTCQB:USHAF) (FSE:JO0), a North American mineral acquisition and exploration company focused on the development of drill-ready battery and precious metal projects, is pleased to announce that it has received a letter of approval under a "Notice of Intent" ("NOI") from the United States Bureau of Land Management (BLM) for USHA's near term drill program at its Jackpot Lake lithium brine project. A US$45,985 bond has now been submitted to the BLM to cover reclamation of up to 1.27 acres of permitted disturbance

The NOI covers a 6-hole, 2,700-metre program with a maximum depth of approximately 600 metres and focuses on the most prospective lithium brine targets as defined by geophysical work, in addition to drill road access and site preparation.

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Usha Resources Initiates Expanded Exploration Program at Jackpot Lake Lithium Brine Project

Usha Resources Initiates Expanded Exploration Program at Jackpot Lake Lithium Brine Project

Usha Resources Ltd. ("USHA" or the "Company") (TSXV: USHA) (OTCQB: USHAF) (FSE: JO0), a North American mineral acquisition and exploration company focused on the development of drill-ready battery and precious metal projects, is pleased to announce that it has begun exploration work at its Jackpot Lake Lithium Brine Project in Clark County, Nevada . The Company has contracted Rangefront Mining Services to provide geological services and now plans to increase the scope of its maiden drilling program.

The upcoming program is focused on sourcing a domestic supply of lithium in Nevada in line with President Biden's initiative:

"To help make electric vehicles work, we need also to increase the production of lithium-ion batteries and we need responsible and sustainable domestic sourcing of the critical materials used to make lithium-ion batteries such as lithium, cobalt, nickel, and graphite," infrastructure implementation coordinator and senior Biden adviser Mitch Landrieu told reporters on May 2, 2022 .

Program Highlights:
  • Rangefront Mining Services, a local Nevada firm, has been retained to provide geological services
  • Permitting process now underway following a successful site visit from USHA's technical team to review drill sites for the construction of access roads and drill pads in preparation for drilling
  • USHA has increased the anticipated scope of the drill program to 2,700 metres over 6 holes
  • Plans to commence drilling in late summer / early fall (pending permit approvals)
  • Drill program is fully financed as USHA has recently completed an oversubscribed private placement for gross proceeds of $2,895,401 ( https://bit.ly/3tOdqUu )

The Company is pleased to announce that a site visit has been completed at the Jackpot Lake Lithium Brine project and that permitting for its maiden drilling program is underway. The purpose of the visit was to assess the Site to review drill sites for the construction of access roads and drill pads in preparation for drilling.

Rangefront Mining Services (Rangefront), a local Nevada firm, has been selected to provide geological services for the design, execution, and management of exploration work at Jackpot Lake. Rangefront is a comprehensive geology and mining consulting firm with personnel that specialize in the planning and execution of lithium brine exploration, including resource estimation, as the Company works towards its goal of completing a 43-101 resource estimate by Q4 of 2022 ( https://bit.ly/3tD9ndz ).

Furthermore, based on its review and discussion with Rangefront and the successful completion of its oversubscribed private placement for gross proceeds of $2,895,401 , the Company has elected to increase the planned scope of its maiden drilling program from 900 metres over 3 holes to 2,700 metres over 6 holes to better define a 43-101 resource. Pending permit approvals, the Company anticipates commencing drilling in the late summer, early fall.

Deepak Varshney , CEO of Usha Resources stated: "USHA is very excited to have begun our journey at Jackpot Lake and capitalize on our geographical advantage on US soil and to partner with the team at Rangefront. We believe they are the right team to work with and their engagement will provide us with consistency and accessibility to a variety and depth of innovative approaches that will accelerate our goals. With a well-funded treasury, we anticipate the remainder of 2022 to be an extremely active year and we look forward to a busy and productive field season at Jackpot Lake as we also proceed with our other catalysts including the Nicobat Nickel spinout."

Jackpot Lake Lithium Brine Property

The Jackpot Lake Lithium Brine Property is located within Clark County , 35 kilometres northeast of Las Vegas, Nevada , and is comprised of 140 mineral claims that total 2,800 acres. The project is exploring a "playa" which appears to be within a closed basin that may contain potentially lithium-rich brines. The geologic model is similar to that of Albemarle's Silver Peak Nevada Lithium Mine 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.

The project is considered to be "drill-ready" based on the following work which has successfully delineated a 5 x 2 kilometre anomaly within a closed basin that suggests the presence of a highly concentrated brine:

  • 129 core samples collected by the USGS with an average lithium value of 175 ppm with a high of 550 ppm and spectrographic and atomic-absorption analyses of 135 stream sediment samples confirming the potential for lithium mineral deposits.
  • Gravitational surveying which has identified a closed basin, critical for ensuring brines remain within the basin without dilution from external water sources.
  • Geophysical modelling based upon gravitational and controlled source audio magnetotellurics/magnetotellurics (CSAMT/MT) surveys has provided evidence of highly concentrated brines which are relatively near the surface. The CSAMT survey results of the Jackpot Lake Project demonstrate a large consistent body of very low resistivity – consistent with highly concentrated brine behavior – throughout the property, predominantly above bedrock depths of 625 meters.
Corporate Video

The Company is also pleased to premiere its corporate introduction video, which allows shareholders and the general public to meet Deepak Varshney , CEO of USHA, and learn about the Company and its project. The video can be accessed at the Company's homepage and at the following link: https://youtu.be/3rCA9SjUpps .

Qualified Person

The technical content of this news release has been reviewed and approved by Mr. Helgi Sigurgeirson , P.Geo., a qualified person as defined by National Instrument 43-101 Standards of Disclosure for Mineral Projects ("NI 43-101").

About Usha Resources Ltd.

Usha Resources Ltd. is a North American mineral acquisition and exploration company focused on the development of quality battery and precious metal properties that are drill-ready with high-upside and expansion potential. Based in Vancouver, BC , Usha's portfolio of strategic properties provides target-rich diversification and consist of Jackpot Lake, a lithium project in Nevada ; Nicobat, a nickel‑copper‑cobalt project in Ontario ; and Lost Basin, a gold-copper project in Arizona . Usha trades on the TSX Venture Exchange under the symbol USHA, the OTCQB Exchange under the symbol USHAF and the Frankfurt Stock Exchange under the symbol JO0.

Usha Resources LTD.
"Deepak Varshney" CEO and Director

For more information, please call Tyler Muir , Investor Relations, at 1-888-772-2452, email tmuir@usharesources.com , or visit www.usharesources.com .

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.

Usha Resources logo (CNW Group/Usha Resources Ltd.)

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SOURCE Usha Resources Ltd.

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