Usha Resources Executes Letter of Intent To Sell Up to 90% of the Jackpot Lake Lithium Brine Project for Total Consideration of up to US$26,025,000
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Usha Resources Executes Letter of Intent To Sell Up to 90% of the Jackpot Lake Lithium
Brine Project for Total Consideration of up to US$26,025,000
Vancouver, British Columbia / May 17, 2024 – Usha Resources Ltd . (“USHA” or the “Company”)
(TSXV: USHA) (OTCQB: USHAF) (FSE: JO0) , a North American lithium exploration company, is
pleased to announce that it has entered into a Letter of Intent ( t h e “LOI”) with Stardust Power, Inc.
(“Stardust Power”) dated March 15, 2024 granting Stardust Power the right to ea rn up to a 90% interest
subject to a 2% Net Smelter Royalty (“ NSR”) in Usha’s Jackpot Lake Lithium Brine Project (“ Jackpot
Lake” or the “Project”).
If the parties enter into def initive agreements covering the tr ansaction, (i) depending on the earn-in level,
the total consideration could total up to US$26,025,000 over fi ve years inclusive of payments comprising
US$1,525,000 cash, US$750,000 stoc k, US$15,750,000 stock or cas h at Stardust Power’s election, and a
work commitment of (US$8M). Upon completion of the full earn-in including NSR buyback, Usha would
retain 10% of the Project and a 2% NSR and would be carried in the Joint Venture (“JV”) formed between
Usha and Stardust Power until a formal Decision to Mine is reac hed following completion of a Feasibility
Study. Stardust would be permitted to buy back 1% NSR for a cash payment of US$7.5M.
A non-refundable sum of US$75,000 has been paid to Usha by Star dust Power pursuant to the LOI. The
LOI is non-binding, other than Usha’s agreement to not engage o r communicate with any other party with
respect to the Project through September 2024. The transaction is subject to the satisfaction of a number of
conditions, including Stardust Power’s satisfactory commercial and legal due diligence, the negotiation and
execution of definitive agreements (the “ Definitive Agreement ”) and the approval of the TSX Venture
Exchange. The Company cautions that there is no guarantee that the Definitive Agreement will be
completed or that the other conditions will be satisfied including the listing of Stardust Power on NASDAQ.
Stardust Power is developing a lithium refinery facility in Muskogee, Oklahoma, with capacity of producing
up to 50,000 tons per annum of battery grade lithium carbonate (“BGLC”) once fully operational. Stardust
Power’s battery-grade lithium refinery will be designed and man ufactured to foster lower carbon energy
independence for the United States. Stardust Power seeks to bec ome a sustainable, cost-effective supplier
of BGLC, primarily for the electric vehicle (“EV”) market, through the development of its innovative, large
central refinery (the “Facility”) optimized for multiple inputs of different types of lithium brine, including
concentrated lithium brine, lithium chloride, or technical and crude grade lithium feedstocks. Once
completed, Stardust Power expects to secure multiple sources of feedstock from various lithium producers,
with the Facility becoming one of the largest lithium refineries in the United States.
Stardust Power is expected to b ecome a publicly traded company on Nasdaq under the ticker symbol
“SDST” via a planned business combination with Global Partner A cquisition Corp II (NASDAQ:GPAC),
a special purpose acquisition company. The transaction is expected to be completed during the first half of
2024i.
Deepak Varshney, CEO of Usha commented: “The development of the Jackpot Lake Lithium Brine Project
is a key focus of our company. We demonstrated in 2023 that there was significant potential at this Project,
and we look forward to returning to the Project this year to build on last year’s successes.”
Mr. Varshney continued: “Our strategic vision at Usha has alway s been to acquire and monetize
undervalued assets. With the recent success of companies such as Abitibi Metals, we have been evaluating
opportunities to acquire advanced -stage copper and/or gold proj ects to create further shareholder value in
a similar fashion. A number of project reviews have already bee n completed, and the Company looks
forward to keeping shareholders up to date on the progress of its strategy.”
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Pursuant to the LOI, the Company has agreed to pay 2818390 Onta rio Corp (the “Finder”) a finder’s fee
for the Finder’s assistance with t he proposed sale of the Jackp ot Lake Project equal to (i) 10% on the first
$300,000 in Transaction Value, (ii) 7.5% on $300,000 to $1,000,000 in Transaction Value, and (iii) 5% on
the Transaction Value over $1,000,000 in the consideration rece ived directly from Stardust Power, Inc. by
Usha.
Jackpot Lake Lithium Brine Property
USHA’s Jackpot Lake Lithium Brin e Project is located within Cla rk County, 35 kilometers northeast of
Las Vegas, Nevada, and is comprised of 442 optioned and staked mineral claims that total 8,714 acres
(approximately 35.3 km2).
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 con tinuously 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.
Modelling indicates that the Project target comprises the entir ety of the Company’s core optioned claim
block (2,800 acres; 11.3 km 2) and is open in all directions f or expansion. The target is sh allow,
predominantly above bedrock depths of 600 meters, and is approximately 450 meters thick. The total basin
within which the target is situated is estimated to be approxim ately 10,900 acres of which the Company
now controls 8,714 acres.
Qualified Person
The technical content of this news release has been reviewed an d approved by Mr. Deepak Varshney,
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 compan y focused on the
development of quality lithium metal properties that are drill- ready with high-upside and expansion
potential. Based in Vancouver, BC, Usha’s portfolio of strategi c properties provides target-rich
diversification and includes Jackpot Lake, a lithium brine proj ect in Nevada and White Willow, a lithium
pegmatite project in Ontario that is the flagship among its gro wing portfolio of hard-rock lithium assets.
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 778-899-1780, email info@usha resources.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.
About Stardust Power Inc.
Stardust Power Inc. is a development stage manufacturer and ref iner of battery-grade lithium products
designed to supply the EV industry and help secure America's le adership in the energy transition. Stardust
Power is developing a strategically central lithium refinery in Muskogee, Oklahoma with the anticipated
capacity of producing up to 50,000 tonnes per annum of battery-grade lithium. Committed to sustainability
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at each point in the process. Stardust Power is expected to bec ome a publicly traded company on Nasdaq
under the ticker symbol "SDST" via a planned business combination with Global Partner Acquisition Corp
II ("GPAC II") (NASDAQ: GPAC), a special purpose acquisition company.
Forward-looking statements:
This news release may include "forward-looking in formation" under applicable Canadian securities
legislation. Forward-looking information includes, bu t is not limited to, statements about entering into a
Definitive Agreement and completion of the Jackpot Lake transaction with Stardust Power, strategic plans,
future work programs and objectives and expected results from such work programs. Forward-looking
information necessarily involve known and unknown risks, including, without limitation: Usha and Stardust
entering into the Definitive Agreement; risks associated with general economic conditions; inability to
access sufficient capital from internal and external sources, and/or inability to access sufficient capital on
favourable terms; and other risks.
Such forward-looking information reflects management's current beliefs and are based on a number of
estimates and/or assumptions made by and informati on 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 eve nts to differ materially from t hose expressed or implied by such
forward-looking information. Read ers are cautioned that such forwar d-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 availabl e 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.
The Company is presently an exploration stage company . Exploration is highly speculative in nature,
involves many risks, requires substantial expenditu res, and may not result in the discovery of mineral
deposits that can be mined profitably. Furthermo re, 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 fu ture events could differ materially from those anticipated in such
statements.
i. https://www.sec.gov/Archives/edgar/data/1831979/000119312524134360/d656463ds4a.htm