Usha Resources Non-Brokered Private Placement of Convertible Debentures
Suite #400 – 1681 Chestnut Street, Vancouver, BC V6J 4M6
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Usha Resources Non-Brokered Private Placement of Convertible Debentures
Vancouver, British Columbia / October 27,, 2025 – Usha Resources Ltd. (“Usha”, “USHA” or the
“Company”) (TSXV: USHA) (OTCQB: USHAF) (FSE: JO0) , a North American mineral acquisition
and exploration company, announces that, subject to the approval of the TSX Venture Exchange (the
“TSXV”), it intends to complete a non -brokered private placement (the “ Private Placement”) of up to
$500,000 through the issuance of up to 500 unsecured convertible debentures (the “Debentures”).
Each Debenture will have a principal amount of $1,000 , a one-year term (the “ Maturity Date”) and be
convertible into common shares (the “Shares”) of the Company on the Maturity Date at a conversion price
of $0.05 per Share. Additionally, the Debentures will bear an interest rate of 5%, payable semi-annually
starting six months from the closing date of the Private Placement, payable in Shares based on the 15-day
VWAP of the Shares or cash, at the Company’s election.
The proceeds from the Private Placement will be used for general working capital. The Debentures will be
subject to a four-month and one-day statutory hold period from the date of issuance, in accordance with
applicable securities laws.
About Usha Resources Ltd.
Usha Resources Ltd. is a North American mineral acquisition and exploration company focused on the
development of quality critical 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 includes Southern Arm, a copper-gold VMS project in Quebec, Jackpot Lake, a lithium
brine project in Nevada and White Willow, a lithium pegmatite project in Ontario. 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.
For more information , please call 778-899-1780, email [email protected] 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.
The securities to be issued pursuant to the Offering have not been, and will not be, registered under the U.S.
Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and may
not be offered or sold in the United St ates or to, or for the account or benefit of, United States persons
absent registration or any applicable exemption from the registration requirements of the U.S. Securities
Act and applicable U.S. state securities laws. This news release will not constitu te an offer to sell or the
solicitation of an offer to buy securities in the United States, nor will there be any sale of these securities in
any jurisdiction in which such offer, solicitation or sale would be unlawful.