Usha Resources Shareholders Overwhelmingly Approve the Spin-Out of Formation Metals Inc. Company Confirms Further Evidence of Brine-Forming Environment in Jackpot Lake Lithium Brine Project as Drilling Pushes Past 440-Metre Level
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Usha Resources Shareholders Overwhelmingly
Approve the Spin-Out of Formation Metals Inc.
Company Confirms Further Evidence of Brine-Forming Environment in Jackpot Lake Lithium Brine
Project as Drilling Pushes Past 440-Metre Level
Vancouver, British Columbia / December 21, 2022 – 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 its shareholders (the “ USHA Shareh olders”) have approved the previously announced
proposed spin -out of the Company’s wholly owned -subsidiary, Formation Metals Inc. (“ Formation
Metals” or “FMI”), through a plan of arrangement (“Arrangement”) between USHA and FMI. The special
resolution was approved at the Company’s annual general and special meeting of its shareholders which
was held on December 16, 2022 (the "ASGM") by 99.76% of the votes cast.
Upon completion of the Arrangement and the share exchange pursuant to the Arrangement, each USHA
Shareholder will receive one (1) common share of FMI with respect to every five (5) common shares of
USHA held on the Share Distribution Record Date (the “Share Distribution Record Date”). For example,
upon completion of the Arr angement, for each 10,000 common shares of USHA owned on the Share
Distribution Record Date, the USHA Shareholder will own 2,000 common shares of FMI. USHA
Shareholders will continue to own the same number of USHA common shares as they did on the Share
Distribution Record Date.
FMI will then hold the Company’s interest in the Nicobat Nickel Project and will focus on the advancement
of this project, while USHA will retain and focus on the advancement of its exploration projects in the
USA, including the Jackpot Lake Lithium Brine Project where the Company has begun its drilling program
(https://tinyurl.com/26ryndz3).
The Company will proceed with completing closing conditions of the Arrangement, including seeking final
approval of the Arrangement by the Supreme Court of British Columbia and the TSX Venture Exchange
(the “TSXV”) in January 2023. The Arrangement cannot be completed until these conditions have been
met.
USHA Shareholders must hold their USHA common shares on the Share Distribution Record Date in order
to receive their pro rata portion of the FMI common shares being distributed pursuant to the Arrangement.
USHA will disseminate a press release to notify shareholders in advance of the Share Distribution Record
Date once the conditions to closing of the Arrangement have been satisfied.
ASGM Results
The Company is also pleased to announce the results of voting on other resolutions at its 2022 AGSM held
on December 16, 2022.
A total of 20,343,901 common shares were voted at the ASGM representing 57.76% of the votes attached
to all outstanding common shares of t he Company. Shareholders voted in favour of all items of business
before the ASGM, including the election of all director nominees as follows:
Name Votes For Withheld
Number Percentage Number Percentage
Deepak Varshney 19,947,491 99.99 2,000 0.01
Navin Varshney 19,947,491 99.99 2,000 0.01
David Ellett 19,949,491 100.00 0 0.00
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Leif Smither 19,917,491 99.84 32,000 0.16
Adrian Smith 19,949,491 100.00 0 0.00
Jackpot Lake Lithium Brine Project Exploration Update
The Company is also pleased to provide an update on drilling activities at its Jackpot Lake Lithium Brine
Property (“Project”). The drill is now at the 440-metre level and its exploration team has continued to
encounter multiple zones of evaporite crystals as interbeds, veining, and inclusions within lacustrine
sediments comprised of silty to sandy clays, clay sands and loams. Of note, halite has been identified,
further supporting the presence of a brine environment at depth as halite would not form under freshwater
conditions. The Company anticipates providing additional updates throughout January 2023.
A video update from the Company is available at this link.
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 Am erican 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. U SHA 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 V arshney” CEO and Director
For more information, please call Tyler Muir, Investor Relations at 1 -888-772-2452, 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.
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 busine ss, economic, competitive, political and social uncertainties, uncertain and
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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 fo rward-looking statements will prove to be
accurate, and actual results and future events could differ materially from those anticipated in such
statements.
No Offer or Solicitation to Purchase Securities in the United States
This press release does not con stitute or form a part of any offer or solicitation to purchase or subscribe
for securities in the United States. The securities referred to herein have not been and will not be registered
under the Securities Act of 1933, as amended (the “Securities Act”) , or with any securities regulatory
authority of any state or other jurisdiction in the United States, and may not be offered or sold, directly or
indirectly, within the United States or to, or for the account or benefit of, U.S. persons, as such term is
defined in Regulation S under the Securities Act (“Regulation S”), except pursuant to an exemption from
or in a transaction not subject to the registration requirements of the Securities Act.