Usha Resources Provides Update for Proposed Spin-Out of Nicobat Nickel Project

VANCOUVER, BC / ACCESSWIRE / November 29, 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 it has filed and mailed an information circular (the "Circular") for an annual general and special meeting of its shareholders which will be held on December 16, 2022 (the "Meeting"), to, amongst other matters, consider and approve the proposed plan of Arrangement ("Arrangement") between USHA and Formation Metals Inc. ("Formation Metals" or "FMI"), a wholly-owned subsidiary of USHA, whereby USHA shareholders upon completion of the share exchange described in the Arrangement will receive one (1) share of FMI with respect to every five (5) shares of USHA while continuing to own the same number of USHA common shares as they did on the Share Distribution Record Date (the "Share Distribution Record Date").

Upon completion of the Arrangement, FMI will hold the Company's interest in the Nicobat Nickel Project and will focus on the advancement of this project. Subject to obtaining the required approvals and completion of the Arrangement, over time it is expected that FMI may add new exploration-stage projects to its portfolio. 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 will begin drilling next week.

The Board of Directors of the Company (the "Board") has determined that the Arrangement is fair and in the best interests of the Company and the Company's shareholders and recommends that the Company's shareholders vote in favour of the Arrangement. The Arrangement is expected to allow USHA to focus on the further advancement of its exploration projects in the USA and minimize dilution of those interests. In addition, the Arrangement is expected to allow the market to value the Company's mineral interests in the USA independently of the Nicobat Nickel Project, permit the independent development of both portfolios, and provide capacity for new acquisitions.