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U.S. Gold Corp. Announces $2.0 Million Registered Direct Offering

ELKO, Nevada, March 30, 2020 /PRNewswire/ -- U.S. Gold Corp. ("U.S. Gold," the "Company," "we," "our" or "us") (NASDAQ: USAU) today announced that it has

articleU.s. Gold Corp.March 30, 20204/company/us-gold-corp/news/us-gold-corp-announces-dollar20-million-registered-direct-offering
U.S. Gold Corp. Announces $2.0 Million Registered Direct Offering

About this update from U.s. Gold Corp.

[{"type":"text","content":"ELKO, Nevada, March 30, 2020 /PRNewswire/ -- U.S. Gold Corp. (\"U.S. Gold,\" the \"Company,\" \"we,\" \"our\" or \"us\") (NASDAQ: USAU) today announced that it has entered into a securities purchase agreement with certain institutional investors, providing for the purchase and sale of 357,143 shares of common stock at a price of $5.60 per share in a registered direct offering, resulting in total gross proceeds of $2.0 million. The Company also agreed to issue unregistered warrants to the investors in a concurrent private placement to purchase up to 1 share of common stock for each share of common stock purchased with an exercise price of $7.00 per share. The warrants will be exercisable six months following the issuance and will expire five years following the initial exercise date. The closing of the sale of the securities is expected to take place on or about March 31, 2020, subject to the satisfaction of customary closing conditions. \nThe shares of common stock were offered pursuant to a shelf registration statement on Form S-3 (File No. 333-217860), which was declared effective by the United States Securities and Exchange Commission (\"SEC\") on May 15, 2017. The warrants and shares issuable upon exercise of the warrants were offered in a concurrent private placement and have not been registered under the Securities Act of 1933, as amended.\nConcurrently with the sale of the common stocks and the warrants, the Company entered into an exchange agreement with holders of shares of the Company's 0% Series F Convertible Preferred Stock (the \"Series F Preferred Stock\") pursuant to which 127 shares of the Company's Series F Preferred Stock are to be exchanged for 127 shares of the Company's 0% Series G Convertible Preferred Stock (the \"Series G Preferred Stock\"). The exchange will be made in reliance on an exemption from registration under Section 3(a)(9) of the Securities Act. The Series G Preferred Stock will have substantially the same terms as that of the Series F Preferred Stock except the conversion price of the Series G Preferred Stock will be $5.60 per share. \nThis press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior t...

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