U.S. Gold Corp. Announces Closing of $2.5 Million Registered Direct Offering

ELKO, Nevada, June 20, 2019 /PRNewswire/ — U.S. Gold Corp. (“U.S. Gold” or the “Company“) (NASDAQ: USAU), a gold exploration and development company, announced today that it has agreed to sell, in a non-brokered offering, $2.5 million in Series F Preferred units (a “Unit“), each Unit consisting of one (1) share of 0% Series F Preferred Stock and 878 Class X Warrants. Each Unit will be sold at a negotiated price of $2,000 per Unit. Each Series F Preferred Stock at the option of the holder at any time is convertible into the number of shares of our common stock determined by dividing the $2,000 stated value per share of the Series F Preferred Stock by a conversion price of $1.14 per share, subject to adjustment. Each Class X Warrant is exercisable to acquire one share of common stock (each, a “Warrant Share“) and one Class Y Warrant at an exercise price of $1.14 for a period of six (6) months from the date of issuance. Each Class Y Warrant is exercisable to acquire one Warrant Share at an exercise price of $1.14 per share, commencing six (6) months from the date of issuance (the “Initial Exercise Date“) and will expire on a date that is the five (5) year anniversary of the Initial Exercise Date. The sale of the Units was priced at parity to the closing price of U.S. Gold common shares on June 19, 2019.