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To: Goose94 who wrote (4463)	3/5/2014 1:02:09 PM
From: Goose94	Respond to of 203160

USA-T halted

To: Goose94 who wrote (4463)	3/21/2014 9:55:48 AM
From: Goose94	Read Replies (1) \| Respond to of 203160

U.S. Silver & Gold (USA-T) March 21, '14 has closed its previously announced private placement. The Company issued 7,874,717 units ("Units") and 3,448,280 subscription receipts ("Subscription Receipts") at a price of CDN$0.58 per Unit and CDN$0.58 per Subscription Receipt for gross proceeds of approximately CDN$6.57 million in the brokered portion of the financing, and an additional 228,780 Units at CDN$0.58 per Unit in a non-brokered financing to raise gross proceeds of an additional approximately CDN$130,000. Each Unit issued consists of one common share and one quarter of one common share purchase warrant (each whole warrant, a "Warrant"). Each whole Warrant entitles the holder to acquire one common share at an exercise price of CDN $0.73 for a period of 24 months from the close of the placement. The aggregate gross proceeds raised in the private placement was approximately CDN$6.7 million of which approximately CDN$4.7 million was received upon closing and approximately CDN$2.0 million is to be held in escrow pending the satisfaction of the conditions discussed below for the exchange of the Subscription Receipts. The lead order for the private placement was from Sprott Asset Management LP on behalf of the funds it manages and Eric Sprott. To the extent that, following completion of the private placement, the Sprott funds and Mr. Sprott (together with his affiliates) beneficially control more than 20% of the issued and outstanding common shares of the Company, Mr. Sprott has been issued Subscription Receipts with the proceeds of such issuance deposited into escrow (the "Escrowed Funds") with the release subject to the satisfaction of conditions precedent, including the receipt of all required regulatory approvals, and shareholder approval for the acquisition, upon the conversion of the subscription receipts by Mr. Sprott of that number of common shares that would result in the Sprott funds and Mr. Sprott (together with his affiliates) beneficially controlling more than 20% of the issued and outstanding shares of the Company on a partially-diluted basis (the "Escrow Release Conditions"). In the event that the Escrow Release Conditions are not satisfied on or before the escrow deadline, the Escrowed Funds would be returned to the Sprott funds and Mr. Sprott and the Subscription Receipts would be automatically cancelled. The Company intends to seek the approval of its shareholders for the exchange of Subscription Receipts for Units at the next annual general meeting of the Company's shareholders in May, 2014. The Company intends to use the proceeds of the private placement for exploration drilling and development to further define known high grade resources for production beyond 2014 on four distinct levels of the Galena Mine Complex, including the Caladay Zone, and for general administrative and corporate costs.