Mr. Deepak Varshney reports

USHA RESOURCES CONGRATULATES STARDUST POWER ON NASDAQ LISTING, PROVIDES UPDATE ON LOI TO SELL UP TO 90% OF THE JACKPOT LAKE PROJECT FOR TOTAL CONSIDERATION OF UP TO US$26,025,000

Usha Resources Ltd. is congratulating Stardust Power Inc. on the completion of its business combination with Global Partner Acquisition Corp. II and the listing of its shares of Class A common stock on the Nasdaq Global Market.

Usha entered into a letter of intent (LOI) with Stardust Power dated March 15, 2024, granting Stardust Power the right to earn up to a 90-per-cent interest subject to a 2-per-cent net smelter royalty (NSR) in Usha's Jackpot Lake lithium brine project for total consideration of $26,025,000 (U.S.) over five years.

A non-refundable sum of $75,000 (U.S.) has been paid to Usha by Stardust Power pursuant to the LOI.

Stardust Power's listing on the Nasdaq is a necessary condition for the execution of definitive agreements pursuant to the LOI.

Upon completion of the full earn-in of $26,025,000 (U.S.), which comprises payments totalling $1,525,000 (U.S.) cash, $750,000 (U.S.) stock, $15.75-million (U.S.) stock or cash at Stardust Power's election, and a work commitment of $8-million (U.S.), Usha would retain 10 per cent of the project and a 2-per-cent NSR and would be carried in the joint venture (JV) formed between Usha and Stardust Power until a formal decision to mine is reached following completion of a feasibility study. Stardust would be permitted to buy back 1-per-cent NSR for a cash payment of $7.5-million (U.S.).

Deepak Varshney, chief executive officer of Usha, commented, "We congratulate Stardust Power on its listing and its subsequent success which demonstrates the strength of their value proposition."

Mr. Varshney continued: "Our strategic vision at Usha has always been to acquire and monetize undervalued assets. With the recent acquisition of the Southern Arm copper-gold VMS project from Abitibi Metals, our focus will now shift towards copper and other critical metals. With working capital of approximately $1.2-million, Usha is in a strong financial position to execute over the coming year and we look forward to our maiden drill program at Southern Arm, particularly at Hollywood, which has a approximately 1.8-kilometre footprint that is open along strike."

Stardust Power is developing a lithium refinery facility in Muskogee, Okla., with capacity of producing up to 50,000 tonnes per annum of battery grade lithium carbonate (BGLC) once fully operational. Stardust Power's battery-grade lithium refinery will be designed and manufactured to foster lower-carbon energy independence for the United States. Stardust Power seeks to become a sustainable, cost-effective supplier of BGLC, primarily for the electric vehicle (EV) market, through the development of its innovative, large central refinery optimized for multiple inputs of different types of lithium brine, including concentrated lithium brine, lithium chloride, or technical and crude-grade lithium feedstocks. Once completed, Stardust Power expects to secure multiple sources of feedstock from various lithium producers, with the facility becoming one of the largest lithium refineries in the United States.

The LOI is non-binding, other than Usha's agreement to not engage or communicate with any other party with respect to the project through September, 2024. The transaction is subject to the satisfaction of a number of conditions, including Stardust Power's satisfactory commercial and legal due diligence, the negotiation and execution of the definitive agreement and the approval of the TSX Venture Exchange. The company cautions that there is no guarantee that the definitive agreement will be completed or that the other conditions will be satisfied.

Jackpot Lake lithium brine property

Usha's Jackpot Lake lithium brine project is located within Clark county, 35 kilometres northeast of Las Vegas, Nev., and comprises 442 optioned and staked mineral claims that total 8,714 acres (approximately 35.3 square kilometres).

The project's geologic setting is similar to that of Albemarle's Silver Peak Nevada lithium mine, the only producing lithium mine in North America, which has operated continuously since 1966, where sediments from lithium-rich surrounding source rocks accumulate and fill the deposit leading to a potential concentration of lithium brine due to successive evaporation and concentration events.

Modelling indicates that the project target comprises the entirety of the company's core optioned claim block (2,800 acres; 11.3 square kilometres) and is open in all directions for expansion. The target is shallow, predominantly above bedrock depths of 600 metres, and is approximately 450 metres thick. The total basin within which the target is situated is estimated to be approximately 10,900 acres of which the company now controls 8,714 acres.

Qualified person

The technical content of this news release has been reviewed and approved by Mr. Varshney, PGeo, a qualified person as defined by National Instrument 43-101 (Standards of Disclosure for Mineral Projects).

About Usha Resources Ltd.

Usha Resources is a North American mineral acquisition and exploration company focused on the development of quality lithium metal properties that are drill ready with high-upside and expansion potential.

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