US Gold Completes Cross-Border Offering

On February 24, 2011, US Gold Corporation completed a cross-border offering of approximately US$112 million of its common stock. US Gold intends to use the net proceeds on its El Gallo Project in Mexico, its Gold Bar Project in Nevada, ongoing aggressive exploration programs in Mexico and Nevada and for general corporate purposes.

The common stock was issued by way of a prospectus supplement that was filed under US Gold's shelf registration statement, which was previously filed with securities regulatory authorities in the US and in Canada under the northbound multijurisdictional disclosure system. Dahlman Rose & Company, LLC and GMP Securities L.P. acted as joint book-runners for this offering and Scotia Capital Inc. and Stifel Nicolaus and Co. acted as co-managers.

US Gold was led by Nils Engelstad, Corporate Counsel, and was represented in Canada by Fraser Milner Casgrain LLP with a team that included Michael Melanson, David Coultice and Peter Danner (securities) and Zahra Nurmohamed and Matthew Peters (tax) and in the US by David Babiarz (securities/corporate) of Dufford & Brown, P.C. and by Hogan Lovells US LLP with a team that included George Hagerty, Ami Galani and James Fipp (securities) and Robert Mintz (tax).

The underwriters were represented in Canada by Blake, Cassels & Graydon LLP with a team that included Bob Wooder, Steven McKoen, Sarah Pybus and Jamie Kariya (securities) and Kevin Zimka (tax) and in the US by Skadden, Arps, Slate, Meagher & Flom LLP with a team that included Riccardo Leofanti, David Beeston and Terence Trinh (securities); Jay Singer and Jared Binstock (tax) and Elizabeth Malone (environmental).


David J. Coultice Michael N. Melanson Riccardo Leofanti Sarah Pybus Jamie Kariya Kevin Zimka David Beeston Zahra Nurmohamed Peter Danner Bob J. Wooder Steven R. McKoen


Dentons Canada LLP Blake, Cassels & Graydon LLP Skadden, Arps, Slate, Meagher & Flom LLP Dufford & Brown, P.C. Hogan Lovells US LLP