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EX-99.1 - EX-99.1 - McEwen Mining Inc.a11-28349_2ex99d1.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 


 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 


 

Date of Report (Date of earliest event reported):  October 21, 2011

 

US GOLD CORPORATION

(Exact name of registrant as specified in its charter)

 

Colorado

(State or other jurisdiction of
incorporation or organization)

 

001-33190

(Commission File

Number)

 

84-0796160

(I.R.S. Employer

Identification No.)

 

Suite 4750, Brookfield Place

Bay Wellington Tower

181 Bay Street, P.O. Box 792

Toronto, Ontario, Canada  M5J 2T3

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number including area code:  (866) 441-0690

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 7.01

 

Regulation FD Disclosure.

 

On October 21, 2011, US Gold Corporation (the “Company”) issued a shareholder communication update regarding continued development at the El Gallo Project in Sinaloa State, Mexico. A copy of the shareholder communication, including slides, is attached to this report as Exhibit 99.1.

 

The information furnished under this Item 7.01, including the exhibits, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by reference to such filing.

 

Item 9.01

 

Financial Statements and Exhibits.

 

 

 

(d)

 

Exhibit.  The following exhibit is furnished with this report:

 

 

 

 

 

99.1

Shareholder communication dated October 21, 2011, including slides.

 

Cautionary Statement

 

With the exception of historical matters, the matters discussed in the shareholder communication include forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from projections or estimates contained therein. Such forward-looking statements include, among others, statements regarding current and future exploration and development activities. Factors that could cause actual results to differ materially from projections or estimates include, among others, precious metals prices, economic and market conditions and future drilling results, as well as other factors described in our Annual Report on Form 10-K for the year ended December 31, 2010, and other filings with the SEC. Most of these factors are beyond the Company’s ability to predict or control. The Company disclaims any obligation to update any forward-looking statement made in the press release. Readers are cautioned not to put undue reliance on forward-looking statements.

 

U.S. investors should be aware that US Gold has no “reserves” as defined by Guide 7 adopted by the United States Securities and Exchange Commission (SEC) and are cautioned not to assume that any part or all of the mineralization will ever be confirmed or converted into Guide 7 compliant “reserves.”

 

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SIGNATURE

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

US GOLD CORPORATION

 

 

 

 

Date: October 21, 2011

By:

/s/ Perry Y. Ing

 

 

Perry Y. Ing, Vice President and

 

 

Chief Financial Officer

 

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Exhibit Index

 

The following is a list of the Exhibits furnished herewith.

 

Exhibit

 

 

Number

 

Description of Exhibit

 

 

 

99.1

 

Shareholder communication dated October 21, 2011.

 

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