USCorp Shareholder and Board Vote Approves Unwinding Asset Funding Agreement between USCorp′s Subsidiary USMetals, Inc. and Arizona Gold Corp
USCorp (OTCMarkets: USCS.PK) today announced that the Boards of
Directors of both Arizona Gold Corp and USMetals, Inc. have approved
unwinding the agreement between them regarding exploration and
development at the Twin Peaks Project in Yavapai County, Arizona.
Approval by the Board of Directors of USCorp and by the Shareholders of
USCorp was obtained at a Shareholder meeting and Board Meeting we held
on May 30, 2012. Shareholders present, representing in excess of 78% of
the shares of USCorp, voted unanimously in favor of the unwinding as did
the Board. Approval by the Board and Shareholders of Arizona Gold Corp
was obtained earlier.
Specific details of the unwinding have been worked out since then. The
consummation of the agreement was September 10, 2012.
A brief outline of the key elements of the unwinding are:
AGC Corp, a private Arizona corporation in whose name the Twin Peaks
Project claims are held, becomes a wholly owned (100%) subsidiary of
USMetals, Inc., which is a wholly owned (100%) subsidiary of USCorp.
All of the Twin Peaks Project Claims are 100% under USMetals′ control
and therefore under USCorp′s control.
All remaining assets of AGC Corp have been transferred to USMetals, in
exchange for shares of USCorp.
Arizona Gold Corp, AGC Corp′s parent, will be dissolved in the near
future.
Robert Dultz, USCorp′s and USMetals′ Chairman, President and CEO, said,
'We are pleased with the unwinding of the agreement with AGC and the
return of the Twin Peaks Project claims to our 100% control.?
The results of the 2011-2012 drilling program conducted by AGC have been
received in the form of a report and assay results. USMetals is in the
process of reviewing this report, and we plan to publish an analysis and
summary of it in the near future.
USCorp is an exploration stage company with gold and silver projects in
Arizona and California. Information about USCorp can be found at the
company′s website: http://uscorpgold.com.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995: The statements contained in this release which are not
historical facts are forward-looking statements that are subject to
risks and uncertainties that could cause actual results to differ
materially from those set forth in or implied by forward-looking
statements. These risks and uncertainties include the Company′s entry
into new commercial businesses, the risk of obtaining financing,
recruiting and retaining qualified personnel, and other risks described
in the Company′s Securities and Exchange Commission filings. The
forward-looking statements in this press release speak only as of the
date hereof, and the Company disclaims any obligation to provide
updates, revisions or amendments to any forward-looking statement to
reflect changes in the Company′s expectations or future results.
USCorp
Robert Dultz, Chairman and CEO
robert@uscorpnv.com
or
Martin
E. Janis & Company, Inc.
Beverly Jedynak, 312-943-1123
bjedynak@janispr.com