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Thursday, 06/28/2012 9:22:47 PM

Thursday, June 28, 2012 9:22:47 PM

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Toronto, ON, June 7, 2012—U.S. Silver Corporation (TSX:USA) (USOTC:USSIF) (“U.S. Silver”) and RX Gold & Silver Inc. (TSX-V:RXE) (OTCQX:RXEXF) (“RX Gold”) are pleased to announce the signing of a definitive agreement to combine the two companies (the “Transaction”) by way of a plan of arrangement. The resulting company, to be called U.S. Silver & Gold Inc. (“U.S. Silver & Gold”), will be a well-funded, growth-oriented precious metals producer with U.S. Silver’s producing Galena mine in Idaho, RX Gold’s producing Drumlummon mine in Montana and U.S. Silver’s Coeur re-development projects in Idaho.

Highlights of the Transaction

• U.S. Silver shareholders to receive 0.670 U.S. Silver & Gold shares per U.S. Silver share, resulting in their effective ownership of approximately 70% of the combined company.
• RX Gold shareholders to receive 0.109 U.S. Silver & Gold shares per RX Gold share, resulting in their effective ownership of approximately 30% of the combined company.
• Two - 100% owned U.S. based precious metal operations that deliver immediate cash and one silver re-development asset:
o Combined production base of 2.7 million1 ounces of silver and 26,5001 ounces of gold o Opportunities for significant resource growth, brownfield development and operational
and head office synergies
o Meaningful organic exploration potential at Drumlummon and Silver Valley areas
o Geographic concentration of assets that allows for near term focus on improving mine planning and execution of cost reduction strategies.
• Proven board of directors and management team with significant executive experience in senior precious metals companies and the capability to deliver results in tough market conditions.
• Improved liquidity and capital markets profile, US$25 million in cash and capital markets relationships that position the larger, combined company for further growth through opportunistic and accretive acquisitions.
• Unanimous recommendations from the boards of both companies that shareholders vote for the Transaction. The board and senior management of each company have agreed to vote in favour of the Transaction. In addition, Sprott Asset Management LP (“Sprott”) has signed a lock- up agreement supporting the Transaction. Sprott is the largest shareholder of both companies and currently holds approximately 14% of U.S. Silver shares and 8% of RX Gold shares.
• A key objective of the combined company will be to exceed 5.0 million ounces of silver production at significantly lower cash costs by 2014.

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