Mr. Rob McEwen of U.S. Gold and Minera Andes reports

U.S. GOLD AND MINERA ANDES ENTER INTO ARRANGEMENT AGREEMENT TO FORM MCEWEN MINING

U.S. Gold Corp. and Minera Andes Inc. have entered into an arrangement agreement dated Sept. 22, 2011, pursuant to which U.S. Gold and Minera Andes will combine to form McEwen Mining.

Under the terms of the arrangement agreement (and as previously announced in the joint news release dated Sept. 2, 2011), holders of Minera Andes common shares will receive 0.45 share of a subsidiary of U.S. Gold, which will be exchangeable for common shares of U.S. Gold for each one common share of Minera Andes held. This transaction will be carried out pursuant to the arrangement agreement under a court-approved statutory plan of arrangement governed by the Business Corporations Act (Alberta).

The special committees of U.S. Gold and Minera Andes have each obtained a valuation and a fairness opinion from their respective independent financial advisers to the effect that, subject to the assumptions, qualifications and limitations contained therein, the exchange ratio is fair, from a financial point of view, to their respective shareholders (other than Rob McEwen). The U.S. Gold and Minera Andes boards of directors have each unanimously determined, based on, among other things, recommendations from their respective special committees, that the transaction is in the best interest of their respective companies and is fair to their respective shareholders. The directors and senior officers of each company (including Mr. McEwen) have also entered into a customary support and voting agreement to vote their shares in favour of the arrangement. Closing of the transaction is expected to occur in late 2011.

The arrangement agreement includes customary deal protection and non-solicitation provisions, including reciprocal break fees (equal to approximately 3 per cent of the market capitalization for each company as of Sept. 1, 2011) and fiduciary-out provisions.

The completion of the business combination remains subject to customary approvals, including stock exchange, court approval, and approval by shareholders of U.S. Gold and Minera Andes, including minority shareholder approval that excludes the votes of Mr. McEwen and certain other interested persons.

The arrangement agreement will be filed under the profiles of each of U.S. Gold and Minera Andes on SEDAR and EDGAR. The terms of the arrangement agreement will also be described in detail in the management information circulars of U.S. Gold and Minera Andes to be filed with the regulatory authorities and mailed to U.S. Gold and Minera Andes shareholders in accordance with applicable securities laws. The record date and date of the special meetings of the shareholders of U.S. Gold and Minera Andes will be announced in the near future.

Based on today's closing price, McEwen Mining would have a market capitalization of approximately $1.3-billion (U.S.) with approximately 267 million shares outstanding. Mr. McEwen, current chairman and president/chief executive officer of each of Minera Andes and U.S. Gold, will hold a 25-per-cent interest in the combined company valued today at approximately $325-million (U.S.).

Raymond James Inc. served as the independent financial adviser to the special committee of U.S. Gold, and RBC Capital Markets served as independent financial adviser to the special committee of Minera Andes.

Additional information about the proposed transaction

In connection with the arrangement agreement, U.S. Gold will file a preliminary proxy statement and a definitive proxy statement with the U.S. Securities and Exchange Commission. Stockholders are urged to read the definitive proxy statement when it becomes available and any other relevant materials filed with the SEC carefully in their entirety before making any voting or investment decision with respect to the proposed transaction because they will contain important information about the proposed transaction and the parties thereto.

The definitive proxy statement will be mailed to U.S. Gold's stockholders seeking, among other things, their approval of the issuance of U.S. Gold's shares as consideration in the arrangement agreement, including the U.S. Gold shares issuable upon exchange of certain exchangeable shares that will be issued in connection with the transaction. U.S. Gold's stockholders may also obtain a copy of the definitive proxy statement free of charge once it is available by directing a request to: U.S. Gold at 647-258-0395 (toll-free: 866-441-0690) or investor relations at 99 George St., Third floor, Toronto, Ont., Canada, M5A 2N4. In addition, the preliminary proxy statement, the definitive proxy statement and other relevant materials that will be filed with the SEC will be available free of charge at SEC's website, or stockholders may access copies of such documentation filed with the SEC by visiting the investor relations section of U.S. Gold's website.

U.S. Gold and its respective directors, executive officers, and other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information regarding the names, affiliations, and interests of certain of U.S. Gold's executive officers and directors in the solicitation will be available in the preliminary proxy statement and definitive proxy statement relating to the proposed transaction to be filed with the SEC. Information about U.S. Gold's executive officers and directors is also available in U.S. Gold's definitive proxy statement relating to its 2011 annual meeting of shareholders filed with the SEC on April 29, 2011.

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