Correspondence 0001493152-23-012859 from U.S. GoldMining Inc. (USGO, USGOW) (CIK 0001947244) (USGO)

U.S. GoldMining Inc. (USGO, USGOW) (CIK 0001947244)
Date: April 19, 2023 · CIK: 0001947244 · Accession: 0001493152-23-012859

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AI Filing Summary & Sentiment

File numbers found in text: 333-269693

Date

April 19, 2023

Author

Chief

Form

CORRESP

Company

U.S. GoldMining Inc. (USGO, USGOW) (CIK 0001947244)

Letter

Re: U.S. GoldMining Inc.

April 19, 2023

VIA FACSIMILE AND EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

Washington, D.C. 20549

Registration Statement on Form S-1 (Registration No. 333-269693)

Concurrence in Acceleration Request

Ladies and Gentlemen:

H.C. Wainwright & Co., LLC (“Wainwright”) and BMO Capital Markets Corp. (“BMO”), as co-managers of the underwriters for the above-referenced offering, hereby concur in the request by U.S. GoldMining Inc. that the effective date of the above-referenced registration statement be accelerated to 5:00 P.M. Eastern Time on Wednesday, April 19, 2023, or as soon as practicable thereafter, pursuant to Rule 461 under the Securities Act. Wainwright and BMO affirm that they are aware of their obligations under the Securities Act in connection with this offering.

Park Avenue | New York, New York 10022 | 212.356.0500

Security services provided by H.C. Wainwright & Co., LLC | Member: FINRA/SIPC

Very
truly yours,
H.C.
WAINWRIGHT & CO., LLC

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CORRESP
1
filename1.htm

April
19, 2023

VIA
FACSIMILE AND EDGAR

U.S.
Securities and Exchange Commission

Division
of Corporation Finance

Washington,
D.C. 20549

    Re:
    U.S.
    GoldMining Inc.

    Registration
    Statement on Form S-1 (Registration No. 333-269693)

    Concurrence
    in Acceleration Request

Ladies
and Gentlemen:

H.C.
Wainwright & Co., LLC (“Wainwright”) and BMO Capital Markets Corp. (“BMO”), as co-managers of the underwriters
for the above-referenced offering, hereby concur in the request by U.S. GoldMining Inc. that the effective date of the above-referenced
registration statement be accelerated to 5:00 P.M. Eastern Time on Wednesday, April 19, 2023, or as soon as practicable
thereafter, pursuant to Rule 461 under the Securities Act. Wainwright and BMO affirm that they are aware of their obligations under the
Securities Act in connection with this offering.

430
Park Avenue | New York, New York 10022 | 212.356.0500

Security
services provided by H.C. Wainwright & Co., LLC | Member: FINRA/SIPC

    Very
    truly yours,

    H.C.
    WAINWRIGHT & CO., LLC

    By:

    /s/
    Mark W. Viklund

    Name:
    Mark
    W. Viklund

    Title:
    Chief
    Executive Officer

    BMO
    Capital Markets Corp.

    By:

    /s/
    Brad Pavelka

    Name:
    Brad
    Pavelka

    Title:
    Managing
    Director

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