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USA Rare Earth to Acquire Texas Mineral Resources Corporation

  • USA Rare Earth (USAR) signed a definitive agreement to acquire all outstanding shares of Texas Mineral Resources Corp. (TMRC) for 3,823,328 shares of USAR common stock.
  • The deal has an implied total value of approximately $73 million based on USAR's stock price on March 4, 2026.
  • This transaction establishes USAR as the sole operator and 100% economic beneficiary of the Round Top heavy rare earth project by securing TMRC's 18.6% interest.
  • USAR will gain rights to existing long-term leases covering 950 acres plus prospecting rights on an additional 9,345 acres at the Round Top site in Texas.
  • Under the Accelerated Mining Plan, commercial production at Round Top is expected to begin in 2028, with a target output of 40,000 metric tons of feedstock per day by 2030.
  • Fluor Corp. and WSP Global Inc. were selected in January 2026 as EPCM partners to advance the Definitive Feasibility Study.
  • The acquisition is expected to close no later than the third calendar quarter of 2026, subject to TMRC stockholder approval.
  • All TMRC directors and executive officers have agreed to vote in favor of the transaction.
  • Round Top is located on Texas state land operated under a lease with the Texas General Land Office, with proceeds supporting the state's Permanent School Fund.
  • USAR aims to create a U.S.-anchored, non-China value chain for heavy rare earths, including processing, metal making, and magnet manufacturing.
  • Moelis & Company acted as financial advisor for USAR, while Roth Capital Partners acted as financial advisor for TMRC.