Announcement • Mar 06
USA Rare Earth, Inc. (NasdaqGM:USAR) signed a definitive agreement to acquire Texas Mineral Resources Corp. (OTCPK:TMRC) for $72.3 million. USA Rare Earth, Inc. (NasdaqGM:USAR) signed a definitive agreement to acquire Texas Mineral Resources Corp. (OTCPK:TMRC) for $72.3 million on March 4, 2026. In case of termination of transaction, seller will pay a termination fee of $3.25 million.
The transaction is subject to approval by regulatory board, approval of offer by target shareholders and registration statement effectiveness(S-4 / F-4). The transaction has been approved by the board of directors. The expected completion of the transaction in the third calendar quarter of 2026.
Joel Rubinstein; Gregory Pryor; Joseph F. Rosati of White & Case LLP acted as legal advisor for USA Rare Earth, Inc. Mitchell Nussbaum; Megan Stombock of Loeb & Loeb LLP acted as legal advisor for Texas Mineral Resources Corp. Moelis & Company LLC acted as financial advisor for USA Rare Earth, Inc. ROTH Capital Partners, LLC acted as financial advisor for Texas Mineral Resources Corp. Announcement • Feb 21
Texas Mineral Resources Corp. announced that it has received $0.848 million in funding On February 20, 2025. Texas Mineral Resources Corp. has closed the transaction. Announcement • Jan 31
Texas Mineral Resources Corp. Announces Board Changes On January 28, 2025, Vern Lund informed Texas Mineral Resources Corp. of his decision to resign as a director effective that date (including his decision not to stand for re-election to the Board at the next annual meeting of stockholders), due to the potential delay in the development of the Round Top project, the potential Company mining exploration activities in New Mexico being outside of Navajo Transitional Energy Company's (NTEC") business and strategic focus, and the increased time demands of managing the business operations of NTEC. In connection with Mr. Lund's resignation as a director, Mr. Lund resigned as a member of the audit committee. The Company is grateful for, and appreciative of, Mr. Lund's service as a director, as well as his serving on the audit committee. The company expects the board of directors to add an existing director to the audit committee to replace the vacancy created by Mr. Lund's departure. The Company's audit committee has two members, both of whom are independent, following Mr. Lund's resignation. On January 28, 2025, Peter Denetclaw, Jr. informed the Company of his decision to resign as a director effective that date (including his decision not to stand for re-election to the Board at the next annual meeting of stockholders), due to the potential delay in the development of the Round Top project, the potential Company mining exploration activities in New Mexico being outside of NTEC's business and strategic focus, and the increased time demands of managing the business operations of NTEC. The Company is grateful for, and appreciative of, Mr. Denetclaw's service as a director.