USA Rare Earth to acquire SVRE Holdings for $300M cash and 126.8M shares; expected close Q3 2026

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

On June 1, 2026, New Enviri entered into a transition services agreement (the “Transition Services Agreement”) with CLEH pursuant to which New Enviri will provide certain services to CLEH on an interim, transitional basis.

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

As previously disclosed, European Wax Center, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger, dated as of February 9, 2026 (the “ Merger Agreement ”), by and among Glow Midco, LLC, a Delaware limited liability company (“ Parent ”), Glow Merger Sub 1, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub Inc. ”), Glow Merger Sub 2, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“ Merger Sub LLC ,” and together with Merger Sub Inc., the “ Merger Subs ”) and EWC Ventures, LLC, a Delaware limited liability company (“ Opco ”), pursuant to which (i) Merger Sub Inc. merged with and into the Company (the “ Corporate Merger ”), with the Company surviving the Corporate Merger as the surviving corporation (the “ Surviving Corporation ”) and a wholly owned subsidiary of Parent and (ii) Merger Sub LLC merged with and into Opco, with Opco surviving as the surviving limited liability company

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

On May 6, 2026, Suncrete, Inc., a Delaware corporation (the “Company”), through its subsidiary Hope Concrete, LLC, a Texas limited liability company (“Purchaser”), entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) and related agreements with the owners of Nelson Bros. Ready Mix, LLC, a Texas limited liability company (the “Target”), to acquire 100% of the ownership interests of Target

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

entered into an Equity Purchase Agreement (the "Purchase Agreement") with CIG Emerald Midco LLC, a Delaware limited liability company (the "Seller"), and CIG Emerald Holding LLC, a Delaware limited liability company ("Emerald Holding"), pursuant to which Buyer acquired from the Seller all of the issued and outstanding equity securities of Emerald Holding (the "Transaction") in exchange for GBP £337.5 million (approximately $452 million)

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

On May 30, 2026, Hallador Energy Company (the “Company”) entered into an Asset Purchase Agreement (the “APA”) with Energy World Corporation Ltd., incorporated in Australia (“Seller”), to acquire approximately 460 MW of Siemens gas turbines, generators, a steam turbine, and ancillary equipment (the “Equipment”) for an aggregate purchase price of $350 million.

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

On May 31, 2026, NCS Multistage Holdings, Inc., a Delaware corporation (“ NCS ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”), by and among NCS, Weatherford International plc, an Irish public limited company (“ Weatherford ”), and Trinity Bell Sub, Inc., a Delaware corporation and wholly owned subsidiary of Weatherford (“ Merger Sub ”), pursuant to which, upon the terms and subject to the conditions set forth therein, Merger Sub will merge with and into NCS (the “ Merger ”), with NCS surviving the Merger as a wholly owned subsidiary of Weatherford.

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

On June 1, 2026 (the “Closing Date”), Repay Holdings Corporation (the “Company” or “REPAY”), its wholly owned subsidiary, Hawk Parent Holdings LLC, a Delaware limited liability company (the “Borrower”) and certain subsidiaries of the Company party thereto, as guarantors, entered into a Credit Agreement (the “Credit Agreement”) with certain financial institutions party thereto, as lenders, and Truist Bank, as administrative agent.

This filing

On April 19, 2026, USA Rare Earth, Inc. (“ USAR ”) entered into a definitive Agreement and Plan of Merger (the “ Merger Agreement ”) by and among (i) USAR, (ii) Middlebury Merger Sub Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands and an indirect, wholly owned Subsidiary of USAR (“ Merger Sub ”), (iii) SVRE Holdings Ltd., a business company limited by shares incorporated under the laws of the British Virgin Islands (“ SVRE ” or the “ Company ”), and (iv) Serra Verde Rare Earths Ltd., a company incorporated and existing under the laws of the British Virgin Islands, solely in its capacity as the representative of the Company Shareholders (the “ Seller Representative ”).

Comparable filing

On May 9, 2026, Emerald Holding, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Emma Buyer, LLC, a Delaware limited liability company (“ Parent ”), and Emma Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“ Merger Sub ”).