USA Rare Earth enters definitive merger agreement to acquire SVRE Holdings Ltd.

USA Rare Earth, Inc.

Definitive merger agreement signed April 19, 2026 to acquire SVRE Holdings Ltd. (Serra Verde Rare Earths) via reverse triangular merger.
Merger consideration consists of Parent common stock; stockholder vote required for issuance.
SVRE shareholders approved by written consent; key employees entered new employment agreements.
Transaction intended to qualify as tax-free reorganization under Section 368.
Certain Parent stockholders entered voting and support agreement to vote in favor.

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