Texas Mineral Resources to be acquired by USA Rare Earth in stock deal valued at ~$73M

Texas Mineral Resources Corp.

TMRC shareholders to receive 3,823,328 shares of USAR common stock, implied value ~$73M based on Mar 4 closing price.
USAR will become sole operator with 100% economic interest in Round Top heavy rare earth project.
Transaction includes TMRC's 18.6% interest, long-term leases on 950 acres, and prospecting rights on 9,345 additional acres.
Expected to close by Q3 2026, subject to TMRC stockholder approval and other customary conditions.
All TMRC directors and executive officers have entered into voting support agreements to vote in favor.

item 1.01 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Texas Mineral Resources Corp. entered into Merger Agreement with USA Rare Earth, Inc. (effective 2026-03-04).

Action: entry
Agreement: merger
Counterparty: USA Rare Earth, Inc.
Effective: 2026-03-04

Exact text from the filing

On March 4, 2026, Texas Mineral Resources Corp. (“ TMRC ”, the “ Company ”, “ we ”, “ us ” or “ our ”) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with USA Rare Earth, Inc. (“ USAR ”), Hamer Merger Sub, Inc., a wholly owned subsidiary of USAR (“ Merger Sub 1 ”) and Hamer Merger Sub, LLC, a wholly owned subsidiary of USAR (“ Merger Sub 2 ”).

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Texas Mineral Resources Corp. filing history →

Source: SEC EDGAR

accession 0001999371-26-005116

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