Texas Mineral Resources to Merge with USA Rare Earth

The latest update is out from Texas Mineral Resources ( (TMRC) ).

On March 4, 2026, Texas Mineral Resources Corp. entered into a definitive Agreement and Plan of Merger under which USA Rare Earth, Inc. will acquire all outstanding TMRC shares in an all-stock deal valued at about $73 million, issuing 3,823,328 USAR shares and converting TMRC into a wholly owned subsidiary through a two-step merger. The transaction, announced on March 5, 2026 and approved by both boards, will give USAR 100% economic interest and exclusive operating control over the Round Top heavy rare earth and critical minerals project in Texas, consolidating governance, simplifying capital planning, and strengthening a U.S.-anchored, non‑China mine‑to‑magnet supply chain, while TMRC shareholders gain exposure to USAR’s broader integrated rare earth and magnet manufacturing platform.

The deal is subject to customary conditions including TMRC shareholder approval, SEC clearance of a registration statement, Nasdaq listing of the merger consideration, and the absence of material adverse changes, with closing targeted by the third quarter of 2026. All TMRC directors and executive officers have signed voting and support agreements backing the merger, and the structure includes standard covenants, termination rights and a $3.25 million termination fee payable by TMRC to USAR in certain failed‑deal or competing‑bid scenarios, underscoring the strategic importance of Round Top for U.S. defense, energy and advanced manufacturing supply chains and for Texas state royalty revenues and local employment.

More about Texas Mineral Resources

Texas Mineral Resources Corp. is a U.S. mineral exploration and development company focused primarily on the Round Top heavy rare earth, technology metals and industrial minerals project in Hudspeth County, Texas, where it currently holds an 18.6% interest. The company, whose shares trade on the OTCQB under the symbol TMRC, is also pursuing additional domestic mining opportunities, mainly in gold and silver.

Average Trading Volume: 513,584

Technical Sentiment Signal: Sell

Current Market Cap: $69.85M

See more insights into TMRC stock on TipRanks’ Stock Analysis page.