USA Rare Earth (Nasdaq: USAR) has entered into a definitive agreement to acquire Texas Mineral Resources Corp. (OTCQB: TMRC) in an all-stock transaction valued at $73M. The deal grants USAR 100% ownership and operational control of the Round Top Project, eliminating the previous joint-venture structure and establishing a single, well-capitalized operator for one of North America’s richest known deposit of heavy rare earths, gallium, and beryllium.
Under the terms of the agreement, USA Rare Earth will issue 3.82M shares of its common stock to acquire all outstanding shares of TMRC. For Texas Mineral Resources shareholders, the transition offers an exit from the traditional junior mining model, which often faces significant dilution during the capital-intensive mine development period.
Located on Texas state land in Hudspeth County, the Round Top Project covers 950 acres along with prospecting rights across an additional 9,345 acres.
By moving from an 81.4% interest to full ownership, USAR can now streamline its Accelerated Mining Plan (AMP). Commercial production is targeted for 2028, with an ambitious goal to process nearly 40,000 tons of feedstock per day by 2030. At this scale, Round Top would rank as one of the top four mines in the United States by ore throughput, specifically targeting the heavy rare earths that are essential for high-performance magnets used in EVs and precision-guided munitions.
The acquisition arrives at a pivotal moment. While China still accounts for roughly 65% of global production and over 90% of refining capacity, Washington is fighting back. Last year, President Donald Trump invoked emergency powers to speed up domestic production, and earlier this year, USAR signaled administration support for a massive $1.6 billion debt-and-equity funding package. The administration earmarked this capital not just for the Texas mine, but also for a fully integrated magnet manufacturing facility designed to serve the defense and technology sectors.
Investors responded with optimism to the consolidation. TMRC shares rose roughly 2% to $0.87 today, while USAR shares remained relatively flat as the market digested the long-term strategic value of the $73M buyout.
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