USA Rare Earth (Nasdaq:USAR) has reached a definitive agreement for USAR to acquire all outstanding shares in Texas Mineral Resources (OTCQB:TMRC), in an all-stock transaction valued at approximately US$73 million, giving USAR full ownership of the Round Top heavy rare earth and critical minerals project.
The acquisition established USA Rare Earth as the sole operator and economic beneficiary of the Round Top Project, what is calls “North America’s richest known heavy rare earth deposit”.
The company says with the acquisition of Texas Minerals’ 18.6% stake in the project, they will accelerate development under its Accelerated Mining Plan, targeting commercial production in 2028 and a ramp-up to 40,000 metric tonnes of feedstock per day by 2030.
USA Rare Earths CEO Barbara Humpton says that the acquisition is a key part of the company’s strategy to build a “globally integrated, non-China critical mineral technology platform”.
Texas Minerals’ Chairman Anthony Marchese notes that the company has recognised the strategic importance of Round Top for some time.
“We believe this transaction positions the project for successful commercial advancement while delivering meaningful value to TMRC stockholders without the potentially crippling dilution as a result of large cash calls.
“TMRC’s shareholders will now benefit from USAR’s three business segments that represent a true mine to magnet strategy as opposed to being invested solely in the development of the Round top heavy rare earth project.”
Texas officials have highlighted the project’s strategic importance for national security, domestic supply chain resilience, and state education funding through royalties tied to the Texas General Land Office lease.
The boards of both companies have approved the deal, which awaits Texas Minerals’ shareholder approval. The deal is expected to close in Q3 2026.
USA Rare Earth is building a fully integrated rare earth and permanent magnet supply chain across the US, UK, and Europe.
Write to Amy Rotman at Mining.com.au
Images: USA Rare Earth



