TMRC merger closes as planned, with no new economic terms

The announced TMRC acquisition is now complete, but this is a confirmation rather than new news. USAR completed both merger steps on August 7, 2026, after the transaction had already been disclosed on March 4 and the related registration statement became effective on June 29 (Item 2.01; Registration statement details).

The economic terms match the previously agreed structure. Former TMRC holders received USAR stock based on a final exchange ratio of 0.043279843 USAR shares per TMRC share, implying 3,823,328 USAR shares of total consideration against 88,339,693 fully diluted TMRC shares (Merger consideration terms).

The filing adds no operating results, guidance, financing change, or revised consideration. It therefore does not create a measurable earnings beat or miss; the market should read it mainly as the expected closing of an already-public transaction, with the remaining significance limited to TMRC becoming a wholly owned USAR subsidiary (Item 2.01).