Texas Mineral Resources Enters Loan and Securities Purchase Agreement

Texas Mineral Resources Corp. recently announced the execution of a loan and securities purchase agreement with thirteen accredited investors dated February 10, 2025. The agreement entails these investors collectively lending the company an aggregate principal sum of $848,000, without any closing conditions attached.

In exchange for these loans, Texas Mineral Resources Corp. will issue unsecured promissory notes (Notes) to the investors. Additionally, the company will grant warrants (Warrants) enabling the purchase of up to 8,480,000 shares of common stock at a par value of $0.01 per share. The funds obtained from the loans are intended to support various general corporate expenses, including general and administrative costs.

The Notes, totaling $848,000 in principal, will not accrue interest and are set to mature on August 10, 2025. Holders have the option to convert these notes into shares of common stock at a conversion price of $0.30 per share. Furthermore, the holders can exchange the Notes for an investment in any company debt or equity issuance exceeding $1,000,000 before the maturity date. Upon full conversion, the issuance will amount to 2,826,667 shares of Common Stock.

Simultaneously, board members will be individually contributing to the loan fund. Notably, Mr. Marchese, Mr. Wall, Mr. Gorski, and Mr. Malhotra will collectively provide $203,000, leading to the issuance of Notes convertible into up to 676,667 shares of Common Stock and Warrants exercisable for up to 2,030,000 shares of Common Stock.

In a related transaction, family members of Mr. Marchese will also contribute $225,000 towards the loan fund. As part of this arrangement, the company will issue Notes convertible into 750,000 shares of Common Stock and Warrants exercisable for up to 2,250,000 shares of Common Stock to the investors.

It is important to note that all details pertaining to the Loan Agreement, Notes, and Warrants can be found in the official documentation provided by Texas Mineral Resources Corp. This announcement does not constitute an offer to sell, nor a solicitation to buy, any securities under the applicable laws.

This development falls under Item 2.03 of the SEC filing, marking a direct financial obligation by Texas Mineral Resources Corp. Although the issuance involves the company’s equity securities, it is made in compliance with the exemption under the Securities Act of 1933.

The company has submitted all necessary financial statements and exhibits related to this transaction for public review, included in the SEC filing as required.

This information will enable existing and potential investors to gain a clearer understanding of Texas Mineral Resources Corp.’s current financial activities and obligations.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Texas Mineral Resources’s 8K filing here.

Texas Mineral Resources Company Profile

Texas Mineral Resources Corp. acquires, explores, and develops mineral properties in the United States. Its flagship property is the Round Top rare earths project covering an area of 950 acres and prospecting permits covering 9,345 acres located in Hudspeth County, Texas. The company was formerly known as Texas Rare Earth Resources Corp.