M&A - MINERALRITE Corp
Form Type: 10-12G/A
Filing Date: 2025-05-30
Corporate Action: Acquisition
Type: Update
Accession Number: 000153949725001553
Filing Summary: MineralRite Corporation, incorporated in Nevada and later re-domiciled in Texas, underwent a significant corporate acquisition on December 31, 2024. The company executed a binding Letter of Intent and subsequently a Definitive Agreement with NMC, Inc., resulting in the acquisition of two wholly owned subsidiaries of NMC which possess mineral and mining assets valued at $432 million. In exchange, MineralRite issued approximately 6.9 million shares of the newly created RITE Series NMC $25 convertible preferred stock and 6.9 million warrants, while also assuming approximately $5 million in NMC's liabilities. Each share of RITE Series NMC is convertible into 500 shares of common stock and can be redeemed via a sinking fund mechanism that offers a premium on the share value. This marks a pivotal expansion in MineralRite's operational capacity within the minerals and mining sector. Additionally, the history of the corporation includes multiple changes in control, operational focus shifts, and a notable reorganization merger completed in 2021.
Additional details:
Company Background: MineralRite Corporation has undergone numerous name changes and business focus shifts since its incorporation in 1996.
Change Of Control: On October 25, 2023, the current president acquired controlling interest from the former president.
Recent Acquisition: A Definitive Agreement was signed on December 31, 2024, to acquire NMC's subsidiaries.
Acquisition Value: $432 million in mineral and mining assets.
Stock Issued In Acquisition: 6,900,000 shares of RITE Series NMC $25 convertible preferred stock.
Warrants Issued: 6,900,000 warrants.
Liabilities Assumed: Approximately $5 million in NMC's outstanding liabilities.
Conversion Terms: Each share of RITE Series NMC can be converted into 500 shares of common stock.
Sinking Fund Details: The sinking fund allows for liquidation of shares at a premium, growing at 5% annually.
Form Type: 10-Q
Filing Date: 2025-05-13
Corporate Action: Acquisition
Type: Update
Accession Number: 000153949725001316
Filing Summary: MineralRite Corporation, following its shift to the minerals and mining industry, has filed a Form 10-Q for the quarterly period ending March 31, 2025. As of this date, the company has undergone significant financial activities including the acquisition of NMC, Inc. Financial statements indicate a total asset value of approximately $432 million, primarily attributed to mineral assets amounting to over $432 million. The company currently holds multiple series of preferred stocks and common stocks, the latter having 4.3 billion shares outstanding. The company reported an operating income loss of approximately $81,688 for the quarter, with zero revenue recorded from mineral sales and services. Current liabilities stand at approximately $5 million, and total stockholders' equity is reported at about $427 million, a notable increase from the previous year. The filing details a history of corporate restructuring, including a merger and changes in business focus, leading to the current operations in the minerals sector. Important governance changes were also noted, with a change of control occurring in October 2023 during which the current president acquired a controlling interest. This acquisition is part of an ongoing strategy to refine and capitalize on the company's asset developments in the mining sector.
Additional details:
Cik: 0001096296
Total Assets: 432280354
Total Liabilities: 5169537
Operating Income Loss: -81688
Total Stockholders Equity: 427110817
Form Type: 10-12G/A
Filing Date: 2025-04-25
Corporate Action: Acquisition
Type: Update
Accession Number: 000153949725001223
Filing Summary: MineralRite Corporation filed an amendment to their Form 10 registration, detailing their corporate history, recent mergers and acquisitions, and current operational strategies. The document covers the company's transformation over decades from various business focuses, including their recent realignment toward the minerals and mining industry. A significant recent development highlighted is the acquisition of NMC, Inc., which brings two wholly owned subsidiaries with substantial mineral and mining assets valued at approximately $432 million. In return, MineralRite offered shares of a newly created class of convertible preferred stock along with warrants, alongside assuming NMC's liabilities. The filing also discusses previous changes of control and reorganization events, including a merger and significant administrative changes leading to a change in leadership. The company aims to leverage these changes for future growth and operational success in the mining sector.
Additional details:
Business Focus: minerals and mining
Acquisition Target: NMC, Inc.
Acquisition Value: 432 million
Preferred Stock Class: RITE Series NMC $25 convertible preferred stock
Warrants Issued: 6,900,000
Liabilities Assumed: $5 million
Form Type: 10-12G/A
Filing Date: 2025-03-04
Corporate Action: Acquisition
Type: Update
Accession Number: 000153949725000831
Filing Summary: On March 4, 2025, MineralRite Corporation amended its Form 10 registration statement with the SEC. The amendment details the company’s ongoing transition in operations and corporate structure, including its significant acquisition of NMC, Inc. This acquisition involves the purchase of two wholly owned subsidiaries of NMC, which hold mineral and mining assets valued at approximately $432 million. In exchange, MineralRite issued 6,900,000 shares of a newly created class of convertible preferred stock and assumed nearly $5 million in NMC's liabilities. Additionally, this document outlines the company's recent efforts to rectify financial reporting issues and engage in strategic planning to enhance its profitability through mergers and acquisitions. There are numerous details of past corporate changes, market strategies, and a cautionary note regarding forward-looking statements that indicate the company’s uncertainty about achieving outlined projections. Overall, this filing reflects a significant shift in MineralRite's operational focus and financial structuring aimed at solidifying its position in the mining sector.
Additional details:
Company Name: MineralRite Corporation
State Incorporation: Texas
I R S Employer Identification No: 90-0315909
Phone Number: (469) 881-8900
Address: 325 N. St. Paul Street, Suite 3100, Dallas, Texas 75201
Existing Securities Registered: Common stock, Series A Preferred, Series B Preferred, Series C Preferred, Series D Preferred, Series NMC Preferred
Acquisition Details: Acquired two wholly owned subsidiaries of NMC which hold certain mineral and mining assets with an audited book value of $432 million.
Liabilities Assumed: Approximately $5 million in NMC's outstanding liabilities.
Shares Issued: Approximately 6,900,000 shares of RITE Series NMC $25 convertible preferred stock.
Warrants Issued: Approximately 6,900,000 warrants.
Series Nmc Characteristics: Convertible into 500 shares of RITE common stock.
Sinking Fund Premium: 5% per annum on premium to par value.
Form Type: 10-12G
Filing Date: 2025-02-19
Corporate Action: Acquisition
Type: New
Accession Number: 000153949725000723
Filing Summary: MineralRite Corporation has undergone significant changes over its history, including numerous name changes and mergers. On October 25, 2023, a change of control occurred when the current president acquired a controlling interest from the former president. Following this change, the company has focused on restructuring and enhancing operations in the minerals and mining business. Notably, on December 31, 2024, MineralRite executed a Letter of Intent and subsequently a Definitive Agreement to acquire two wholly owned subsidiaries of NMC, Inc., which hold significant mineral and mining assets valued at approximately $432 million. In exchange, MineralRite issued approximately 6.9 million shares of newly created preferred stock, 6.9 million warrants, and assumed roughly $5 million in liabilities from NMC. This acquisition is aimed at strengthening MineralRite’s operational capacity and market position within the industry, reflecting its strategic growth objectives in the mineral sector.
Additional details:
Company Name: MineralRite Corporation
Change Of Control Date: 2023-10-25
Acquisition Target: NMC, Inc.
Acquisition Value: $432 million
Preferred Stock Issued: 6,900,000 shares
Warrants Issued: 6,900,000 warrants
Assumed Liabilities: $5 million
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