5E Advanced Materials Acquires Searles Valley Minerals Assets

5E Advanced Materials, Inc. has entered into an agreement to acquire certain assets of Searles Valley Minerals, Inc., marking a significant step in the company's transformation from a pre-revenue development firm into a critical minerals producer. The acquisition, which is structured under Section 363 of the United States Bankruptcy Code, includes critical mineral production facilities, brine resources, and related infrastructure in San Bernardino County, California.

The deal is valued at approximately $12.8 million, consisting of $3.4 million in cash, 8,300,000 shares of 5E's common stock, and an approximately $6.2 million senior unsecured promissory note from a subsidiary of 5E. The company will also assume specified liabilities related to ongoing environmental compliance obligations.

The acquisition of Searles Valley's assets and critical mineral production facilities is strategically significant for several reasons. Searles Valley is one of only two operating borate production complexes in the United States, comprising over 9,000 acres at Searles Lake, California, with an estimated 200-year resource life at current extraction rates and a 150-year continuous operating history. The business produces refined borates (V-BOR®), boric acid, sodium sulfate, and salt, with identified byproduct expansion opportunities.

The acquisition also integrates multiple processing facilities, on-site cogeneration, the Trona Railway short-line railroad connecting to the national rail network, and established logistics to West Coast ports serving Asia-Pacific export markets. This integrated infrastructure is crucial for maintaining operations in Trona, California, without interruption and retaining a meaningful portion of the Searles Valley operating employees.

The deal is expected to significantly strengthen 5E's position within the U.S. boron supply chain, establishing a platform for meaningful domestic borate production and potentially becoming the second-largest borates producer in the Western world. Boron was added to the U.S. Department of the Interior's Critical Minerals List in 2025, and 5E expects to become the only American-owned producer of borates in the United States, supplying materials essential to defense, energy, and agricultural applications for which no synthetic substitute exists.

The acquisition is subject to customary closing conditions, including approval by the Bankruptcy Court and entry of an order authorizing the sale. The transaction is also conditioned upon, among other things, receipt of required authorization from the Surface Transportation Board in connection with the transfer of certain railroad assets and the Company's receipt of $10.0 million in senior secured bridge financing, subject to definitive documentation and conditions described in the Company's Current Report on Form 8-K regarding the Acquisition. The Company expects the closing to occur in early October 2026.

5E's mission is to become a supplier of critical materials to industries addressing global decarbonization, energy independence, food, national security, and the defense sector. The business is based on the Company's large domestic boron resource, which is located in Southern California and designated as Critical Infrastructure by the U.S. Department of Homeland Security.