Rare Element Resources Ltd. received an updated Schedule 13D/A from Synchron and related entities showing a highly concentrated ownership position. Synchron now beneficially owns 460,889,576 common shares, or about 71.4% of the company’s common stock, giving it effective control over shareholder votes and strategic decisions.
This stake was built through a 2017 investment agreement and option, followed by large participations in rights offerings in 2021, 2024 and 2026. The most recent 2026 rights offering added 100,149,060 shares for cash of $24,035,774.40, further reinforcing Synchron’s controlling position in REEMF.
Rare Element Resources Ltd. outlines its rare earth strategy centered on the Bear Lodge REE Project in Wyoming and a Demonstration Plant using proprietary processing technology. The company holds a 100% interest in the Bear Lodge and Sundance properties and has no current production revenue.
The Demonstration Plant is being advanced through a General Atomics–led consortium with U.S. DoE cost-share funding of up to $24,200 against a project budget revised to about $53,600, now estimated at roughly $77,500 including operations through December 31, 2026. As of December 31, 2025, $3,700 of the DoE commitment remained available.
Additional support includes a $4,400 grant from the Wyoming Energy Authority, of which $4,000 has been received, and a $30,900 rights offering closed in March 2026. The company reported cash and cash equivalents of $19,315 at December 31, 2025 and 645,368,390 common shares outstanding as of March 6, 2026, but warns existing resources are insufficient to fund full development of Bear Lodge.
Management has restarted federal and state permitting for Bear Lodge and expects required permits and licenses could be obtained within 24 months, subject to streamlined U.S. measures. Extensive risk disclosures highlight reliance on additional financing or strategic transactions, majority ownership and control by Synchron at approximately 71.4%, inflation and cost pressures on the Demonstration Plant, permitting and environmental uncertainties, volatile REE markets dominated by China, and the possibility that failure to secure further capital could lead to suspension of plans or liquidation, with investors potentially losing all or part of their investment.
Rare Element Resources director Paul Joseph Hickey reported acquiring common shares through a rights offering. On March 4, 2026, he acquired 6,250 common shares at $0.2400 per share directly, bringing his direct holdings to 31,250 shares. On the same date, 250 additional common shares at $0.2400 per share were acquired and are held indirectly by his spouse, increasing those indirect holdings to 1,250 shares. The filing notes that the number of shares reported is preliminary and may be updated in an amendment to reflect the final amount acquired under the rights offering.
Rare Element Resources Ltd director Gerald W. Grandey reported acquiring additional common shares through a rights offering. On March 4, 2026, he acquired 1,250,000 Common Shares at $0.2400 per share pursuant to Rare Element's rights offering, increasing his direct holdings to 6,030,943 shares.
The company notes that this share amount is preliminary and subject to final determination, and an amendment to this Form 4 will be filed if the final number of shares acquired differs.
Rare Element Resources Ltd. has commenced a rights offering for up to 129,033,678 common shares at a subscription price of US$0.24 per share, targeting gross proceeds of about US$30.9 million. Existing shareholders of record on January 30, 2026 receive non-transferable rights, with one whole right issued for each twenty-five hundredths (0.25) of a common share held.
Each whole right allows the holder to buy one new share through a basic subscription privilege, and those who fully exercise this right may also request additional shares via an oversubscription privilege, subject to availability and pro rata allocation. The rights offering is expected to expire at 5:00 p.m. Eastern Time on March 4, 2026, with potential extension to March 6, 2026.
The company plans to use the net proceeds to continue operating its rare earth processing and separation demonstration plant, advance projects beyond current neodymium/praseodymium separation objectives, pursue additional heavy rare earth and third-party feed applications, complete federal and state permitting and licensing for the Bear Lodge rare earth project, and for other general corporate purposes.
Rare Element Resources Ltd. is conducting a primary rights offering of up to 129,033,678 common shares at $0.24 per share. Existing shareholders as of January 30, 2026 receive 0.25 non-transferable subscription right for each share owned, with each whole right purchasing one new share.
Holders who fully exercise their basic subscription privilege may also request additional shares through an oversubscription privilege, allocated pro rata if demand exceeds remaining shares. If fully subscribed, gross proceeds would be about $30.9 million and shares outstanding would rise from 516,134,712 to approximately 645,168,390.
The company plans to use net proceeds mainly to operate and expand its rare earth Demonstration Plant, advance work beyond current neodymium/praseodymium separation to heavy rare earths and third‑party feed, complete federal and state permitting for the Bear Lodge REE Project, and for general corporate purposes.
The rights offering runs from on or about February 6, 2026 until 5:00 p.m. Eastern Time on March 4, 2026, and may be extended to no later than March 6, 2026. Rights are non-transferable and, except if fundamental terms change, exercises are irrevocable. Majority shareholder Synchron has indicated an intention to participate, and its post-offering ownership could range from roughly 56% to 76% depending on overall take-up.
Rare Element Resources Ltd. filed a report stating that it plans to launch a rights offering of its common shares. This type of transaction typically gives existing shareholders the opportunity to buy additional shares, usually in proportion to their current holdings. The company disclosed this plan through a press release dated January 6, 2026, which is attached as an exhibit. The filing does not provide further terms of the rights offering in this excerpt, but it signals the company’s intention to raise additional equity capital from current shareholders.
Rare Element Resources Ltd. reported a small Q3 profit while advancing its rare earth Demonstration Plant. Net income was $1,106 for the quarter, with a nine‑month net loss of $2,469. Operating cash use totaled $4,857 for the first nine months. Cash and equivalents were $21,713 and working capital was $22,205 as of September 30, 2025.
The Company targets plant commissioning in late 2025 and operations in Q1 2026. Cumulative Demonstration Plant spend reached $56,699. The DoE has paid $20,455 toward a $24,189 commitment, leaving $3,734 outstanding. The WEA grant totals $4,400, with $4,000 received and $400 tied to future milestones. The Company estimates Demonstration Plant construction cost from inception of about $60,000 and expects $1,500 per month in operating costs during 2026.
In September 2025, the Company requested a novation to transfer the DoE agreement from General Atomics; completion would name the Company as award recipient. Management notes additional funding will be needed in 2026 to support a full operations period and related initiatives.
Rare Element Resources Ltd. reported two routine governance items. The company disclosed that its Chief Operating Officer, Mr. Pickarts, will retire effective December 31, 2025, and the retirement is not due to any disagreement with the company on operations, policies or practices. The company filed a definitive management information and proxy circular on July 28, 2025, with a record date of July 16, 2025 showing 516,134,712 common shares outstanding and entitled to vote. At the shareholders' meeting, 425,864,040 common shares were present or represented by proxy, about 82.5% of outstanding shares. Shareholders elected the full slate of directors presented, leaving the board composed of the seven persons elected at the meeting.