USA Rare Earth Completes $1.55B Capitalization for SPV

Stillwater, Oklahoma, United States -- USA Rare Earth, Inc. (Nasdaq: USAR) announced the completion of capitalization arrangements for the special purpose vehicle (SPV) that will purchase 100% of the Phase 1 production of rare earth materials from Serra Verde Group. The capitalization transaction totals an upsized $1.55 billion in funding, supporting the development of an integrated rare earth value chain ahead of the upcoming stockholder meeting on August 28, 2026.

Transaction Details

• The U.S. Department of War provided a $750 million investment in the SPV, reflecting a $250 million increase over original capitalization requirements.
• A Tier-1 institutional bank delivered a commitment letter for a $500 million Senior Debt Facility.
• The U.S. government entered into a forward purchase contract with the SPV for not less than $300 million of rare earth products over five years.

Upon closing of the acquisition, USA Rare Earth will own the Pela Ema mine in Goiás, Brazil, making it the only mine outside of Asia commercially producing all four magnetic rare earths. The transaction positions the company to anchor an integrated rare earth value chain from mine to magnet.