USA Rare Earth, Inc.

USA Rare Earth completed its acquisition of Texas Mineral Resources Corp, giving USAR full, 100% ownership of the Round Top rare earth project.

business combination

USA Rare Earth took a roughly EUR22.5 million minority stake in Carester SAS, a French rare-earth magnet and separation company, alongside co-investor InfraVia CMF Invest -- paid partly in cash and partly in USAR stock -- extending its supply chain into Europe.

capital raising announcement

USA Rare Earth announced that CEO Barbara Humpton will retire as CEO and director effective October 1, 2026; Serra Verde's own CEO, Thras Moraitis, will join USARE as President once the Serra Verde deal closes and is positioned to succeed her.

merger communication

The amendment set the Texas Mineral vote for a 2 June 2026 record date across 88,339,693 shares, and disclosed litigation that was not in the original: on 22 May 2026 MP Materials sued USA Rare Earth, its director of magnet operations Kevin Elkins and FOM Technologies for trade-secret misappropriation, breach of contract and tortious interference, seeking an injunction against further use of the technology as well as damages. USAR disputes the claims. Its own share price had fallen from $26.30 to $24.64 over the same weeks.

business combination

USA Rare Earth finalized up to $1.6 billion in U.S. government financing with the Department of Commerce under the CHIPS Act -- $277 million in direct funding awards plus a $1.3 billion Federal Financing Bank loan guarantee -- spread across the Round Top mine, the Stillwater magnet and metal facilities, and two new plants, making Washington a direct financier of USAR's mine-to-magnet buildout.

capital raising announcement

USA Rare Earth signed a 20-year lease for an 800,000-square-foot rare earth magnet manufacturing facility to be built in Blacksburg, South Carolina - a second production site beyond its original Stillwater, Oklahoma plant.

debt financing

USA Rare Earth registered 3,823,328 of its own shares to buy Texas Mineral Resources, its 20% minority partner in Round Top Mountain Development -- consolidating full ownership of the West Texas deposit for stock worth roughly $100 million at the $26.30 price quoted in the filing. The same document discloses, separately, USAR's 19 April agreement to buy Serra Verde and its Pela Ema rare earth mine in Goias, Brazil for $300 million cash and 126,849,307 new shares.

business combination

USA Rare Earth agreed to acquire Serra Verde (via SVRE Holdings Ltd), the Brazilian operator of the Palomar mine - the world's only scaled ionic rare earth producer outside Asia supplying all four magnetic rare earths - its most significant acquisition yet, pairing USARE's U.S. mine-to-magnet buildout with an already-operating overseas mine.

business combination

USA Rare Earth agreed to buy out Texas Mineral Resources Corp's 18.6% minority stake in the Round Top heavy rare earth project in Texas for about $73 million in USAR stock, consolidating full ownership and simplifying control of its flagship deposit.

business combination

USA Rare Earth closed the $1.5 billion private placement announced two days earlier.

capital raising announcement

USA Rare Earth agreed to raise about $1.5 billion in a private placement, selling 69.8 million shares at $21.50 each -- by far its largest capital raise to date, funding the mine-to-magnet buildout.

capital raising announcement

USA Rare Earth, Inc.'s exchange filed to remove a class of its securities from listing.

listing compliance notice

USA Rare Earth completed its acquisition of Indian Ocean Rare Metals Pte Ltd, owner of Less Common Metals Ltd, a UK-based maker of specialized rare earth alloys, for $100 million cash plus 6.54 million USARE shares - extending its supply chain into Europe.

asset acquisition disposition

Newly public USA Rare Earth agreed to raise $75 million in a private placement of stock, pre-funded warrants and warrants exercisable at $7.00/share -- its first capital raise since the SPAC merger closed.

capital raising announcement

USA Rare Earth, Inc.'s exchange filed to remove a class of its securities from listing.

listing compliance notice

The merger closed: Inflection Point shareholders approved the deal on March 10, 2025, the company domesticated from the Cayman Islands to Delaware, and USA Rare Earth, Inc. began trading on Nasdaq as USAR (warrants as USARW) - completing USARE's path to becoming a public company.

business combination

Amendment No. 2 recorded that the money had actually been put in: Inflection Point Fund pre-funded its preferred investment on 3 February 2025 through new convertible preferred purchase agreements signed on 31 January with the existing Class A-2 investors, Collective Capital Management and Inflection Point's own chairman Michael Blitzer, and the original preferred purchase agreement was torn up in consequence. A 30 January amendment to the combination agreement fixed the incoming board, and a 22 January amendment replaced Blitzer's fixed 104,167 preferred shares with a variable number.

business combination

Amendment No. 1 disclosed the number that changes the deal: at the 18 November extension meeting, holders of 22,794,651 of the 25 million public shares -- about 91% -- took their money out of the trust, removing roughly $246.9 million at $10.83 a share, in exchange for pushing the deadline to complete a combination from 30 November 2024 to 21 August 2025. Because the share count is set by dividing $800 million less debt by the trust price, the redemptions do not change USARE holders' stake; what they remove is the cash. The amendment also added a CFIUS review risk factor and King & Spalding's tax opinion, which the parties are not obliged to obtain before closing.

business combination

Ahead of going public, USA Rare Earth named Josh Ballard - former CFO of Energy Recovery, Inc. - as its new CEO to lead the build-out of its planned Stillwater, Oklahoma magnet plant and its Round Top rare earth deposit in Texas.

merger communication

Inflection Point, a blank-cheque company, registered the shares for its combination with USA Rare Earth, which is building an NdFeB magnet plant at Stillwater, Oklahoma and holds the Round Top deposit in West Texas. USARE's owners are credited with $800 million less its debt, converted into shares at whatever price the trust ends up redeeming at, plus up to 10 million earn-out shares; a $9.1 million preferred investment with $12.00 warrants comes in alongside, and Cantor cut its fee to $4 million cash or $2 million plus 400,000 shares.

business combination

Inflection Point Acquisition Corp. II agreed to merge with privately-held USA Rare Earth, LLC at an $870 million enterprise value, taking USARE public under the new name USA Rare Earth, Inc.; the deal includes a roughly $35 million investment to fund USARE's Stillwater, Oklahoma magnet plant.

business combination

the exchange certified USA Rare Earth, Inc.'s securities for listing, clearing them to begin trading.

listing compliance notice