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USA Rare Earth Inc reported $1.6M in revenue and a $297.6M net loss for fiscal 2025. See the full USAR financial statements: income statement, balance sheet, cash flow and ratios, each column linked to its SEC filing.

USA Rare Earth Completes Combination with Serra Verde Group

The completed Serra Verde combination gives USA Rare Earth an integrated heavy-rare-earth supply chain and a new leadership team with mining industry veterans.

(Moderate)
(Positive)
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USA Rare Earth (USAR) completed its combination with Serra Verde Group on September 3, 2026, creating a fully integrated rare earth and permanent magnet platform across Brazil, the United States, the United Kingdom and France.

Serra Verde operates a heavy-rare-earth mine and processing facility in Goiás, Brazil, which began production in January 2024. The first optimization stage is expected to reach a run-rate of about 4,000 tpa of TREO by the end of 2026. A second expansion stage, now under construction, targets average production of 6,400 tpa of TREO, with commissioning expected to start within 12 months. Serra Verde is described as the only scaled producer of all four magnetic and other critical heavy rare earth elements outside Asia.

Former Serra Verde CEO Thras Moraitis becomes President and a director of USA Rare Earth and is slated to succeed CEO Barbara Humpton upon her retirement on October 1, 2026. Serra Verde Chairman Sir Mick Davis also joins the USA Rare Earth Board.

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Positive

  • Combination with Serra Verde completed September 3, 2026, creating an integrated rare earths and permanent magnet platform across multiple regions
  • Serra Verde is described as the only scaled producer of all four magnetic and other critical heavy rare earth elements outside Asia
  • Serra Verde’s first optimization stage is expected to reach about 4,000 tpa TREO production run-rate by end of 2026
  • Second Serra Verde expansion stage under construction, targeting average 6,400 tpa TREO, with commissioning expected to begin within 12 months
  • Industry veterans Thras Moraitis and Sir Mick Davis join USA Rare Earth’s leadership and Board, adding mining and operations experience

Negative

  • Planned CEO transition on October 1, 2026, when Barbara Humpton retires and Thras Moraitis becomes CEO, introduces leadership change risk during integration

Market reaction after rare earth merger completion: USAR +5.20%

+5.20% $18.61 2.5x vol
15m delay
+5.20% Vs previous close
$18.61 Last Price
$17.81 $18.61 Day Range
$4.55B Market Cap
2.5x Rel. Volume

Following this news, USAR has gained 5.20%, reflecting a notable positive market reaction. Our momentum scanner has triggered 14 alerts so far, indicating notable trading interest and price volatility. The stock is currently trading at $18.61. Trading volume is elevated at 2.5x the average, suggesting notable buying interest.

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Market Context

On August 10, USAR’s Q2 2026 results were followed by a -0.68% 24-hour reaction. That history adds a...
Analysis

On August 10, USAR’s Q2 2026 results were followed by a -0.68% 24-hour reaction. That history adds a cautionary comparison for this completion announcement; integration execution and reported material weaknesses remain relevant watchpoints.

Key Figures

Combination completion: September 3, 2026 Serra Verde production start: January 2024 Ramp-up timing: Third quarter of 2026 +5 more
8 metrics
Combination completion September 3, 2026 Serra Verde combination
Serra Verde production start January 2024 Goiás mining and processing operation
Ramp-up timing Third quarter of 2026 Advanced-stage optimization and commissioning program
Stage 1 TREO run-rate Approximately 4,000 tpa Expected by the end of 2026
Stage 2 TREO production 6,400 tpa Targeted average production
Stage 2 commissioning Within 12 months Construction underway on the second expansion stage
Serra Verde development journey 15-year Journey described by the incoming president
CEO transition October 1, 2026 Barbara Humpton retirement and Thras Moraitis succession

Historical Context

5 past events · Latest: Aug 24 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Aug 24 SPV capitalization Positive -5.0% Upsized government-backed funding satisfied a key Serra Verde merger closing condition
Aug 18 Process milestone Positive -4.0% Electrochemical testing produced repeatable responses across four rare earth elements
Aug 14 Business combination Positive -3.5% A1R water completed its SPAC combination and secured committed PIPE financing
Aug 10 2Q26 results Negative -0.7% Quarterly results showed revenue alongside operating losses and substantial operating cash usage
Aug 06 Earnings scheduling Neutral +1.5% The company scheduled its second-quarter results release and conference call for August 10

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Across the supplied recent events, three positive announcements were followed by negative reactions, while the Q2 results also produced a negative reaction.

Key Terms

run of mine (rom), metallization, heavy rare earth elements
3 terms
run of mine (rom) technical
"double run of mine (ROM) production through a Phase 2 expansion"
Run of mine (ROM) is the raw material — rock, ore, or coal — as it is extracted from a mine and delivered to the processing plant before any crushing, sorting, or refining. Think of it like a basket of unwashed fruit picked straight from the tree: its quality and composition vary and directly influence how much saleable product can be recovered, how much processing will cost, and ultimately the mine’s production, revenue and profit forecasts. Investors watch ROM volumes and grade because they drive short-term output and operating cost expectations.
metallization technical
"processing, metallization, and magnet-making capabilities"
Metallization is the process of applying a thin layer of metal onto a surface—such as silicon chips, glass, or plastic—to create electrical connections, protective coatings, or reflective surfaces. For investors, metallization matters because it affects product performance, manufacturing cost, yield and durability: like adding wiring or a raincoat to an object, the metal layer can enable function, extend life and influence profit margins and competitive advantage.
heavy rare earth elements technical
"The only scaled producer of all four magnetic and other critical heavy rare earth elements"
Heavy rare earth elements are a subgroup of rare earth metals with higher atomic weight that serve as key ingredients in advanced magnets, batteries, lasers, and other high-tech and defense applications. Think of them as specialty ingredients that small changes in supply or quality can sharply affect product performance and cost; investors watch their availability, production concentration, and price swings because those factors can materially influence manufacturers’ margins and sector valuations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Combines Serra Verde’s world-class upstream heavy-rare earth operation with USA Rare Earth’s processing, metallization, and magnet-making capabilities

Creates one of the only fully integrated rare earth and permanent magnet platforms outside Asia

Industry veterans Sir Mick Davis and Thras Moraitis join the USA Rare Earth Board

STILLWATER, Okla. and GOIÁS, Brazil, Sept. 04, 2026 (GLOBE NEWSWIRE) -- USA Rare Earth (Nasdaq: USAR) (“USAR”, “USA Rare Earth”, or the “Company”) today announced the completion of its combination with Serra Verde Group (“Serra Verde”) on September 3, 2026, creating a global rare earths leader and a partner of choice for the supply of advanced materials and products that underpin Western national security and technological innovation.

Serra Verde is the only scaled producer of all four magnetic and other critical heavy rare earth elements outside Asia. Its mining and processing operation in Goiás, Brazil began production in January 2024 and is currently completing an advanced-stage optimization and commissioning program, with ramp-up expected in the third quarter of 2026. The first stage of this program is expected to reach a run-rate of approximately 4,000 tons per annum (tpa) of total rare earth oxide (TREO) production by the end of 2026. Construction is underway on the second stage of the expansion, targeting average production of 6,400 tpa of TREO, with commissioning expected to begin within 12 months. Longer term, Serra Verde has the potential to double run of mine (ROM) production through a Phase 2 expansion.

Serra Verde joins USA Rare Earth’s existing and planned upstream, midstream and downstream assets in the United States, the United Kingdom and France to create a fully integrated rare earths platform positioned to deliver a reliable supply chain of vital rare earth elements and derivative products aimed at meeting commercial and public sector demand at each stage of the value chain.

Michael Blitzer, Executive Chairman of USA Rare Earth, stated: “Demand for rare earths and permanent magnets is accelerating globally due to demand from rapidly growing forward-facing technologies such as renewable energy, physical AI, semiconductors, aerospace and defense applications. At the same time, supply outside Asia remains weak as new sources, especially of heavy rare earths, take time to develop and produce. Over the past years we have assembled, built and integrated the key assets and capabilities at each step of the value chain, thereby positioning USA Rare Earth at the epicenter of that shift, building the affordable, dependable, and resilient supply chains of essential rare earth materials that underpin economic competitiveness and national security. With the Serra Verde combination complete, our focus now turns to execution, integrating operations, and moving efficiently toward steady-state and reliable supply. To this end, I’m confident we have the right team and platform to play a key role in meeting the needs of the crucial industries which depend on our products.”

Barbara Humpton, Chief Executive Officer of USA Rare Earth, stated: “Today marks a significant milestone for USA Rare Earth, and I am pleased to welcome the Serra Verde team to our platform. They are an exceptionally talented group that has built one of the most strategically important upstream operations in the critical minerals industry. Our teams have spent months preparing for this combination, and we are ready to move forward as one company with a clear focus on integration and execution. Together, we have the assets, the expertise, and the global footprint to manage the full rare earth value chain from the earth to the finished magnet and beyond, providing customers with a secure and resilient source of supply.”

As previously announced, Thras Moraitis, formerly Chief Executive Officer of Serra Verde, has been appointed President of USA Rare Earth and is joining its Board of Directors. On October 1, 2026, Barbara Humpton will retire as CEO of USA Rare Earth and Mr. Moraitis will succeed her and lead the combined company. Sir Mick Davis, Chairman of Serra Verde and former CEO of Xstrata plc, is also joining the USA Rare Earth Board.

Thras Moraitis, President of USA Rare Earth, stated: “For our team in Brazil, this combination is the culmination of a 15-year journey to build a scaled, sustainable source of the vital rare earth materials that power the technologies of the future. The combination with USA Rare Earth accelerates our ambition to ensure our heavy rare earth elements reach end-use customers in the form of advanced materials, including permanent magnets, thereby becoming an important link in an integrated supply chain. Together, we are positioned to supply critical materials that shape our society’s future by promoting the prosperity of global industries whose ambitions would otherwise be constrained by a lack of reliable supply. I look forward to delivering on that promise for our shareholders, customers, employees, governments and communities across Brazil, the United States, the UK and France.”

Advisors

Moelis & Company LLC is acting as exclusive financial advisor and Latham & Watkins LLP is acting as legal counsel for USA Rare Earth. Goldman Sachs & Co. LLC is acting as exclusive financial advisor and White & Case LLP is acting as legal counsel for Serra Verde. Allen Overy Shearman Sterling US LLP is acting as legal counsel for the shareholders of Serra Verde.

About USA Rare Earth

USA Rare Earth, Inc. (Nasdaq: USAR) is building a fully integrated rare earth and permanent magnet value chain across the United States, Brazil and the United Kingdom. Through its ownership of Less Common Metals (LCM), one of the world’s leading producers of rare earth metals and alloys, its development of magnet manufacturing capacity in Stillwater, Oklahoma, the Pela Ema mine in Brazil and the Round Top deposit in Texas, USA Rare Earth operates across the entire value chain from mining to metal-making, alloy production and neodymium magnet manufacturing. USA Rare Earth is establishing a secure, Western-aligned supply of materials essential to the aerospace and defense, semiconductor, energy, data center, physical AI, mobility, healthcare and industrial sectors.

For more information, visit www.usare.com

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include those relating to the timing of and expected TREO production resulting from the optimization and commissioning program at the Pela Ema facility, the expected ROM production through a Phase 2 expansion at the Pela Ema facility, the expected benefits of USA Rare Earth’s combination with Serra Verde and other statements regarding the combined company’s expectations for future development, operations, strategies, transactions and financial performance. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. Words such as “aim,” “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “growth,” “intend,” “may,” “might,” “plan,” “potential,” “project,” “propose,” “should,” “target,” “vision,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

Forward-looking statements are subject to risks and uncertainties and potentially inaccurate assumptions that could cause actual results to differ materially from our expectations, including without limitation: risks that we may not realize the anticipated benefits of USA Rare Earth’s combination with Serra Verde or our proposed and prior acquisitions, including expected synergies, financial performance, estimated earnings before interest, taxes, depreciation and amortization and, in the case of Serra Verde, integration of operations, on the anticipated timeline or at all; potential delays in the optimization and commissioning program and the Phase II expansion at the Pela Ema facility; political, economic, regulatory, tax, currency and other risks associated with Serra Verde’s operations in Brazil and Switzerland; physical climate risks related to the Pela Ema mine; the assumption of substantial indebtedness under Serra Verde’s Retained Finance Agreement, which contains restrictive covenants and other requirements that could adversely affect the combined company’s financial flexibility and operations; risks that the Offtake Agreement is terminated or ceases to be in full force and effect or that the counterparty to the Offtake Agreement is insufficiently capitalized, including as a result of a failure to finalize definitive debt financing arrangements within the timeframes contemplated by the Offtake Agreement; risks that the proposed transaction with Carester SAS may not be consummated on its anticipated timeline or at all; the ability of our Stillwater magnet manufacturing facility to generate revenue and the ability of our planned Blacksburg facility to commence commercial operations on the timing and with the production capacity anticipated or at all; our limited operating history; our ability to commercially extract minerals from the Round Top deposit on our anticipated timeline or at all; differences between planned and actual recovery and yield rates; risks that we may experience delays, unforeseen expenses, increased capital costs, and other complications while developing our projects; our ability to raise necessary capital on acceptable terms or at all; potential dilution to existing stockholders and adverse effect on our stock price if we issue additional common stock or equity-linked securities; the volatility of our stock price; the availability of rare earth oxide, metal feedstock and other materials, utilities (including power and water) and equipment in quantities and prices that allow us to develop and commercially operate our Stillwater facility and other facilities; our ability to meet individual customer specifications and produce a consistently high quality product; potential supply chain, logistics or product delivery disruptions; any delays in obtaining or renewing permits and licenses; any changes in royalty rates or the imposition of new royalties; risks associated with community relations; fluctuations in demand for and prices of neo magnets, rare earth elements and our other products, including without limitation as a result of dumping, predatory pricing and other tactics by our competitors or state actors or the overall competitive environment; our ability to achieve positive cash flow or profitability or the ability to access cash flow within our corporate structure due to restrictions contained in our financing agreements; our ability to convert current commercial discussions and/or memorandums of understanding with customers for the sale of our neo magnets and other products into definitive orders; our dependence, in part, on the growth of existing and emerging uses for neo magnets; the risk that additional manufacturing, refining and mining competitors could result in a reduction in revenue; geopolitical developments or disruptions, such as changes in the political environment, export/import or environmental policy of the People’s Republic of China, the United States or other countries in which we operate or sell products or otherwise; our designation on an export control list by China which has had and is expected to continue to have an adverse impact on our ability to source key raw materials and supplies from China; war, terrorism, natural disasters or public health emergencies; our ability to retain or recruit key personnel; environmental, health and safety regulations; the receipt of funding from the U.S. Department of Commerce is subject to the achievement of milestones which may not be achieved on the expected timeline or at all; and our ability to comply with requirements for federal, state and local government incentives and financing.

Additional risks and detailed information regarding factors that may cause actual results to differ materially has been and will be included in our filings with the SEC, including our most recently filed Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q and subsequent filings. Any forward-looking statements speak only as of the date of this press release (or such other date as is specified in such statements), and we undertake no obligation to update any forward-looking statements as a result of new information or future events or developments.

Investor Relations Contact
J.B. Lowe, CFA
VP, Head of Investor Relations
ir@USARE.com

Media Relations Contact
Collected Strategies
Dan Moore / Scott Bisang
USAR-CS@collectedstrategies.com

Aura Financial
Michael Oke/ Andy Mills
serraverde@aura-financial.com
+44 207 321 0000


FAQ

What did USA Rare Earth (USAR) announce about Serra Verde Group?

USA Rare Earth announced the completion of its combination with Serra Verde Group on September 3, 2026. The deal creates an integrated rare earth and permanent magnet platform spanning Brazil, the United States, the United Kingdom and France, focused on supplying advanced rare earth materials and products.

What is Serra Verde’s rare earth production capacity after joining USA Rare Earth (USAR)?

Serra Verde’s first optimization stage is expected to reach a run-rate of about 4,000 tons per annum (tpa) of TREO by the end of 2026. A second expansion stage under construction targets average production of 6,400 tpa of TREO, with commissioning planned to begin within 12 months.

When did Serra Verde’s mining and processing operation start production?

Serra Verde’s mining and processing operation in Goiás, Brazil began production in January 2024. It is currently completing an advanced-stage optimization and commissioning program, with ramp-up of the first stage expected in the third quarter of 2026, according to the company.

How does the Serra Verde combination change USA Rare Earth’s (USAR) supply chain?

The combination adds Serra Verde’s upstream heavy-rare-earth mine and processing in Brazil to USA Rare Earth’s existing and planned assets in the United States, the United Kingdom and France. The company states this creates a fully integrated rare earth platform from mining through magnets.

What leadership changes are occurring at USA Rare Earth (USAR) after the Serra Verde deal?

Former Serra Verde CEO Thras Moraitis has been appointed President of USA Rare Earth and joins its Board. He will succeed Barbara Humpton as CEO upon her retirement on October 1, 2026. Serra Verde Chairman Sir Mick Davis is also joining the Board.

Why is Serra Verde considered strategically important in the rare earth market?

Serra Verde is described as the only scaled producer of all four magnetic and other critical heavy rare earth elements outside Asia. Its operation in Brazil, combined with USA Rare Earth’s processing and magnet-making capabilities, aims to provide a secure, diversified supply for Western industries.

Where are USA Rare Earth’s and Serra Verde’s key assets located after the combination?

After the combination, the integrated platform includes Serra Verde’s mine and processing facility in Goiás, Brazil, and USA Rare Earth’s existing and planned upstream, midstream and downstream assets in the United States, the United Kingdom and France, creating a multi-regional supply chain.