USA Rare Earth Announces UK Regulatory Approval for Acquisition of Less Common Metals (LCM)

STILLWATER, Okla., Nov. 12, 2025 (GLOBE NEWSWIRE) -- USA Rare Earth (NASDAQ:USAR) (USAR or the Company) today announced that it has received regulatory approval from the UK Minister of State for its acquisition of LCM. Having now received the only regulatory approval required, the Company expects to close the acquisition in a timely manner, in line with its stated target of fourth quarter of calendar year 2025.

The acquisition represents a significant acceleration of USAR's magnet-to-mine strategy, establishing an end-to-end rare earth supply chain. As a result of this transaction, LCM will be able to continue to expand and serve its global customer base with a broad portfolio of rare earth and critical metals and alloys, while also supplying Neodymium Iron Boron (NdFeB) metal and strip cast alloy to USAR's Stillwater, Oklahoma magnet facility once production begins.

LCM's metals and alloys are essential to the manufacturing of advanced magnets, semiconductors, and aerospace components. The company supplies customers across defense, automotive, electric vehicle, industrial, and technology sectors in the U.S., UK, France, Germany, Japan, and Taiwan.

About USA Rare Earth

USA Rare Earth, Inc. (NASDAQ:USAR) is developing a rare earth sintered neo magnet (NdFeB or neo) manufacturing plant in Stillwater, Oklahoma, and intends to establish domestic rare earth and critical minerals supply, extraction, and processing capabilities to both supply its magnet manufacturing plant and market surplus materials to third parties. Rare earth magnets are critical to various business sectors and industries, including the defense, automotive, aviation, industrial, AI Robotics, medical, and consumer electronics industries, among others. USAR is planning to take a broad approach to the industries it serves with the intention of providing high quality neo magnets to a variety of industries and customers. USAR's focus on developing domestic rare earth production aligns with national priorities, offering the potential of a sustainable and secure domestic supply of materials critical to key industries.

Forward-looking Statements

Certain matters discussed in this press release are or contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. These statements, which involve risks and uncertainties include statements relating to the benefits of the proposed transaction involving USAR and LCM, including without limitation expectations for future development, operations, business strategies, financial performance, sales and customers, and the expected timing and likelihood of completion of the proposed transaction. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. Words such as "anticipate", "believe", "can", "continue", "could", "estimate", "expect", "forecast", "intend", "may", "might", "plan", "possible", "potential", "predict", "project", "seek", "should", "strive", "target", "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 that could cause actual results to differ materially from our expectations. These risks and uncertainties include, but are not limited to: (1) the risk that an event, change or other circumstance could give rise to the termination of the proposed transaction; (2) the risk that a condition to closing of the proposed transaction may not be satisfied; (3) the risk of delays in completing the proposed transaction; (4) the risk that the businesses will not be integrated successfully or that the integration will be more costly or difficult than expected; (5) the risk that the synergies from the proposed transaction may not be fully realized or may take longer to realize than expected; (6) the risk that any announcement relating to the proposed transaction could have an adverse effect on the market price of USAR's common stock; (7) the risk of litigation related to the proposed transaction; (8) the diversion of management time from ongoing business operations and opportunities as a result of the proposed transaction; (9) the risk of adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed transaction; (10) LCM's ability to retain its customers and suppliers and the combined company's ability to build or maintain relationships with customers and suppliers; (11) the Company's ability to successfully develop its magnet production facility and the timing of expected production milestones; (12) competition in the magnet manufacturing industry; (13) the ability to grow and manage growth profitably; (14) the Company's ability to build or maintain relationships with customers and suppliers; (15) the ability to attract and retain management and key employees; (16) the overall supply and demand for rare earth minerals; (17) the timing and amount of future production; (18) the costs of production, capital expenditures and requirements for additional capital, including the need to raise additional capital to implement the Company's strategic plan; (19) substantial doubt regarding the Company's ability to continue as a going concern for the twelve months following the issuance of its third quarter 2025 Condensed Consolidated Financial Statements; (20) the timing of future cash flow provided by operating activities, if any; (21) the risk that the Round Top Deposit might not be able to be commercially mined and the Company's ongoing exploration programs may not result in the development of profitable commercial mining operations; (22) the uncertainty in any mineral estimates, uncertainty in any geological, metallurgical, and geotechnical studies and opinions; and (23) transportation risks. Detailed information regarding factors that may cause actual results to differ materially has been and will be included in the Company's periodic filings with the SEC, including the Company's Form 10-K that the Company filed with the SEC on March 31, 2025 and the Company's latest Quarterly Reports on Form 10-Q filed with the SEC. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors. Any forward-looking statements speak only as of their date, and the Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances occurring after their date or to reflect the occurrence of unanticipated events.

Investor Relations Contact:

Lionel McBee

VP, Investor Relations

[email protected]

Media Relations Contacts:

Tucker Elcock

Teneo

[email protected]