USA Rare Earth, Inc. (Nasdaq: USAR) announced the completion of a $1.55 billion capitalization of a special purpose vehicle (SPV) designed to purchase 100% of Phase 1 rare earth production from Serra Verde Group, according to a company statement.

The U.S. Department of War committed $750 million to the SPV, exceeding the originally planned $500 million investment by $250 million. The U.S. government also entered into a forward purchase contract with the SPV for at least $300 million of rare earth products over five years.

A Tier-1 institutional bank, not named in the announcement, issued a commitment letter for a senior secured revolving credit facility of up to $500 million, intended to fund working capital for the SPV's purchases of rare earth products from SV Management Switzerland.

USAR announced a definitive agreement to acquire Serra Verde on April 20, 2026. The SPV capitalization satisfies one of the closing conditions for that merger. A special meeting of USAR stockholders is scheduled for August 28, 2026, and the company expects the transaction to close promptly following that meeting, subject to remaining closing conditions.

Upon closing, USAR would own the Pela Ema mine in Goiás, Brazil, which the company describes as the only ionic clay rare earth mine in commercial production outside of Asia. The combined entity would operate across the United States, United Kingdom, and Brazil.

"We appreciate the strategic support and upsized funding commitment of the U.S. government and are proud to continue our strong partnership to build a secure and resilient rare earth supply chain," said Michael Blitzer, Executive Chairman of USA Rare Earth.

USAR filed a proxy statement with the SEC on July 24, 2026, in connection with the stockholder vote on the merger.