USA Rare Earth Announces Carester Investment and Strategic Partnership in France (Form 8-K)

USA Rare Earth Announces Carester Investment and Strategic Partnership in France

USA Rare Earth and InfraVia to Acquire Strategic Minority Stakes in Carester, a Leader in Rare Earth Processing and Separation

Partnership Expands upon French Government's Previously Announced Financial Support for LCM Europe Metallization and Alloy Project in Lacq, France and Cements USA Rare Earth's Leading Midstream Rare Earth Platform in Europe

Provides LCM Europe and USA Rare Earth Access to Rare Earth Oxides and Carester Access to Heavy Rare Earth Feedstock

USA Rare Earth to Host Conference Call at 8:30am ET

STILLWATER, Okla., April 09, 2026 - USA Rare Earth, Inc. (Nasdaq: USAR) (the "Company"), and InfraVia, the leading independent European private investment platform specialized in real assets and technology investments, have entered into an investment term sheet aiming at each of them holding approximately 12.5% equity interests in Carester SAS ("Carester"). InfraVia is acting through its Critical Metals Fund, seeded by the French State as an anchor investor alongside private institutional capital.

The broader partnership provides the Company and its subsidiary Less Common Metals ("LCM") Europe the right to purchase some of Carester's oxide output from its Caremag facility and access for USA Rare Earth to Carester engineering capabilities and related intellectual property for separation, processing, and recycling. Conversely Carester will have long-term access to heavy rare earth feedstock from the Company's Round Top deposit in Texas, which is expected to begin commercial operation in late 2028. The closing of the contemplated transaction is subject to customary conditions including confirmatory due diligence as well as the negotiation and execution of definitive documentation.

Founded in 2019, Carester is a French leading specialist in rare earths processing and separation technologies, with a strong focus on innovation and the development of more efficient, more environmentally friendly industrial processes. The company brings together decades of technical expertise, supporting the entire value chain from raw material sourcing through high-purity rare earth oxides, critical for advanced manufacturing sectors including renewable energy, electric mobility, and electronics. Carester is currently building its Caremag magnet recycling and heavy rare earth separation facility in Lacq, France, scheduled for commissioning in late 2026.

This transaction is part of a broader initiative from USA Rare Earth, LCM Europe, and Carester to build an industrial platform in Lacq, France and create an integrated value chain for rare earth processing, metal and alloy production, and magnet manufacturing.

The platform will unite the technological expertise, process innovation, and production capacity of USA Rare Earth, LCM, and Carester to accelerate development and strengthen capabilities across the rare earth value chain. In parallel, USA Rare Earth - through LCM Europe - is developing a 3,750 mtpa metal and alloy production facility at the same location. The partnership will create one of Europe's most complete rare earth industrial ecosystems.

The French government has also expressed interest in providing further financial support to LCM Europe's metallization and alloy facility, which would address multiple aspects of LCM Europe's capital and operating requirements. In addition to the previously announced direct credits under the C3IV program of up to 45% of all eligible equipment and real estate up to a total of €130 million, Bpifrance Assurance Export is ready to consider a possible eligibility of the project for a state guarantee (Garantie des Projets Stratégiques) supporting 50% of the commercial debt financing for project capital expenditures.

The creation of this broad rare earth processing and commercialization platform will support France's strategic priorities for industrial sovereignty and value chain resilience by securing critical resources and capabilities for advanced technologies and the energy transition. This initiative also reflects the joint ambition of France, USA Rare Earth, and Carester to build a more resilient and sustainable European rare earth industry.

"This transaction advances and enhances USA Rare Earth's integrated rare earth value chain, to the benefit of the United States and its allies and partners," said Barbara Humpton, Chief Executive Officer of USA Rare Earth. "We are proud to join this team with a view to establish Europe's first rare earth oxide and metal-making platform, which will accelerate the realization of a secure, sustainable transatlantic rare earth value chain. Carester brings world-class rare earth separation technology and recycling expertise. Coupled with our capabilities in metal-making and magnet manufacturing, this can create a resilient, circular, end-to-end ecosystem for these critical commodities."

"Such investment is a key milestone in the aim shared by USA Rare Earth and the French government to establish a midstream and downstream rare earth and eventually magnet value chain in the south of France, based on LCM and Carester, that will be unparalleled in the world," said Roland Lescure, French Minister of the Economy and Finance. "This partnership will build upon France's recognized history of expertise and leadership in rare earth research and chemistry, and will strengthen France's position as a leading source of midstream capabilities in the rare earth industry. We are pleased to provide full state support to quickly bring these important projects to fruition."

"This partnership will provide Carester with capital needed for accelerating our development and will contribute to securing the continent's access to heavy rare earth materials from USA Rare Earth's deposit. We are proud to partner with USA Rare Earth and see their willingness to expand the rare earth processing platform of Lacq that Carester started into metal-making and magnet production capabilities," said Frédéric Carencotte, Chief Executive Officer of Carester.

Analyst Conference Call

USA Rare Earth will host a conference call today at 8:30am ET to discuss the strategic investment. The conference call and related presentation will be accessible through a live webcast on the Company's investor relations website at investors.usare.com. A replay of the webcast will also be available on its website.

LIVE CONFERENCE CALL:

Thursday, April 9, 2026, at 8:30 AM ET

US / Canada Toll-Free: +1 (866) 652-5200

Local / International Toll: +1 (412) 317-6060

CONFERENCE CALL REPLAY:

Available approximately three hours after conclusion of the live call.

Expiration: May 9, 2026

US / Canada Toll-Free: +1 (855) 669-9658

Canada Toll-Free: (855) 669-9658

Local / International Toll: +1 (412) 317-0088

Access code: 1250506

Transaction Advisors

Moelis & Company LLC is acting as financial advisor and Latham & Watkins LLP is acting as legal advisor for USA Rare Earth.

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, United Kingdom, and Europe. Through its ownership of Less Common Metals Ltd. (LCM) and development of magnet manufacturing capacity in Stillwater, Oklahoma, USA Rare Earth operates across the entire value chain - from heavy rare earth processing to metal-making, alloy production, and neodymium magnet manufacturing. By combining domestic feedstock from the Round Top deposit with advanced processing technologies, recycling capabilities, and an expanding European industrial footprint, USA Rare Earth is establishing a secure, sustainable, Western-aligned supply of materials essential to defense, electrification, robotics, renewable energy, and advanced manufacturing.

About Carester

Founded in 2019 by Frédéric Carencotte and a team of international experts, Carester is a French company specializing in the refining of rare earth elements, critical materials for the energy transition and cutting-edge technologies. The Company is a leader in the separation and production of highly valuable heavy rare earth oxides including praseodymium (Pr), neodymium (Nd), terbium (Tb), and dysprosium (Dy), all critical components of permanent magnets. The company processes both mined and recycled material, and its proprietary software intellectual property (IP) enables customers to optimize oxide formulations for specific use cases.

About InfraVia Capital Partners

Founded in 2008, InfraVia is a leading independent private capital firm, specialized in real assets - infrastructure, critical metals, real estate - and technology investments.

InfraVia is a conviction-driven investor focusing on resilient assets and long-term value creation through active, hands-on asset management. Headquartered in Paris, InfraVia is 100% partner-owned. InfraVia manages more than EUR 20 billion of capital* and has invested in 60+ companies across Europe.

www.infraviacapital.com

*Total amount of capital raised