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USA Rare Earth, Inc.

For the period ended Sep 30, 2025. Filed Nov 6, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 6, 2025

USAR$7.92-9.6%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Condensed Consolidated Statements of Mezzanine Equity

Three Months Ended September 30, 2025 · Nine Months Ended September 30, 2025
Shares · Amount · Shares (1) · Amount (1)
(In thousands)
12% Series A Cumulative Convertible Preferred Stock
Beginning balance3,714$25,2422,739$21,173
USARE LLC Convertible Preferred unit dividends——841,082
Issuance of preferred stock and warrants, net of issuance costs——2,27911,745
Forgiveness of related party promissory note——1311,527
Deferred offering costs———(3,237)
Deemed dividend and accretion to redemption value—11,397—23,073
Conversions(1,854)(23,367)(3,373)(42,091)
Ending balance1,860$13,2721,860$13,272
Subscription Receivable
Beginning balance$—$(1,250)
Forgiveness of related party promissory note—1,250
Ending balance$—$—
Total Mezzanine Equity
Beginning balance$25,242$19,923
Ending balance13,27213,272

(1)Beginning balance amounts are recast as of January 1, 2025. The shares of the Company’s preferred stock prior to the Merger have been retrospectively recast to reflect the change in the capital structure as a result of the Merger.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.