USA Rare Earth Reports Third Quarter 2026 Financial Results
USA Rare Earth, Inc. (USAR) filed an SEC Form 8-K — Results of Operations and Financial Condition. Exhibit 99.1 USA Rare Earth Reports Third Quarter 2026 Financial Results STILLWATER, Okla. - November 9, 2026 – USA Rare Earth, Inc. (Nasdaq: USAR) (the “Company” or “USA Rare Earth”), an integrated rare earth, critical minerals and advanced materials company, today announced its
How this was made
The 30-second read
Why it matters
The Q3 filing confirms the company's strategic milestones and cash position, providing a baseline for future growth expectations.
Market read
First‑time earnings and operational data for a micro‑cap rare‑earth producer; modest relevance for traders focused on critical‑minerals exposure.
What to watch
Potential future upside from U.S. government backing and strategic importance of rare‑earths.
USA Rare Earth reports Q3 2026 revenue of $3.0 million and a $141.4 million operating loss, with GAAP net income of $11.7 million driven by other income of $148.1 million
Operating performance deteriorated sharply year over year: loss from operations widened to $(141,443) thousand from $(15,861) thousand, the gross result was a loss, and operating cash outflow reached $(143,687) thousand. GAAP net income turned positive only because other income, net was $148,050 thousand, and the reconciliation shows a $(136,567) thousand gain on fair market value of financial instruments. Adjusted net loss per diluted share was $(0.44) against $(0.25). Offsetting this, the Serra Verde combination closed, Stage 1 was completed, first magnet and MREC sales were recorded, and cash, cash equivalents and restricted cash rose to $1,163,599 thousand.
Key metrics
shortened, hover for the filing’s print| Metric | Value | q/q | y/y |
|---|---|---|---|
| Revenue, Q3 2026GAAP | $3.00M | – | – |
| Revenue, nine months 2026GAAP | $14.52M | – | – |
| Cost of revenue, Q3 2026GAAP | $22.88M | – | – |
| Cost of revenue, nine months 2026GAAP | $35.88M | – | – |
| Gross loss, Q3 2026GAAP | −$19.88M | – | – |
| Gross loss, nine months 2026GAAP | −$21.36M | – | – |
| Selling, general and administrative, Q3 2026GAAP | $103.7M | – | – |
| Selling, general and administrative, nine months 2026GAAP | $157.4M | – | – |
| Research and development, Q3 2026GAAP | $16.52M | – | – |
| Research and development, nine months 2026GAAP | $41.54M | – | – |
| Amortization of intangible assets, Q3 2026GAAP | $1.39M | – | – |
| Amortization of intangible assets, nine months 2026GAAP | $4.10M | – | – |
| Total operating expenses, Q3 2026GAAP | $121.6M | – | – |
| Total operating expenses, nine months 2026GAAP | $203.1M | – | – |
| Loss from operations, Q3 2026GAAP | −$141.4M | – | – |
| Loss from operations, nine months 2026GAAP | −$224.4M | – | – |
| Other income (expense), net, Q3 2026GAAP | $148.1M | – | – |
| Other income (expense), net, nine months 2026GAAP | $149.9M | – | – |
| Income (loss) before income taxes, Q3 2026GAAP | $6.61M | – | – |
| Loss before income taxes, nine months 2026GAAP | −$74.51M | – | – |
| Benefit from income taxes, Q3 2026GAAP | −$5.10M | – | – |
| Benefit from income taxes, nine months 2026GAAP | −$6.19M | – | – |
| Net (loss) income, Q3 2026GAAP | $11.71M | – | – |
| Net loss, nine months 2026GAAP | −$68.33M | – | – |
| Net loss attributable to non-controlling interest, nine months 2026GAAP | −$2.71M | – | – |
| Net (loss) income attributable to USA Rare Earth, Inc., Q3 2026GAAP | 11.71M | – | – |
| Net loss attributable to USA Rare Earth, Inc., nine months 2026GAAP | −65.62M | – | – |
| Net income per share, basic, Q3 2026GAAP | $0.04 | – | – |
| Net loss per share, basic, nine months 2026GAAP | $(0.29) | – | – |
| Net loss per share, diluted, Q3 2026GAAP | $(0.02) | – | – |
| Net loss per share, diluted, nine months 2026GAAP | $(1.24) | – | – |
| Net cash used in operating activities, Q3 2026GAAP | −$143.7M | – | – |
| Net cash used in operating activities, nine months 2026GAAP | −$219.0M | – | – |
| Adjusted net loss attributable to USA Rare Earth, Inc., Q3 2026non-GAAP | −$125.6M | – | – |
| Adjusted net loss attributable to USA Rare Earth, Inc., nine months 2026non-GAAP | −$183.3M | – | – |
| Adjusted net loss per share attributable to USA Rare Earth, Inc., diluted, Q3 2026non-GAAP | $(0.44) | – | – |
| Adjusted net loss per share attributable to USA Rare Earth, Inc., diluted, nine months 2026non-GAAP | $(0.77) | – | – |
| Cash, cash equivalents and restricted cash, September 30, 2026GAAP | $1.16B | – | – |
Q4 2026 (Serra Verde, Q4 to date) outlook
- NoteSerra Verde sales volume: at least 325 tonnes total rare earth oxides (TREO)
- NoteAverage Serra Verde TREO basket value at floor prices, after contracted separation costs, Q4 to date: ~$43/kg (~$150/kg NdPr equivalent)
- NoteAverage Serra Verde TREO basket value at market prices, including USAR's share of upside above floor prices, after contracted separation costs, Q4 to date: ~$97/kg (~$340/kg NdPr equivalent)
- NoteBy end of 2026: Finished magnet prototype sales to multiple customers from Stillwater
- NoteQ1 2027: Install second magnet finishing line at Stillwater; Q1 2027: Publish Serra Verde SK-1300 report
- NoteQ2 2027: Commission Line 1b at Stillwater, adding 600 tpa for a total of 1,200 tpa; Q2 2027: Serra Verde Stage 1 ramp complete, 4,000 tpa TREO run rate
- NoteQ3 2027: Install samarium metal furnaces at LCM Cheshire, raising expected capacity by ~30%; Q3 2027: Complete Round Top SK-1300 report
- NoteBy end of 2027: Serra Verde Stage 2 ramp complete, 6,400 tpa TREO run rate
Capital returns
- No share repurchases or dividends are reported in the documents for the period.
- Nine-month financing inflows include proceeds from issuance of common stock under PIPE financing of $1,500,000 thousand (2026) versus $199,996 thousand (2025), and issuance costs of $(51,003) thousand (2026) versus $(18,200) thousand (2025).
- Weighted-average diluted shares were 284,921 thousand in Q3 2026 versus 102,589 thousand in Q3 2025, as printed in the non-GAAP reconciliation.
What drove it
- The company states that the Serra Verde combination closed in September 2026, that Stage 1 optimization and commissioning was completed on time and within budget, and that commercial-scale MREC shipments began in October with sales recorded in November.
- The company reports first NdFeB magnet sales from its Stillwater facility in September 2026, and first commercial-grade dysprosium and NdPr oxide samples from swarf at Wheat Ridge in July 2026.
- The company reports that US SIIE, LLC completed an upsized capitalization totaling $1.55B, including a $750 million investment by the U.S. Department of War and a forward purchase contract of not less than $300 million over five years.
- The reconciliation prints a $(136,567) thousand gain on fair market value of financial instruments, net in Q3 2026 versus a $142,426 thousand loss in Q3 2025, which sits within the adjustments to adjusted net loss.
- The company reports that the Serra Verde offtake is priced on non-China prices, with recent non-China Dy oxide prices stated as 14-16x and Tb oxide prices as 6-8x higher than China prices.
Concerns
- Loss from operations was $(141,443) thousand in Q3 2026 against $(15,861) thousand in Q3 2025, and $(224,432) thousand for nine months 2026 against $(33,383) thousand.
- Gross loss was $(19,882) thousand in Q3 2026 on revenue of $3,002 thousand, with cost of revenue of $22,884 thousand.
- Net cash used in operating activities was $(143,687) thousand in Q3 2026 and $(219,011) thousand for nine months 2026.
- GAAP net income of $11,706 thousand in Q3 2026 is driven by other income, net of $148,050 thousand, while adjusted net loss was $(125,639) thousand.
- Liabilities rose to $2,126,340 thousand, including $305,559 thousand of non-current notes payable and $330,711 thousand of non-current royalty obligations, and the filing cites restrictive covenants under Serra Verde's Retained Finance Agreement.
- The filing lists risks that the Offtake Agreement could be terminated or that the counterparty could be insufficiently capitalized, and that the Stage 2 and Blacksburg timelines may slip.
What to watch
- Serra Verde sales volume of at least 325 tonnes TREO in Q4 2026 and realized basket value versus the floor and market price figures given.
- Stillwater finished magnet prototype sales to multiple customers by end of 2026, and the Q1 2027 second finishing line installation.
- Serra Verde Stage 1 ramp to 4,000 tpa TREO by Q2 2027 and Stage 2 completion targeted for end of 2027.
- Operating cash flow trend and the pace of cash consumption against the $1,163,599 thousand cash, cash equivalents and restricted cash balance.
- Fair value movements in financial instruments, which drove the Q3 2026 gap between GAAP net income and adjusted net loss.
- Progress on the Carester minority stake, the Round Top SK-1300 report due Q3 2027, and the Blacksburg facility construction.
Balance sheet and cash flow
- Cash and cash equivalents on the balance sheet were $1,090,877 thousand at September 30, 2026, versus $359,925 thousand at December 31, 2025. Cash, cash equivalents and restricted cash were $1,163,599 thousand at September 30, 2026, versus $359,925 thousand at December 31, 2025.
- Total assets were $6,952,622 thousand at September 30, 2026, versus $694,999 thousand at December 31, 2025. Mineral interests were $3,464,520 thousand versus $17,339 thousand, and deferred arrangement costs were $930,844 thousand versus nil.
- Total liabilities were $2,126,340 thousand versus $191,808 thousand. Notes payable, non-current were $305,559 thousand, royalty obligation, non-current was $330,711 thousand, royalty obligation, current was $31,518 thousand, and deferred tax liability was $1,055,846 thousand.
- Stockholders' equity was $4,815,156 thousand versus $494,286 thousand at December 31, 2025. Mezzanine equity was $11,126 thousand versus $8,905 thousand.
- Nine-month investing cash flow included Serra Verde acquisition, net of cash received, of $(191,194) thousand and capital expenditures and equipment deposits of $(190,919) thousand, for net cash used in investing activities of $(384,844) thousand.
- Nine-month net cash provided by financing activities was $1,414,831 thousand, and the effect of exchange rate differences was $(7,302) thousand.
Analysis
USA Rare Earth reported third-quarter 2026 revenue of $3,002 thousand against no revenue in the prior-year quarter, and nine-month revenue of $14,521 thousand. Cost of revenue was $22,884 thousand for the quarter, producing a gross loss of $(19,882) thousand. The filing prints no prior-year cost of revenue because the company had no revenue in Q3 2025, so the year-over-year comparison of the commercial business is limited to the first revenue quarter of the combined platform. Operating expenses rose to $121,561 thousand from $15,861 thousand, with selling, general and administrative expense at $103,656 thousand against $11,410 thousand and research and development at $16,519 thousand against $4,451 thousand. The loss from operations widened to $(141,443) thousand from $(15,861) thousand.
Below the operating line, other income, net of $148,050 thousand turned the quarter to GAAP net income attributable to USA Rare Earth of $11,706 thousand, compared with a loss of $(156,680) thousand a year earlier. The reconciliation shows a $(136,567) thousand gain on fair market value of financial instruments, net in Q3 2026, and the company's adjusted net loss attributable to USA Rare Earth was $(125,639) thousand, or $(0.44) per diluted share, against $(25,595) thousand, or $(0.25), in Q3 2025. Investors should read the GAAP and adjusted figures side by side, because the GAAP profit in the quarter rests on non-operating items rather than on operations.
Operating cash flow was $(143,687) thousand in Q3 2026 and $(219,011) thousand for the nine months, against $(2,849) thousand and $(21,087) thousand a year earlier. Cash, cash equivalents and restricted cash rose to $1,163,599 thousand at September 30, 2026, from $359,925 thousand at December 31, 2025, largely reflecting the $1,500,000 thousand PIPE proceeds in the nine-month financing section. Investing outflows of $(384,844) thousand included the Serra Verde acquisition, net of cash received, of $(191,194) thousand. Total assets reached $6,952,622 thousand, with mineral interests at $3,464,520 thousand and deferred tax liability at $1,055,846 thousand, and total liabilities rose to $2,126,340 thousand.
The operating narrative centres on milestones rather than reported earnings. The company states that Serra Verde completed Stage 1 on time and within budget, that commercial-scale MREC shipments began in October under a 15-year, 100% take-or-pay offtake agreement, and that the first NdFeB magnets were sold from Stillwater in September. The filing gives no revenue split by business unit, so the three new units (Upstream, Midstream and Downstream) cannot be quantified from the release.
The Q4 2026 outlook is expressed in volume and basket value rather than in revenue, gross margin, operating expense or tax terms. Serra Verde sales volume is guided at at least 325 tonnes TREO, with an average TREO basket value of ~$43/kg at floor prices and ~$97/kg at market prices, both after contracted separation costs, measured on a Q4-to-date basis. No prior guidance was provided, so no comparison against previous targets is made. The operational timeline runs through Q4 2027, with Stage 1 ramp to 4,000 tpa TREO due Q2 2027 and Stage 2 completion due by end of 2027. Attention should focus on whether reported revenue and gross margin begin to reflect these volumes, given the Q3 gross loss.
Management, verbatim
The third quarter marked a series of significant operational and commercial milestones, reflecting the growing positive momentum at USA Rare Earth.
Thras Moraitis, Chief Executive Officer, USA Rare Earth
My focus is on bringing our businesses together under a clear integrated operating model, with accountability for results at every level and a consistent commitment to delivering reliably for our customers.
Thras Moraitis, Chief Executive Officer, USA Rare Earth
Not in the filing
stated, not guessed- Consensus estimates and analyst expectations were not provided, so no comparison to expectations is made.
- Share price reaction to the release is not in the documents.
- Prior-quarter (Q2 2026) figures are not printed, so all quarter-on-quarter changes are null.
- Prior-year figures for Q3 2025 cost of revenue, gross loss, amortization and benefit from income taxes are not printed (shown as a dash), so comparisons are null.
- Year-over-year and sequential percentage changes are not printed for any metric.
- Revenue by business unit or product line, and segment revenue, are not printed.
- Gross margin percentage is not printed.
- Free cash flow is not printed.
- Total debt is not printed as a single figure; notes payable and royalty obligation tranches are printed separately.
- Capital returns such as share repurchases or dividends are not printed.
- Prior-year balance sheet figures for the September 30, 2025 quarter-end are not printed; comparisons use the December 31, 2025 balance sheet.
- Quantitative guidance for revenue, gross margin, operating expenses and tax rate for Q4 2026 or FY 2026 is not provided.
- The release does not state a non-GAAP gross margin or non-GAAP operating income.
Written by an AI language model from the company’s SEC earnings filing (Form 8-K Item 2.02, or Form 6-K for a foreign private issuer). Every figure is checked against the filing text, and a metric the filing does not print, or whose value, prior period and change do not add up, is dropped from the metrics. The model can still misread a table, in the metrics or in the text, so check a number in the filing before you rely on it. Consensus estimates, price targets and share-price reactions are not shown because they are not in the filing. AI-generated research, not investment advice.
Background
US Rare Earth is an integrated rare‑earth and permanent‑magnet company listed on Nasdaq, recently completing the Serra Verde acquisition.
Ticker impact
US Rare Earth filed its Q3 2026 results, reporting $3.0 M revenue and $1.2 B cash, plus first commercial magnet sales and Serra Verde stage‑1 completion.
potential modest upside as investors price rare‑earth exposure and new commercial shipments
New earnings and operational updates are material for a micro‑cap, but the absolute scale is limited; price reaction likely muted.
Market effects
demonstrates progress in U.S. rare‑earth supply chain, may encourage further investment in domestic critical minerals.
adds visibility to U.S. rare‑earth producers, but limited impact on broader market.
minor, as the company remains a niche player outside Asia.
Counterpoint
Given the small revenue base, the operational milestones may not translate into near‑term earnings growth.
Key entities
- ExecutiveThras Moraitis
CEO of US Rare Earth who commented on the milestones.
- SubsidiarySerra Verde
Brazilian rare‑earth operation now fully integrated.
