Usa Rare Earth, Inc. · NASDAQ:USAR

Usa Rare Earth — Inflection Point Acquisition Corp. II — SPAC Merger (February 2025)

36 slides from Usa Rare Earth's SPAC merger presentation, Feb 4, 2025

  1. Slide 1: Business Combination Overview February 2025

    BUSINESS COMBINATION OVERVIEW FEBRUARY 2025

  2. Slide 2: About This Presentation

    About This Presentation This presentation and any accompanying materials (together with any oral statements made in connection herewith, this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to

  3. Slide 3: Disclaimer (2)

    Disclaimer (2) 3 These forward - looking statements are based upon estimates and assumptions that, while considered reasonable by IPXX, USARE, and their respective management, as the case may be, are inherently uncertain . These forward - looking statements are provided for illustrative purposes onl

  4. Slide 4: Disclaimer (3)

    Disclaimer (3) 4 Securityholders of IPXX and equity holders of USARE may obtain a copy of the preliminary or definitive proxy statement/prospectus, once available, as well as other documents filed by IPXX with the SEC that will or may be incorporated by reference in the proxy statement/prospectus, w

  5. Slide 5: Mission: establish a U.S. rare earth magnet supply chain

    Our mission is to establish a U.S. rare earth magnet supply chain supporting the future state of energy, mobility, and national security

  6. Slide 6: A Unique Value Creation Opportunity

    A Unique Value Creation Opportunity We’re Building a 310k sqf Rare Earth Magnet Manufacturing Facility to Support a $41B (1) Market • Revenue potential up to an estimated $700M - $800M in revenue (2) at full 4,800 ton nameplate annual capacity in Oklahoma • Commissioning of initial line to support 1

  7. Slide 7: Our Story Is About Execution, Not New Technology

    Our Story Is About Execution, Not New Technology We know how to build - out and commission the plant. Potential customers want to secure their supply chains - we have the answer. Mining a Low - Cost, High Value Option We believe the relatively low spend to establish a preliminary feasibility study t

  8. Slide 8: Fast growing market expected to continue for the next decade

    Fast growing market expected to continue for the next decade

  9. Slide 9: Rare Earth Minerals & Magnets Are Critical to the United States

    Rare Earth Minerals & Magnets Are Critical to the United States (1): Expected Rare Earth Metals Market value by 2032; Vantage Market Research, July 31, 2024, “Rare Earth Metals Market to Reach USD 15.8 Billion by 2032.” Catalytic converters Fiber optic cables Wind Power Robotics Ceramics Computer me

  10. Slide 10: Magnet Demand Driven by Commercial and Defense Sectors

    Magnet Demand Driven by Commercial and Defense Sectors (1) : Estimated demand calculated by management from data provided by industry reports. (2) : U.S. Department of Defense, March 11, 2024, “Department of Defense Releases the President's Fiscal Year 2025 Defense Budget.” (3) : U.S. Department of

  11. Slide 11: Ex-China Magnet Supply and Demand Imbalance

    Ex - China Magnet Supply and Demand Imbalance (1) (1): The Impermanence of Permanent Magnets, Paulson Institute, 2021; The Status of Chinese Permanent Magnet Industry and R&D Activities, AIP Publishing, 2017. 11 Magnet Supply Outside of China is Projected to Continue to Fall Short in the Foreseeable

  12. Slide 12: $16B Rare Earth Oxide Market

    $16B (1) Rare Earth Oxide Market (1) : Expected Rare Earth Metals Market value by 2032; Vantage Market Research, July 31, 2024, “Rare Earth Metals Market to Reach USD 15.8 Billion by 2032.” (2) : Statista, Demand for rare earth oxides worldwide in 2025 by end use. (3) : Benchmark quarterly Rare Eart

  13. Slide 13: Gallium, Beryllium and Other Tech Metals in Round Top Deposit

    Gallium Beryllium Other Tech Metals in Round Top Deposit • Semiconductors - commercial and defense • Nuclear weapons • Photovoltaic cells • Aerospace • Wireless infrastructure, cable transmission • Optical fibers • Nuclear power • X - rays • Radio communications • Military radar • MRIs • Metal alloy

  14. Slide 14: China dominates critical rare earth mining, processing and magnet manufacturing

    China dominates critical rare earth mining, processing and magnet manufacturing at a time of rising geopolitical tensions and tariffs, which increases the risk to supply for critical commercial and defense technologies

  15. Slide 15: Current US Administration Committed to Changing Course

    Current US Administration Committed to Changing Course Marco Rubio Secretary of State 2024 Senate confirmation hearing "If we stay on the road we’re on right now, in less than 10 years , virtually everything that matters to us will depend on whether China allows us to have it or not . Everything fro

  16. Slide 16: China's Domination of Rare Earth Metals and Magnets

    China’s Domination of Rare Earth Metals and Magnets (1) (1) : U.S. Department of Energy, February 24, 2022, “Rare Earth Permanent Magnets.” (2) : U.S. Department of Commerce, “The Effect of Imports of Neodymium - Iron - Boron (NdFeB) Permanent Magnets on the National Security.” China’s control of ra

  17. Slide 17: Geopolitics are Driving Increasing Trade Restrictions

    Geopolitics are Driving Increasing Trade Restrictions Strategic Vulnerabilities and Supply Chain Disruption Likely if Us Continues Its Reliance on China Bans on Gallium and Germanium Exports Could Cost the U.S. Billions China Bans Export of Rare Earth Processing Tech Over National Security Precious

  18. Slide 18: Rapidly building a flexible, large rare earth magnet facility in the US

    We are rapidly moving to build one of the more flexible and largest rare earth magnet manufacturing facilities in the United States

  19. Slide 19: 310k Sq.Ft. Magnet Manufacturing Plant Build Off and Running

    310k Sq.Ft. Magnet Manufacturing Plant Build Off and Running Supply Chain Planning Underway To Support Manufacturing While We Build Upstream Capabilities Magnet Manufacturing • Commissioning of first 1 , 200 tons per annum of nameplate capacity targeted by early 2026 • Innovations Lab expected to be

  20. Slide 20: USA Rare Earth Locations

    USA Rare Earth Locations Metal & Magnet Production Stillwater, OK Round Top: Rare Earth Deposit Sierra Blanca, TX Research & Development Wheat Ridge, CO 20

  21. Slide 21: Building a Significant Magnet Manufacturing Facility

    Building a Significant Magnet Manufacturing Facility Current Status Stillwater Facility • Commissioning projected in early 2026 o Plant engineering underway o Base magnet equipment purchased and on - site o Magnet sintering/finishing equipment being ordered • Focus on a variety of customers as we st

  22. Slide 22: Round Top: Working To Unlock Tremendous Potential Value

    Round Top: Working To Unlock Tremendous Potential Value Unique World - Class Rare Earth Deposit • Above ground deposit; 15 of 17 rare earth elements + gallium, beryllium, and lithium o Includes all heavy rare earths + significant deposit of dysprosium and terbium (critical to magnet manufacturing) •

  23. Slide 23: Estimated Timeline

    Estimated Timeline • Mine : Timing of buildout contingent on the successful completion of the flowsheet and subsequent feasibility studies (1) : “tpa” refers to tons per annum (nameplate capacity). (2) : Future potential revenue will be dependent on product mix and market pricing at that time. This

  24. Slide 24: Indicative Financial Information

    Indicative Financial Information (1) Investments could be funded through a variety of sources , including public equity, debt, customer prepayments and/or investments, government funding, among others $200 $160 $125 Avg. Sales Price per Kg (2) 4,800 4,800 4,800 Nameplate capacity (tpa) $960M $770M $

  25. Slide 25: Industry Support via Government Grants and Tax Credits

    Industry Support via Government Grants and Tax Credits Congress Bipartisan Rare Earth Magnet Manufacturing Production Tax Credit Act (HR 2849) Department of Energy Manufacturing and Energy Supply Chains (MESC) Notice of Intent to provide a Funding Opportunity Announcement (FOA) for Critical Minerals

  26. Slide 26: USARE Is a Differentiated Asset in a Nascent Industry

    USARE Is a Differentiated Asset in a Nascent Industry Source: Public Company Filings. (1) : Neodymium and Praseodymium. (2) : MP Materials Company website. (3) The Mountain Pass deposit is made up of an estimated 83% of cerium and lanthanum, two of the most common light rare earths (The Rare Earth E

  27. Slide 27: Leadership Team Today

    Leadership Team Today Bob Fredette | Director of Magnet Operations • 40 years of experience in the powdered metals and magnetics industry, with significant expertise in process/applications engineering magnetic assemblies • A recognized expert in magnet materials and processes, including Sintered Nd

  28. Slide 28: Post-Transaction Board of Directors

    Post - Transaction Board of Directors 28 Michael Blitzer. Chairman . Mr. Blitzer is currently the Chief Executive Officer and Chairman of Inflection Point Acquisition Corp. II (IPXX). Previously, he was the Chief Executive Office of Inflection Point Acquisition Corp, which later merged with Intuitiv

  29. Slide 29: Transaction Overview

    TRANSACTION OVERVIEW

  30. Slide 30: IPXX Overview

    IPXX Overview • IPXX is a special purpose acquisition company formed for the purpose of consummating a business combination transaction and currently has ~$24M held in a trust account • The Proposed Business Combination would enable USARE equity holders to receive shares in a publicly listed US comp

  31. Slide 31: Transaction Summary

    Transaction Summary Transaction Highlights Estimated Sources and Uses ($M) Deal Structure • Business combination between USARE and IPXX • USARE’s existing shareholders will roll 100% of their existing equity holdings into the Combined Company • Transaction implies ~$902.6M pro forma enterprise value

  32. Slide 32: Risk Factors

    RISK FACTORS

  33. Slide 33: Risk Factors

    Risk Factors 33 The risks presented below are non - exhaustive descriptions of certain of the risks related to the business of USARE, IPXX, the Combined Company, and the Proposed Business Combination, and such list is not exhaustive . The list below has been prepared solely for purposes of inclusion

  34. Slide 34: Risk Factors (2)

    Risk Factors (2) 34 ● Our success depends on developing and maintaining relationships with local communities and stakeholders. ● Since its inception, the Company has generated negative operating cash flows and we may experience negative cash flow from operations in the future. Our consolidated finan

  35. Slide 35: Risk Factors (3)

    Risk Factors (3) 35 ● If, before distributing the proceeds in the Trust Account to IPXX’s public shareholders, IPXX files a bankruptcy or insolvency petition or an involuntary bankruptcy or insolvency petition is filed against IPXX that is not dismissed, the claims of creditors in such proceeding ma

  36. Slide 36: Risk Factors (4)

    Risk Factors (4) 36 ● The New USARE Warrants and the other warrants to be issued by the Combined Company may have an adverse effect on the market price of the Combined Company’s common stock. ● You may only be able to exercise warrants included in IPXX units sold in IPXX’s IPO (whether they were pur

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