{
  "commitment": {
    "id": "fin-us-chips-usar-2026-stillwater-metal-direct-funding",
    "eventId": "evt-us-chips-usar-2026",
    "relationships": [
      {
        "commitmentId": "fin-us-chips-usar-2026-direct-funding",
        "relationship": "part_of",
        "sourceId": "src-usar-8k-2026-06-03",
        "locator": "Item 1.01, Direct Funding (c)",
        "note": null
      }
    ],
    "instrument": "unspecified",
    "valueRole": "commitment",
    "capitalSource": "public",
    "amount": {
      "value": "20000000",
      "currency": "USD",
      "qualifier": "up_to",
      "amountAsStated": "(c) $20.0 million for the expansion and modernization of the existing strip casting and metal making facility located in Stillwater, Oklahoma",
      "currencyBasis": "stated"
    },
    "provider": "U.S. Department of Commerce (CHIPS Program Office)",
    "providerJurisdiction": "us",
    "providerOrgIds": [
      "org-us-commerce"
    ],
    "legalAuthority": null,
    "programmeId": "prg-us-chips-incentives",
    "recipient": "USA Rare Earth, Inc.",
    "recipientOrgIds": [
      "org-usa-rare-earth"
    ],
    "project": "Stillwater Metal Project",
    "projectId": "prj-us-usar-stillwater-metal",
    "facility": null,
    "locations": [
      {
        "countryCode": "US",
        "subnational": "Oklahoma",
        "asStated": "Stillwater, Oklahoma"
      }
    ],
    "stages": [
      "refining"
    ],
    "stageAllocation": "single_stage",
    "materialIds": [
      "rare-earth-elements"
    ],
    "materialAttribution": "tracked_only",
    "untrackedMaterialsAsStated": [],
    "financialStatusHistory": [
      {
        "status": "contracted",
        "date": "2026-06-03",
        "sourceId": "src-usar-8k-2026-06-03",
        "note": "Direct Funding Agreement entered into on 3 June 2026. Signing obligates no funds: under Exhibit 10.1 Section 2.1(b) the Department obligates funds only when it delivers a Funding Obligation, and disbursements follow project milestones, subject to conditions precedent."
      }
    ],
    "implementationStatusHistory": [],
    "terms": [],
    "outcomes": [],
    "evidence": [
      {
        "sourceId": "src-usar-8k-2026-06-03",
        "supports": [
          "value_role",
          "capital_source",
          "amount",
          "relationships",
          "provider",
          "programme",
          "recipient",
          "project",
          "status",
          "location"
        ],
        "evidence": "explicit",
        "locator": "Item 1.01, Direct Funding (c)",
        "note": null
      },
      {
        "sourceId": "src-usar-8k-2026-06-03",
        "supports": [
          "instrument"
        ],
        "evidence": "ambiguous",
        "locator": "Item 1.01, Direct Funding (c)",
        "note": "The filing calls them \"direct funding awards\" that reimburse eligible costs on milestones and never calls them grants; recorded as instrument not specified."
      },
      {
        "sourceId": "src-usar-direct-funding-agreement-2026-06-03",
        "supports": [
          "instrument"
        ],
        "evidence": "ambiguous",
        "locator": "Article 1, definitions of “Direct Funding” and “CHIPS Incentives”; Section 2.1(a)(iii)",
        "note": "The executed agreement defines \"Direct Funding\" as \"direct funding under the NOFO in the form of an other transaction\" and lists grants, cooperative agreements and other transactions as separate forms of CHIPS Incentives. It never calls the awards grants. The vocabulary has no instrument for an other transaction, so the instrument is recorded as not specified, not as grant."
      },
      {
        "sourceId": "src-usar-direct-funding-agreement-2026-06-03",
        "supports": [
          "status"
        ],
        "evidence": "explicit",
        "locator": "Section 2.1(b)",
        "note": "Contracted means the agreement is executed: no obligation of funds for this project's award occurs on execution, only when the Department delivers a Funding Obligation, up to the project's scheduled cumulative disbursement amount and subject to its progress."
      },
      {
        "sourceId": "src-nist-chips-usar-2026",
        "supports": [
          "stages",
          "materials"
        ],
        "evidence": "ambiguous",
        "locator": "Third and fourth paragraphs",
        "note": "Strip casting and metal making for rare earth metals and alloys (Commerce release), read as the refining stage."
      }
    ],
    "notes": "Instrument not specified, as on the package: the 8-K calls this a \"direct funding award\" and the executed agreement defines Direct Funding as \"in the form of an other transaction\", never a grant."
  },
  "event": {
    "id": "evt-us-chips-usar-2026",
    "date": "2026-01-26",
    "jurisdiction": "us",
    "titleEn": "Commerce's CHIPS Program letter of intent with USA Rare Earth, and the funding and loan guarantee agreements that followed"
  },
  "parents": [
    {
      "commitmentId": "fin-us-chips-usar-2026-direct-funding",
      "relationship": "part_of",
      "sourceId": "src-usar-8k-2026-06-03",
      "locator": "Item 1.01, Direct Funding (c)",
      "note": null,
      "commitment": {
        "id": "fin-us-chips-usar-2026-direct-funding",
        "eventId": "evt-us-chips-usar-2026",
        "relationships": [],
        "instrument": "unspecified",
        "valueRole": "commitment",
        "capitalSource": "public",
        "amount": {
          "value": "277000000",
          "currency": "USD",
          "qualifier": "up_to",
          "amountAsStated": "direct funding awards (the “Direct Funding”) with a maximum award amount of $277.0 million in the aggregate",
          "currencyBasis": "stated"
        },
        "provider": "U.S. Department of Commerce (CHIPS Program Office)",
        "providerJurisdiction": "us",
        "providerOrgIds": [
          "org-us-commerce"
        ],
        "legalAuthority": "CHIPS Act of 2022",
        "programmeId": "prg-us-chips-incentives",
        "recipient": "USA Rare Earth, Inc.",
        "recipientOrgIds": [
          "org-usa-rare-earth"
        ],
        "project": null,
        "projectId": null,
        "facility": null,
        "locations": [],
        "stages": [
          "mining",
          "processing",
          "refining",
          "component_manufacturing"
        ],
        "stageAllocation": "multi_stage_unallocated",
        "materialIds": [
          "rare-earth-elements",
          "gallium",
          "dysprosium",
          "terbium",
          "ndfeb-magnets"
        ],
        "materialAttribution": "includes_untracked",
        "untrackedMaterialsAsStated": [
          "hafnium",
          "zirconium"
        ],
        "financialStatusHistory": [
          {
            "status": "announced",
            "date": "2026-01-26",
            "sourceId": "src-nist-chips-usar-2026",
            "note": "\"a non-binding letter of intent to provide up to $277 million in direct funding\"."
          },
          {
            "status": "contracted",
            "date": "2026-06-03",
            "sourceId": "src-usar-8k-2026-06-03",
            "note": "Direct Funding Agreement entered into on 3 June 2026. Signing obligates no funds: under Exhibit 10.1 Section 2.1(b) the Department obligates funds only when it delivers a Funding Obligation, and disbursements follow project milestones, subject to conditions precedent."
          }
        ],
        "implementationStatusHistory": [],
        "terms": [
          {
            "kind": "other",
            "value": "16132790",
            "qualifier": "exact",
            "currency": null,
            "unit": "shares of USAR common stock issued to the DOC",
            "asStated": "USAR will issue to the DOC 16,132,790 shares of USAR Common Stock (the “SIA Shares”)",
            "sourceId": "src-usar-8k-2026-06-03",
            "note": "Consideration to the government under the Securities Issuance Agreement, entered into \"as inducement to enter into\" the Direct Funding Agreement."
          },
          {
            "kind": "other",
            "value": "17600584",
            "qualifier": "exact",
            "currency": null,
            "unit": "shares under warrant at $17.17 per share",
            "asStated": "a warrant (the “Warrant”) to purchase 17,600,584 shares of USAR Common Stock (the “Warrant Shares”) at an exercise price of $17.17 per share",
            "sourceId": "src-usar-8k-2026-06-03",
            "note": null
          }
        ],
        "outcomes": [],
        "evidence": [
          {
            "sourceId": "src-nist-chips-usar-2026",
            "supports": [
              "value_role",
              "capital_source",
              "provider",
              "recipient",
              "status",
              "materials",
              "stages"
            ],
            "evidence": "explicit",
            "locator": "First to fourth paragraphs",
            "note": null
          },
          {
            "sourceId": "src-usar-8k-2026-06-03",
            "supports": [
              "amount",
              "provider",
              "recipient",
              "programme",
              "legal_authority",
              "status",
              "terms"
            ],
            "evidence": "explicit",
            "locator": "Item 1.01, Direct Funding Agreement; Securities Issuance Agreement",
            "note": null
          },
          {
            "sourceId": "src-usar-8k-2026-06-03",
            "supports": [
              "instrument"
            ],
            "evidence": "ambiguous",
            "locator": "Item 1.01, Direct Funding Agreement",
            "note": "The filing calls them \"direct funding awards\" that reimburse eligible costs on milestones and never calls them grants; recorded as instrument not specified."
          },
          {
            "sourceId": "src-usar-direct-funding-agreement-2026-06-03",
            "supports": [
              "instrument"
            ],
            "evidence": "ambiguous",
            "locator": "Article 1, definitions of “Direct Funding” and “CHIPS Incentives”; Section 2.1(a)",
            "note": "The executed agreement defines \"Direct Funding\" as \"direct funding under the NOFO in the form of an other transaction\" and lists grants, cooperative agreements and other transactions as separate forms of CHIPS Incentives. It never calls the awards grants. The vocabulary has no instrument for an other transaction, so the instrument is recorded as not specified, not as grant."
          },
          {
            "sourceId": "src-usar-direct-funding-agreement-2026-06-03",
            "supports": [
              "status"
            ],
            "evidence": "explicit",
            "locator": "Section 2.1(b)",
            "note": "Contracted means the agreement is executed: no obligation of funds occurs on execution, only when the Department delivers a Funding Obligation, up to the scheduled cumulative disbursement amount and subject to the project's progress."
          },
          {
            "sourceId": "src-usar-direct-funding-agreement-2026-06-03",
            "supports": [
              "terms"
            ],
            "evidence": "explicit",
            "locator": "Section 4.16",
            "note": "Issuing equity interests to the Department, in the amount the Securities Issuance Agreement specifies, is a condition precedent to the Award Date."
          }
        ],
        "notes": "The package; its five project awards are recorded as parts of it. Instrument not specified: the 8-K calls them \"direct funding awards\" and never grants, and the executed Direct Funding Agreement (Exhibit 10.1) defines Direct Funding as \"in the form of an other transaction\", a form it lists apart from grants and cooperative agreements; the vocabulary has no instrument for it. The government receives shares and a warrant in return, recorded as terms, not as money it provides; issuing the equity to the Department is a condition precedent to the Award Date (Section 4.16). Disbursement is milestone-based and reimburses eligible costs; under Section 2.1(b) no funds are obligated on execution, only when the Department delivers a Funding Obligation, and the Department may recover disbursements on the clawback events of Section 10.1.1. The corpus records no funding obligation and no disbursement."
      }
    }
  ],
  "children": [],
  "sources": [
    {
      "id": "src-usar-8k-2026-06-03",
      "title": "USA Rare Earth, Inc. Form 8-K (June 3, 2026): Direct Funding Agreement and Loan Guarantee Agreement with the Department of Commerce",
      "publisher": "USA Rare Earth, Inc. / U.S. Securities and Exchange Commission (EDGAR)",
      "url": "https://www.sec.gov/Archives/edgar/data/1970622/000121390026064453/ea0293402-8k_usarare.htm",
      "language": "en",
      "datePublished": "2026-06-03",
      "dateAccessed": "2026-09-23",
      "sourceType": "official",
      "confidence": "primary",
      "notes": "The recipient's binding filing, read in a browser on 2026-09-23. Item 1.01 describes the Direct Funding Agreement (up to $277.0 million in five project awards) and the Loan Guarantee Agreement (the DOC guarantees $1.3 billion of Federal Financing Bank advances in five project tranches), both entered into on 3 June 2026 under the \"CHIPS Incentives Program—Facilities for Semiconductor Materials and Manufacturing Equipment\"; milestone-based disbursement; equity-raise requirements; covenants; and the Securities Issuance Agreement (16,132,790 shares and a warrant for 17,600,584 shares at $17.17 to the DOC). Cover page: incorporated in Delaware. It supports contract and financing facts it states directly and is attributed to the company."
    },
    {
      "id": "src-usar-direct-funding-agreement-2026-06-03",
      "title": "Direct Funding Agreement, dated June 3, 2026, by and among USA Rare Earth, Inc., the subsidiary guarantors party thereto and the United States Department of Commerce (Exhibit 10.1 to Form 8-K)",
      "publisher": "USA Rare Earth, Inc. / U.S. Securities and Exchange Commission (EDGAR)",
      "url": "https://www.sec.gov/Archives/edgar/data/1970622/000121390026064453/ea029340201ex10-1.htm",
      "language": "en",
      "datePublished": "2026-06-03",
      "dateAccessed": "2026-09-24",
      "sourceType": "official",
      "confidence": "primary",
      "notes": "The executed agreement itself (Award ID No. AP-2026-0044, execution version), filed as Exhibit 10.1 to the 8-K in src-usar-8k-2026-06-03 and read in full in a browser on 2026-09-24. Article 1: \"“Direct Funding” means direct funding under the NOFO in the form of an other transaction\" and \"“CHIPS Incentives” means the provision of direct funding (via grants, cooperative agreements, or other transactions), loans and loan guarantees as described in the NOFO\". It never calls the awards grants. Section 2.1(a) sets five maximum award amounts (Round Top $132,000,000; Stillwater Magnet $50,000,000; Stillwater Metal $20,000,000; Magnet Project 2 $60,000,000; Metal Project 2 $15,000,000). Section 2.1(b): \"No obligation of funds for the Award by the Department shall occur upon execution of this Agreement. An obligation of funds for the Award shall occur only upon delivery of a Funding Obligation.\" Section 4.16 makes the issuance of Equity Interests to the Department a condition precedent to the Award Date. Section 10.1.1 lists the clawback events and Section 10.2 has the recipient repay recovered disbursements within 120 days of the Department's demand. It supports contract terms it states directly and is attributed to the parties."
    },
    {
      "id": "src-nist-chips-usar-2026",
      "title": "The Department of Commerce’s CHIPS Program Announces a Letter of Intent with USA Rare Earth to Accelerate Its Domestic and Vertically Integrated \"Mine-to-Magnet\" Strategy",
      "publisher": "National Institute of Standards and Technology (U.S. Department of Commerce, CHIPS Program Office)",
      "url": "https://www.nist.gov/news-events/news/2026/01/department-commerces-chips-program-announces-letter-intent-usa-rare-earth",
      "language": "en",
      "datePublished": "2026-01-26",
      "dateAccessed": "2026-09-23",
      "sourceType": "official",
      "confidence": "primary",
      "notes": "Commerce's own release, read in full 2026-09-23: \"a non-binding letter of intent to provide up to $277 million in direct funding and up to $1.3 billion in a senior secured loan to USA Rare Earth (USAR) under the CHIPS and Science Act\"; two projects in Texas and Oklahoma; Commerce to receive about 16.1 million shares and a warrant for 17.6 million more."
    }
  ]
}