{
  "commitment": {
    "id": "fin-us-dod-mp-2025-magnet-offtake",
    "eventId": "evt-us-dod-mp-2025",
    "relationships": [],
    "instrument": "offtake",
    "valueRole": "commitment",
    "capitalSource": "public",
    "amount": null,
    "provider": "US Department of Defense",
    "providerJurisdiction": "us",
    "providerOrgIds": [
      "org-us-dod"
    ],
    "legalAuthority": null,
    "programmeId": null,
    "recipient": "MP 10X Development, LLC (project company established to develop the 10X Facility)",
    "recipientOrgIds": [
      "org-mp-10x-development"
    ],
    "project": "Second domestic magnet manufacturing facility",
    "projectId": "prj-us-mp-10x-facility",
    "facility": "10X Facility",
    "locations": [],
    "stages": [
      "component_manufacturing"
    ],
    "stageAllocation": "single_stage",
    "materialIds": [
      "ndfeb-magnets"
    ],
    "materialAttribution": "tracked_only",
    "untrackedMaterialsAsStated": [],
    "financialStatusHistory": [
      {
        "status": "contracted",
        "date": "2025-07-09",
        "sourceId": "src-dod-mp-transaction-agreement-2025",
        "note": "Offtake Agreement dated 9 July 2025 (Exhibit 10.5)."
      }
    ],
    "implementationStatusHistory": [
      {
        "status": "announced",
        "date": "2025-07-10",
        "sourceId": "src-mp-dod-2025",
        "note": "The company \"will construct\" the facility \"at a soon-to-be-chosen location\"."
      },
      {
        "status": "construction",
        "date": null,
        "sourceId": "src-mp-10q-2026-q2",
        "note": "\"In April 2026, the Company purchased a 120-acre site in Northlake, Texas, for approximately $80 million where construction of the 10X Facility is currently underway.\" Reported for the quarter to 30 June 2026; the start date of construction is not stated."
      }
    ],
    "terms": [
      {
        "kind": "offtake_share",
        "value": "100",
        "qualifier": "exact",
        "currency": null,
        "unit": "% of magnet production",
        "asStated": "the Project Company will sell and deliver to the Department of Defense the entire amount of magnets produced at the 10X Facility",
        "sourceId": "src-dod-mp-transaction-agreement-2025",
        "note": "The Project Company may syndicate up to 100% of production to commercial customers at DoD's request, or at its own request with DoD's consent."
      },
      {
        "kind": "duration",
        "value": "10",
        "qualifier": "exact",
        "currency": null,
        "unit": "years",
        "asStated": "a term of ten years following the Commercial Operation Date",
        "sourceId": "src-dod-mp-transaction-agreement-2025",
        "note": null
      },
      {
        "kind": "other",
        "value": "140000000",
        "qualifier": "at_least",
        "currency": "USD",
        "unit": "EBITDA per year",
        "asStated": "the 10X Facility will generate at least $140,000,000 of EBITDA on an annual basis after reaching full production capacity, adjusted annually ... for inflation at a rate equal to 2%",
        "sourceId": "src-dod-mp-transaction-agreement-2025",
        "note": "The Threshold EBITDA Amount."
      },
      {
        "kind": "other",
        "value": "25",
        "qualifier": "exact",
        "currency": null,
        "unit": "% of the Threshold EBITDA Amount per quarter",
        "asStated": "quarterly \"magnet facilitation payments\" ... equal to 25% of the applicable Threshold EBITDA Amount each quarter",
        "sourceId": "src-dod-mp-transaction-agreement-2025",
        "note": null
      },
      {
        "kind": "annual_reimbursement_cap",
        "value": "30000000",
        "qualifier": "up_to",
        "currency": "USD",
        "unit": "per calendar year",
        "asStated": "payments in respect of certain incremental costs ... capped at $30,000,000 in any calendar year",
        "sourceId": "src-dod-mp-transaction-agreement-2025",
        "note": null
      }
    ],
    "outcomes": [
      {
        "metric": "target_date",
        "value": null,
        "qualifier": null,
        "unit": null,
        "targetDate": "2028",
        "asStated": "expected to begin commissioning in 2028",
        "statedBy": "recipient",
        "sourceId": "src-mp-dod-2025",
        "note": null
      },
      {
        "metric": "annual_capacity",
        "value": "10000",
        "qualifier": "approximately",
        "unit": "metric tons",
        "targetDate": null,
        "asStated": "MP Materials' total U.S. rare earth magnet manufacturing capacity will reach an estimated 10,000 metric tons",
        "statedBy": "recipient",
        "sourceId": "src-mp-dod-2025",
        "note": "Company-wide magnet capacity once the facility is complete, not the 10X Facility alone."
      }
    ],
    "evidence": [
      {
        "sourceId": "src-dod-mp-transaction-agreement-2025",
        "supports": [
          "instrument",
          "value_role",
          "capital_source",
          "provider",
          "recipient",
          "project",
          "facility",
          "stages",
          "materials",
          "status",
          "terms"
        ],
        "evidence": "explicit",
        "locator": "Item 1.01, Offtake Agreement",
        "note": null
      },
      {
        "sourceId": "src-mp-dod-2025",
        "supports": [
          "status",
          "outcomes"
        ],
        "evidence": "explicit",
        "locator": "Opening paragraphs",
        "note": null
      },
      {
        "sourceId": "src-mp-10q-2026-q2",
        "supports": [
          "status"
        ],
        "evidence": "explicit",
        "locator": "Note 1; Note 6, Property, Plant and Equipment; Note 9, Operating Leases; Note 13, Other Current Assets; MD&A, DoW Offtake Agreement and Magnetics segment",
        "note": "Construction is underway and the filing continues to describe the executed DoW offtake. The $6.0 million contract liability and $3.892 million reimbursable-cost receivable are accounting balances, not a separately disclosed cumulative cash-disbursement amount for this offtake."
      },
      {
        "sourceId": "src-mp-q2-results-20260806",
        "supports": [
          "status"
        ],
        "evidence": "explicit",
        "locator": "CEO comments in second-quarter 2026 results",
        "note": "Reports accelerated construction at 10X. This corroborates the project's construction status; it does not date construction commencement or establish a financing draw."
      }
    ],
    "notes": "No amount is stated for the offtake itself: DoD buys at the Project Company's production cost and makes facilitation payments. The outcomes are the company's expectations. Lifecycle review on 3 October 2026 retains contracted status and construction with an unknown commencement date. The Q2 2026 filing recognizes pre-production reimbursable costs under the offtake but does not separately quantify cumulative cash paid under it; no disbursement status or total commitment amount is inferred from deferred balances or receivables. Price Protection Agreement receipts, Independence production and Apple prepayments concern separate instruments or facilities. Commissioning in 2028 remains a target.",
    "lifecycleReview": {
      "financialStatusCheckedAt": "2026-10-03",
      "implementationStatusCheckedAt": "2026-10-03"
    }
  },
  "event": {
    "id": "evt-us-dod-mp-2025",
    "date": "2025-07-10",
    "jurisdiction": "us",
    "titleEn": "DoD–MP Materials public-private partnership for rare earth magnet supply"
  },
  "parents": [],
  "children": [],
  "sources": [
    {
      "id": "src-dod-mp-transaction-agreement-2025",
      "title": "MP Materials Corp., Form 8-K (Transaction Agreement with the Department of Defense)",
      "publisher": "MP Materials Corp. / U.S. Securities and Exchange Commission (EDGAR)",
      "url": "https://www.sec.gov/Archives/edgar/data/1801368/000119312525157310/d43796d8k.htm",
      "language": "en",
      "datePublished": "2025-07-10",
      "dateAccessed": "2026-10-03",
      "sourceType": "other",
      "confidence": "primary",
      "notes": "The binding disclosure of the DoD deal terms, filed with the SEC. Read in full 2026-08-12 (EDGAR returns 403 without a declared user agent). Confirms verbatim: the Transaction Agreement was entered into on 9 July 2025 (the 'Effective Date'); a commitment for a $150 million loan to support expansion of heavy rare earth separation, to be extended by DoD within 30 days following closing; a quarterly payment per kilogram of NdPr equal to the shortfall between $110 per kg and the benchmark quarterly average price; a 10-year offtake agreement for magnet production from the 10X Facility; and a warrant issued to DoD. Source type 'other' follows the convention used for src-mp-dod-2025 (company document rather than a government instrument), but this is the filed agreement disclosure rather than a press release. Note the event is dated 2025-07-10, the announcement date, while the agreement's effective date is 2025-07-09. Rebuilt 2026-08-12 after the record was lost to an accidental working-tree revert; re-verified against the filing. Full original filing reread on 3 October 2026 for the 10X lifecycle review; the reporting date is not treated as a construction commencement date."
    },
    {
      "id": "src-mp-dod-2025",
      "title": "MP Materials announces transformational public-private partnership with the Department of Defense",
      "publisher": "MP Materials",
      "url": "https://mpmaterials.com/news/mp-materials-announces-transformational-public-private-partnership-with-the-department-of-defense-to-accelerate-u-s-rare-earth-magnet-independence/",
      "language": "en",
      "datePublished": "2025-07-10",
      "dateAccessed": "2026-06-13",
      "sourceType": "other",
      "confidence": "primary",
      "notes": "Company press release setting out the DoD–MP Materials deal terms (preferred stock, warrant, loan, NdPr price floor, magnet offtake). Source type recorded as 'other' (company announcement)."
    },
    {
      "id": "src-mp-10q-2026-q2",
      "title": "MP Materials Corp. Form 10-Q for the quarterly period ended June 30, 2026",
      "publisher": "MP Materials Corp. / U.S. Securities and Exchange Commission (EDGAR)",
      "url": "https://www.sec.gov/Archives/edgar/data/1801368/000180136826000048/mp-20260630.htm",
      "language": "en",
      "datePublished": "2026-08-07",
      "dateAccessed": "2026-10-03",
      "sourceType": "official",
      "confidence": "primary",
      "notes": "Binding quarterly filing of the recipient, read in a browser on 2026-09-23. Note 12: \"In July 2025, the Company issued 400,000 shares ... to the DoW for cash consideration of $400.0 million.\" Note on debt: the Samarium Project Loan \"bears interest at a fixed rate of 5.38% per annum\". Note 3 and MD&A: the Price Protection Agreement commenced on October 1, 2025; PPA income of $59.9 million for the six months to June 30, 2026 and a PPA income receivable of $17.6 million ($51.0 million at December 31, 2025). The 10X Facility is in Northlake, Texas, on a 120-acre site bought in April 2026, where construction is \"currently underway\". It refers to the Department of Defense as the Department of War. Full original filing reread on 3 October 2026 for the 10X lifecycle review; the reporting date is not treated as a construction commencement date."
    },
    {
      "id": "src-mp-q2-results-20260806",
      "title": "MP Materials Reports Second Quarter 2026 Results",
      "publisher": "MP Materials Corp.",
      "url": "https://investors.mpmaterials.com/investor-news/news-details/2026/MP-Materials-Reports-Second-Quarter-2026-Results/default.aspx",
      "language": "en",
      "datePublished": "2026-08-06",
      "dateAccessed": "2026-10-03",
      "sourceType": "official",
      "confidence": "primary",
      "notes": "Full original company results release read on 3 October 2026. CEO comments report accelerated construction at the 10X magnet manufacturing facility. Qualification and production at Independence are separate from the 10X construction project. The release does not establish 10X's actual construction commencement date, operational status, or a draw under the expired bank commitment letter."
    }
  ]
}