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USA Rare Earth Strikes USD 2.8bn Deal for Brazil’s Serra Verde in Landmark Rare Earths Push

USA Rare Earth (USAR) has agreed to acquire Brazil’s Serra Verde Group in a transaction valued at approximately USD 2.8bn, creating what the companies describe as the first fully integrated “mine-to-magnet” rare earth platform outside Asia and marking one of the most strategically significant critical minerals deals of the year.

Under the terms of the agreement, announced in April 2026, Nasdaq-listed USAR will acquire 100% of Serra Verde through a combination of USD 300mn in cash and roughly 126.8 million newly issued shares. Existing Serra Verde shareholders, including Denham Capital, Vision Blue Resources, Orion Resource Partners and Energy & Minerals Group, will retain approximately 34% of the combined company. The transaction is expected to close in the third quarter of 2026, subject to regulatory and shareholder approvals.

At the center of the deal is Serra Verde’s Pela Ema operation in Goiás, Brazil, currently the only scaled producer outside Asia capable of supplying all four key magnetic rare earth elements: neodymium, praseodymium, dysprosium and terbium. These materials are essential for electric vehicles, wind turbines, semiconductors, defense systems and AI-related technologies.

The acquisition comes as Western governments intensify efforts to reduce dependence on China, which still dominates global rare earth mining and refining. Serra Verde recently secured a 15-year agreement to sell 100% of its Phase 1 production to a U.S.-government-backed special purpose vehicle, with guaranteed floor prices for critical rare earth elements, a structure designed to stabilize cash flows and support long-term investment.

The Brazilian operation, which entered production in 2024 after more than USD 1.1bn of development spending, is projected to generate annualized EBITDA of USD 550mn to USD 650mn by the end of 2027. The combined company expects annualized EBITDA to approach USD 1.8bn by 2030.

Strategically, the transaction fills the upstream gap in USAR’s broader supply-chain ambitions. The company already controls downstream processing, metallization and magnet-manufacturing assets in the United States and Europe, including Less Common Metals in the UK and magnet production facilities in Oklahoma. Together, the companies will operate across Brazil, the U.S., France and the UK, spanning mining, separation, alloy production and magnet manufacturing.

The deal also highlights Brazil’s rising importance in the global critical minerals race. Serra Verde’s rare earth deposits, combined with Brazil’s mining infrastructure and renewable energy base, position the country as a key alternative supplier for Western industrial and defense supply chains increasingly seeking non-Chinese sources of strategic materials.

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