8-K
MP Materials Corp. / DE (MP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 9, 2021
MP MATERIALS CORP.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39277 | 84-4465489 |
|---|---|---|
| (State or other jurisdiction<br> <br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
6720 Via Austi Parkway, Suite 450
Las Vegas, Nevada 89119
(Address of principal executive offices and Zip Code)
(702) 844-6111
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br>on which registered |
|---|---|---|
| Common Stock, par value of $0.0001 per share | MP | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company ☑
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Items.
On December 9, 2021, General Motors (“GM”) and MP Materials Corp. (the “Company”) issued a joint press release announcing the formation of a strategic collaboration to develop a fully integrated U.S. supply chain for rare earth magnets. A copy of the joint press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
In addition, on December 9, 2021, the Company issued a press release announcing that the Company expects to build an initial metal, alloy, and magnet manufacturing facility in Fort Worth, Texas, and that the Company is the entering into a long-term supply agreement with GM. A copy of the press release is attached hereto as Exhibit 99.2 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit<br>No. | Description |
|---|---|
| 99.1 | Joint press release issued by General Motors and MP Materials Corp. on December 9, 2021. |
| 99.2 | Press release issued by MP Materials Corp. on December 9, 2021. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: December 9, 2021 | MP Materials Corp. | |
|---|---|---|
| By: | /s/ Elliot D. Hoops | |
| Elliot D. Hoops | ||
| General Counsel and Secretary |
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EX-99.1
Exhibit 99.1
General Motors and MP Materials Enter Long-Term Supply Agreement to Scale
Rare Earth Magnet Sourcing and Production in the U.S.
Rare earth materials sourced from Mountain Pass, California, will be manufactured into magnets at new
MP Materials production facility in Fort Worth, Texas
Rare earth magnets are critical components in GM Ultium Platform EV motors
GM’s EV supply chain strategy prioritizes environmental sustainability and recyclability
DETROIT AND LAS VEGAS – General Motors (NYSE: GM) and MP Materials (NYSE: MP) today announced the formation of a strategic collaboration to develop a fully integrated U.S. supply chain for rare earth magnets. Under the long-term agreement, MP Materials will supply U.S.-sourced and manufactured rare earth materials, alloy and finished magnets for the electric motors used in the GMC HUMMER EV, Cadillac LYRIQ, Chevrolet Silverado EV and more than a dozen models using GM’s Ultium Platform, with a gradual production ramp that begins in 2023.
Neodymium-iron-boron (NdFeB) magnets are critical inputs that enable electric motors to transform electricity into motion. Although development of permanent magnets began in the U.S., there is virtually no domestic capacity to produce sintered NdFeB magnets today. This strategic collaboration seeks to accelerate the restoration of the U.S. rare earth supply chain at commercial scale with high resiliency and environmental sustainability.
MP Materials owns and operates the Mountain Pass rare earth mine and processing facility in California, the only active and scaled rare earth production site in America. Rare earth materials sourced from Mountain Pass will be transformed into metal, NdFeB alloy and magnets at a new production facility MP Materials today announced it will build in Fort Worth, Texas, delivering an end-to-end, U.S. supply chain.
“We are building a resilient and sustainable EV manufacturing value chain in North America, from raw materials to cell manufacturing to electric drive motors and beyond, further accelerating GM’s vision to support a mass market for EVs,” said Shilpan Amin, GM vice president, Global Purchasing and Supply Chain. “Our work with MP Materials is another bold step forward that will help ensure that we meet our goal to lead the EV industry in North America in more than just sales.”
“Restoring the full rare earth supply chain to the United States at scale would not be possible without U.S. manufacturers like GM recognizing the strategic consequence and acting with conviction,” said MP Materials Chairman and CEO, James Litinsky. “We are proud to welcome GM as the foundational automotive customer for our new magnetics facility and join forces with a company fully aligned with our vision to reinvigorate the American manufacturing spirit.”
GM and MP Materials have signed a binding agreement on terms and expect to enter into a definitive supply agreement shortly. In addition, the two companies will look to collaboratively engage from a public policy perspective to seek policies that are supportive of the establishment of a secure, U.S. rare earth supply chain.
Integrated recycling and environmental sustainability
MP’s domestic supply chain spanning California and Texas will provide certainty of provenance, supply and sustainability. Mountain Pass is a closed-loop, zero-discharge rare earth production facility with a dry tailings process that recycles more than 1 billion liters of water per year.
To optimize for efficiency and sustainability, waste generated during MP’s rare earth alloy and magnet manufacturing will be recycled back into the process. GM and MP Materials will also explore the potential to further optimize production efficiency and conserve natural resources through novel recycling approaches based on end-of-life, closed-loop principles.
GM EV Milestones
| • | Invest $35 billion in EV and AV product development by 2025 |
|---|---|
| • | Launch more than 30 EVs globally through 2025 |
| --- | --- |
| • | Sell more than 1 million EVs globally by 2025, earning EV market leadership in North America<br> |
| --- | --- |
| • | Drive first-generation Ultium cell costs 40 percent lower than those used in the Chevrolet Bolt EV; achieve<br>twice the energy density at 60 percent lower cost in the second generation |
| --- | --- |
| • | Rapidly scale EV manufacturing, with more than 50 percent of North America and China plants capable of EV<br>production by 2030 |
| --- | --- |
| • | Double annual revenues from a five-year average of about $140 billion by the end of the decade, expand<br>margins, and grow EV revenue from about $10 billion in 2023 to approximately $90 billion annually by 2030 |
| --- | --- |
GeneralMotors (NYSE: GM) is a global company focused on advancing an all-electric future that is inclusive and accessible to all. At the heart of this strategy is the Ultium battery platform, which will power everything from mass-market to high-performance vehicles. General Motors, its subsidiaries and its joint venture entities sell vehicles under the Chevrolet, Buick, GMC, Cadillac, Baojun and Wuling brands. More information on the company and its subsidiaries, including OnStar, a global leader in vehicle safety and security services, can be found at https://www.gm.com. ****
MP Materials (NYSE: MP) is the largest producer of rare earth materials in the Western Hemisphere. The Company owns and operates the Mountain Pass Rare Earth Mine and Processing Facility (Mountain Pass), the only rare earth mining and processing site of scale in North America. MP Materials produced approximately 15% of the rare earth content consumed in the global market in 2020. Separated rare earth elements are critical inputs for the magnets that enable the mobility of electric vehicles, drones, defense systems, wind turbines, robotics and many other high-growth, advanced technologies. More information is available at https://mpmaterials.com/.
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Cautionary Note on Forward-Looking Statements: This press release may include “forward-looking statements” within the meaning of the U.S. federal securities laws. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements represent our current judgment about possible future events and are often identified by words such as “aim,” “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “effect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “priorities,” “project,” “pursue,” “seek,” “should,” “target,” “when,” “will,” “would,” or the negative of any of those words or similar expressions. In making these statements, we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future
events or financial results, and our actual result may differ materially due to a variety of important factors, many of which are described in our Annual Report on Form 10-K, our subsequently filed Quarterly Reports on Form 10 Q, and our other filings with the U.S. Securities and Exchange Commission. We caution readers not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors that affect the subject of these statements, except where we are expressly required to do so by law.
CONTACTS:
David Barnas
General Motors Communications
248-918-8946
David.Barnas@gm.com
Matt Sloustcher
MP Materials
725.233.0537
msloustcher@mpmaterials.com
EX-99.2
Exhibit 99.2
MP Materials to Build U.S. Magnet Factory, Enters Long-Term Supply Agreement with General Motors
MP’s initial magnetics facility in Fort Worth, Texas, will source materials from Mountain Pass, California, restoring a fullyintegrated U.S. supply chain
MP has entered a long-term agreement with General Motors to supply U.S.-sourced and manufactured rareearth alloy and magnets to power more than a dozen models using GM’s Ultium Platform
The facility will produce NdFeB alloy andmagnets with the potential to power approximately 500,000 EV motors per year; a gradual production ramp is expected to begin in 2023
LASVEGAS – December 9, 2021 – MP Materials Corp. (NYSE: MP) announced today that it will build its initial rare earth (RE) metal, alloy and magnet manufacturing facility in Fort Worth, Texas. The company also announced that it has entered a binding, long-term agreement with General Motors (NYSE: GM) to supply U.S.-sourced and manufactured rare earth materials, alloy and finished magnets for the electric motors in more than a dozen models using GM’s Ultium Platform, with a gradual production ramp that begins in 2023.
In Fort Worth, MP Materials will develop a 200,000 sq. ft. greenfield metal, alloy and neodymium-iron-boron (NdFeB) magnet manufacturing facility, which will also serve as the business and engineering headquarters for its growing magnetics division, MP Magnetics. The facility will create more than 100 skilled jobs and be located in the AllianceTexas development owned and operated by Hillwood, a Perot company.
MP’s initial magnetics facility will have the capacity to produce approximately 1,000 tonnes of finished NdFeB magnets per year with the potential to power approximately 500,000 EV motors annually. The NdFeB alloy and magnets produced will also support other key markets, including clean energy, electronic and defense technologies. The facility will also supply NdFeB alloy flake to other magnet producers to help develop a diverse and resilient U.S. magnet supply chain.
“MP Materials has built an exceptional magnetics team and important commercial relationships that will accelerate our mission to restore the full rare earth supply chain to the United States,” said MP Materials Chairman & CEO, James Litinsky. “This is a momentous occasion for the reshoring of the American supply chain, and we are grateful for GM’s confidence, commitment and leadership.”
NdFeB Magnets Are Essential to Modern Tech
NdFeB permanent magnets are critical inputs to the electric motors and generators that enable EVs, robots, wind turbines, drones, defense systems and other technologies to transform electricity into motion and motion into electricity. Although development of permanent magnets originated in the United States, the U.S. has virtually no capacity to produce sintered NdFeB magnets today.
Like semiconductors, which became linked to virtually every aspect of life as computers and software proliferated, NdFeB magnets are fundamental building blocks in modern technologies and will increase in importance as the global economy electrifies and decarbonizes. Adamas Intelligence, an independent research firm, expects global NdFeB demand to double by 2030 driven largely by increased production of EVs.
Scaling Domestic RE Magnet Production to Support the EV Revolution
MP Materials’ initial Fort Worth metal and magnet facility is deliberately sized to achieve commercial economics at the minimum required scale. This measured approach will enable MP Materials to refine its production processes and technologies, and apply learnings to future, higher volume facilities.
MP Materials’ Fort Worth facility will consume less than 10% of the 6,075 tonnes of NdPr oxide MP Materials expects to produce annually at Mountain Pass. The company envisions building additional alloy and magnet capacity in the future to consume a greater percentage of its primary production and supply growing U.S. demand.
Environmental Sustainability & Recycling
MP Materials’ operations spanning California and Texas will provide certainty of provenance and sustainability. Mountain Pass is a closed loop, zero-discharge RE production facility with a dry tailings process that recycles more than one billion liters of water per year. The facility operates in full compliance with U.S. and California environmental regulations.
The vertically integrated nature of MP’s operation also provides flexibility to optimize recycling pathways using a first principles approach. Waste generated during the alloy and magnet production process will be recycled. End-of-life magnets can also be re-processed into high purity separated RE oxides at Mountain Pass. The recycled oxides can then be refined into metal and, once again, produced into high performance magnets. MP’s vertically integrated operation also allows for the development of more novel recycling pathways that shortcut these traditional approaches. The company is currently developing end-of-life, circular recycling concepts with significant commercial entities.
MP Materials (NYSE: MP) is the largest producer of rare earth materials in the Western Hemisphere. The Company owns and operates the Mountain Pass Rare Earth Mine and Processing Facility (Mountain Pass), the only rare earth mining and processing site of scale in North America. MP Materials produced approximately 15% of the rare earth content consumed in the global market in 2020. Separated rare earth elements are critical inputs for the magnets that enable the mobility of electric vehicles, drones, defense systems, wind turbines, robotics and many other high-growth, advanced technologies. More information is available at https://mpmaterials.com/.
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SAFE HARBOR
This press release contains certain statements that are not historical facts and are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of the words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “will,” “target,” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding expectations and benefits of a long-term agreement with General Motors and the Company’s ability to supply U.S.-produced NdFeB alloy and magnets; the potential demand for NdFeB magnets in the future; the expected production of NdPr oxide at the Company’s Mountain Pass facility; the timing, expectations and benefits of the Company’s Stage III, including the cost and timing for completion of the Stage III facility; the number of jobs related to the initial Stage III facility; the approximate amount of NdFeB alloy and magnets to be produced at the Stage III facility and the date of start of production at the Stage III facility; the proposed location of the Stage III facility; the Company’s future plans to build an additional, higher-volume capability to produce NdFeB alloy and magnets; and the Company’s ability to recycle magnets in the future.
These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of the Company’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and must not be relied on by any investor as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company. These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political and legal conditions; risks relating to the uncertainty of the projected financial information with respect to the Company; risks related to the rollout of the Company’s business strategy, including Stage III, and the timing of expected business milestones; risks related to the Company’s long-term agreement with General Motors, including that this long-term agreement is subject to the Company and General Motors entering into a definitive Supply Agreement that includes all terms and conditions, which may or may not occur; risks related to the Company’s ability to produce and supply NdFeB alloy and magnets to third parties, including General Motors, which is subject to a number of uncertainties and contingencies; risks related to the construction of the Stage III facility, including timing for completion and costs; the proposed location of the Stage III facility is subject to the Company closing on a purchase and sale agreement, which is subject to a number of closing conditions, which may or not be satisfied, including the Company obtaining certain incentives approved by the City of Fort Worth; risks related to demand for NdFeB alloy and magnets which may decrease materially in the future; the effects of competition on the Company’s future business; risks related to political and macroeconomic uncertainty; the impact of the global COVID-19 pandemic, including the Delta variant, Omicron variant and other variants, on any of the foregoing risks; risks related to the Company’s ability to comply with various government regulations that are applicable to its business; risks related to the Company’s ability to maintain its governmental licenses, registrations, permits, and approvals necessary for its business; and those factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, and the Company’s Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2021, June 30, 2021 and September 30, 2021, under the heading “Risk Factors,” and other documents to be filed by the Company with the SEC.
If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company does not presently know or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. The Company anticipates that subsequent events and developments will cause the Company’s assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so, unless required by applicable law. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.
MEDIA CONTACT:
Matt Sloustcher
725.233.0537
msloustcher@mpmaterials.com
INVESTOR RELATIONSCONTACT:
ir@mpmaterials.com