MP Materials Reports Third Quarter 2024 Results

Revenue increased 20% year-over-year to $62.9 million

Record REO production of 13,742 metric tons, a 28% increase year-over-year

Record NdPr production of 478 metric tons, a 76% sequential increase

NdPr sales volumes nearly tripled sequentially to 404 metric tons

Fort Worth metal production in commissioning with deliveries on track for year-end

MP Materials Corp. (NYSE: MP) (“MP Materials” or the “Company”) today announced financial and operational results for the three months ended September 30, 2024.

“The MP team delivered record production of rare earth concentrate and NdPr oxide in the third quarter,” said James Litinsky, Founder, Chairman, and CEO of MP Materials. “Despite continued weak market pricing, increased NdPr sales volumes drove a return to year-over-year revenue growth. We are also pleased with our progress on scaling midstream production and reducing costs, providing line of sight to positive refining gross margins early next year.”

Third Quarter 2024 Financial and Operational Highlights

For the three months ended

September 30,

2024 vs. 2023

(unaudited)

2024

2023

Amount Change

% Change

Financial Measures:

(in thousands, except per share data)

Revenue

62,927

52,516

10,411

Net loss

(25,516

)

(4,276

)

(21,240

)

497

Adjusted EBITDA(1)

(11,168

)

15,551

(26,719

)

N/M

Adjusted Net Income (Loss)(1)

(19,634

)

7,026

(26,660

)

N/M

Diluted EPS

(0.16

)

(0.02

)

(0.14

)

700

Adjusted Diluted EPS(1)

(0.12

)

0.04

(0.16

)

N/M

Key Performance Indicators:

Rare earth concentrate

(in whole units or dollars)

REO Production Volume (MTs)

13,742

10,766

2,976

REO Sales Volume (MTs)

9,729

9,177

552

Realized Price per REO MT

4,425

5,718

(1,293

)

(23

Separated NdPr products

NdPr Production Volume (MTs)

478

428

856

NdPr Sales Volume (MTs)

404

—

404

N/A

NdPr Realized Price per KG

N/A

N/M = Not meaningful.

N/A = Not applicable as there was no sales volume during the three months ended September 30, 2023.

(1)

See “Use of Non-GAAP Financial Measures” below for the definitions of Adjusted EBITDA, Adjusted Net Income (Loss) and Adjusted Diluted EPS. See tables below for reconciliations of non-GAAP financial measures to their most directly comparable GAAP financial measures.

Revenue increased 20% year-over-year to $62.9 million, driven by sales of separated NdPr, which began in the fourth quarter of 2023, as well as a 6% increase in rare earth oxide (“REO”) in concentrate sales volumes, partially offset by a 23% decrease in the realized price of REO. The increase in REO sales volume was mainly due to higher REO production volumes, which increased 28% year-over-year, reflecting higher mineral recoveries and operational efficiencies achieved as part of our ongoing efforts to expand upstream capacity. The change in realized price reflects a continued soft pricing environment for rare earth products.

Adjusted EBITDA declined by $26.7 million year-over-year to $(11.2) million, driven mainly by higher cost of sales due to initial separated product production, as well as slightly higher general and administrative expenses. Cost of sales was impacted by production costs related to refined product sales, which were not present in the prior year period and which are initially elevated on a per-unit basis given the early stage of ramping the Stage II facilities to normalized production levels. The increase in cost of sales was partially offset by a reduction of an inventory reserve of $2.7 million recorded in the quarter. Selling, general, and administrative expenses were impacted by higher employee headcount, in part to support our downstream expansion, legal expenses, and costs related to the implementation of a new enterprise resource planning system, a portion of which are non-cash.

Adjusted Net Income (Loss) decreased by $26.7 million year-over-year to $(19.6) million, mainly due to the lower Adjusted EBITDA as well as higher depreciation expense resulting from an increase in capital assets placed into service over the last year. Also impacting the comparison was higher interest expense, mainly due to the newly issued 2030 convertible notes, as well as slightly lower interest income. These changes were partially offset by a higher income tax benefit primarily due to a higher pre-tax loss in the current quarter.

Net income (loss) decreased by $21.2 million year-over-year to $(25.5) million, primarily due to the factors driving the lower Adjusted Net Income (Loss) discussed above, partially offset primarily by lower start-up costs in the current quarter.

Diluted earnings per share (“EPS”) decreased by $0.14 year-over-year to a diluted loss per share of $(0.16), in line with the change in net income (loss) discussed above. Adjusted Diluted EPS decreased by $0.16 to $(0.12) in line with the decrease in Adjusted Net Income (Loss) discussed above. Diluted EPS and Adjusted Diluted EPS were also impacted by a lower average share count in the current quarter, which was lower primarily due to the repurchase of 13.0 million and 2.2 million shares in March and August of 2024, respectively.

MP MATERIALS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data, unaudited)

September 30,

2024

December 31,

2023

Assets

Current assets

Cash and cash equivalents

284,434

263,351

Short-term investments

582,056

734,493

Total cash, cash equivalents and short-term investments

866,490

997,844

Accounts receivable

14,549

10,029

Inventories

116,699

95,182

Government grant receivable

7,846

19,302

Prepaid expenses and other current assets

11,599

8,820

Total current assets

1,017,183

1,131,177

Non-current assets

Property, plant and equipment, net

1,230,517

1,158,054

Operating lease right-of-use assets

9,004

10,065

Inventories

19,825

13,350

Equity method investment

8,962

9,673

Intangible assets, net

7,970

8,881

Other non-current assets

6,825

5,252

Total non-current assets

1,283,103

1,205,275

Total assets

2,300,286

2,336,452

Liabilities and stockholders’ equity

Current liabilities

Accounts and construction payable

21,711

27,995

Accrued liabilities

66,224

73,939

Deferred revenue

50,000

—

Other current liabilities

8,854

6,616

Total current liabilities

146,789

108,550

Non-current liabilities

Asset retirement obligations

5,856

5,518

Environmental obligations

16,506

16,545

Long-term debt, net

937,634

681,980

Operating lease liabilities

6,016

6,829

Deferred government grant

19,836

17,433

Deferred income taxes

98,541

130,793

Other non-current liabilities

4,568

3,025

Total non-current liabilities

1,088,957

862,123

Total liabilities

1,235,746

970,673

Commitments and contingencies

Stockholders’ equity:

Preferred stock ($0.0001 par value, 50,000,000 shares authorized, none issued and outstanding in either period)

—

Common stock ($0.0001 par value, 450,000,000 shares authorized, 178,439,486 and 178,082,383 shares issued, and 163,189,704 and 178,082,383 shares outstanding, as of September 30, 2024, and December 31, 2023, respectively)

Additional paid-in capital

948,687

979,891

Retained earnings

342,644

385,726

Accumulated other comprehensive income

296

145

Treasury stock, at cost, 15,249,782 and 0 shares, respectively

(227,105

)

—

Total stockholders’ equity

1,064,540

1,365,779

Total liabilities and stockholders’ equity

2,300,286

2,336,452

MP MATERIALS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

For the three months

ended September 30,

For the nine months

ended September 30,

(in thousands, except share and per share data, unaudited)

2024

2023

2024

2023

Revenue:

Rare earth concentrate

43,053

52,472

107,555

212,139

NdPr oxide and metal

19,179

—

34,037

—

Other revenue

695

1,277

101

Total revenue

62,927

52,516

142,869

212,240

Operating costs and expenses:

Cost of sales (excluding depreciation, depletion and amortization)

57,266

22,217

134,323

69,137

Selling, general and administrative

21,525

19,561

64,226

57,829

Depreciation, depletion and amortization

19,344

16,751

55,939

37,076

Start-up costs

1,627

7,336

4,287

16,125

Advanced projects and development

2,051

2,873

8,143

9,586

Other operating costs and expenses

654

1,314

1,415

6,578

Total operating costs and expenses

102,467

70,052

268,333

196,331

Operating income (loss)

(39,540

)

(17,536

)

(125,464

)

15,909

Interest expense, net

(6,646

)

(1,396

)

(16,248

)

(4,147

)

Gain on early extinguishment of debt

—

46,265

—

Other income, net

11,320

14,456

36,061

41,970

Income (loss) before income taxes

(34,866

)

(4,476

)

(59,386

)

53,732

Income tax benefit (expense)

9,350

200

16,304

(13,166

)

Net income (loss)

(25,516

)

(4,276

)

(43,082

)

40,566

Earnings (loss) per share:

Basic

(0.16

)

(0.02

)

(0.26

)

0.23

Diluted

(0.16

)

(0.02

)

(0.44

)

0.22

Weighted-average shares outstanding:

Basic

164,149,348

177,231,717

168,002,773

177,034,068

Diluted

164,149,348

177,231,717

172,066,214

193,632,662

MP MATERIALS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine months ended

September 30,

(in thousands, unaudited)

2024

2023

Operating activities:

Net income (loss)

(43,082

)

40,566

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Depreciation, depletion and amortization

55,939

37,076

Accretion of discount on short-term investments

(23,669

)

(17,334

)

Gain on early extinguishment of debt

(46,265

)

—

Stock-based compensation expense

18,623

19,041

Amortization of debt issuance costs

2,864

2,650

Lower of cost or net realizable value reserve

15,085

—

Deferred income taxes

(16,240

)

13,156

Other

1,957

1,091

Decrease (increase) in operating assets:

Accounts receivable

(4,520

)

19,676

Inventories

(42,851

)

(25,498

)

Government grant receivable

11,456

—

Prepaid expenses, other current and non-current assets

(2,390

)

(1,437

)

Increase (decrease) in operating liabilities:

Accounts payable and accrued liabilities

(1,303

)

8,601

Income taxes payable

—

(21,163

)

Deferred revenue

50,000

—

Deferred government grant

4,086

—

Other current and non-current liabilities

3,182

Net cash provided by (used in) operating activities

(17,128

)

76,480

Investing activities:

Additions to property, plant and equipment

(144,768

)

(188,927

)

Purchases of short-term investments

(1,150,609

)

(705,241

)

Proceeds from sales of short-term investments

131,776

461,042

Proceeds from maturities of short-term investments

1,195,202

769,907

Proceeds from government awards used for construction

1,050

Net cash provided by investing activities

31,697

337,831

Financing activities:

Proceeds from issuance of long-term debt

747,500

—

Payment of debt issuance costs

(16,149

)

—

Payments to retire long-term debt

(428,599

)

—

Purchase of capped call options

(65,332

)

—

Repurchases of common stock

(225,068

)

—

Principal payments on debt obligations and finance leases

(1,738

)

(2,101

)

Tax withholding on stock-based awards

(4,577

)

(6,476

)

Net cash provided by (used in) financing activities

6,037

(8,577

)

Net change in cash, cash equivalents and restricted cash

20,606

405,734

Cash, cash equivalents and restricted cash beginning balance

264,988

143,509

Cash, cash equivalents and restricted cash ending balance

285,594

549,243

Reconciliation of cash, cash equivalents and restricted cash:

Cash and cash equivalents

284,434

547,668

Restricted cash, current

811

1,228

Restricted cash, non-current

349

347

Total cash, cash equivalents and restricted cash

285,594

549,243

Reconciliation of GAAP Net Income (Loss) to

Non-GAAP Adjusted EBITDA

For the three months

ended September 30,

For the nine months

ended September 30,

(in thousands, unaudited)

2024

2023

2024

2023

Net income (loss)

(25,516

)

(4,276

)

(43,082

)

40,566

Adjusted for:

Depreciation, depletion and amortization

19,344

16,751

55,939

37,076

Interest expense, net

6,646

1,396

16,248

4,147

Income tax expense (benefit)

(9,350

)

(200

)

(16,304

)

13,166

Stock-based compensation expense(1)

5,453

6,298

18,623

19,041

Initial start-up costs(2)

1,493

7,082

3,918

15,474

Transaction-related and other costs(3)

1,428

1,642

6,108

7,124

Accretion of asset retirement and environmental obligations(4)

234

227

695

681

Loss on disposals of long-lived assets, net(4)(5)

420

1,087

720

5,897

Gain on early extinguishment of debt(6)

—

(46,265

)

—

Other income, net(7)

(11,320

)

(14,456

)

(36,061

)

(41,970

)

Adjusted EBITDA

(11,168

)

15,551

(39,461

)

101,202

(1)

Principally included in “Selling, general and administrative” within our unaudited Condensed Consolidated Statements of Operations.

(2)

Included in “Start-up costs” within our unaudited Condensed Consolidated Statements of Operations and excludes any applicable stock-based compensation, which is included in the “Stock-based compensation expense” line above. Relates to certain costs incurred in connection with the commissioning and starting up of our initial separations capability at Mountain Pass and our initial magnet-making capabilities at Fort Worth prior to the achievement of commercial production. These costs include labor of incremental employees hired in advance to work directly on such commissioning activities, training costs, costs of testing and commissioning the new circuits and processes, and other related costs. Given the nature and scale of the related costs and activities, management does not view these as normal, recurring operating expenses, but rather as non-recurring investments to initially develop our separations and magnet-making capabilities. Therefore, we believe it is useful and necessary for investors to understand our core operating performance in current and future periods by excluding the impact of these start-up costs. To the extent additional start-up costs are incurred in the future to expand our separations and magnet-making capabilities after initial achievement of commercial production (e.g., significantly expanding production capacity at an existing facility or building a new separations or magnet manufacturing facility), such costs would not be considered an adjustment for this non-GAAP financial measure.

(3)

Principally included in “Advanced projects and development” within our unaudited Condensed Consolidated Statements of Operations, and pertains to legal, consulting, and advisory services, and other costs associated with specific transactions, including potential acquisitions, mergers, or other investments.

(4)

Included in “Other operating costs and expenses” within our unaudited Condensed Consolidated Statements of Operations.

(5)

Amounts for the three and nine months ended September 30, 2023, principally related to demolition costs incurred in connection with demolishing and removing certain out-of-use older facilities and infrastructure from the Mountain Pass site to accommodate future expansion in rare earth processing.

(6)

Pertains to the gain recognized on the repurchase of $480.0 million aggregate principal amount of our 0.25% unsecured senior convertible notes due 2026 (the “2026 Notes”) in March 2024.

(7)

Principally comprised of interest and investment income.

Reconciliation of GAAP Net Income (Loss) to

Non-GAAP Adjusted Net Income (Loss)

For the three months

ended September 30,

For the nine months

ended September 30,

(in thousands, unaudited)

2024

2023

2024

2023

Net income (loss)

(25,516

)

(4,276

)

(43,082

)

40,566

Adjusted for:

Stock-based compensation expense(1)

5,453

6,298

18,623

19,041

Initial start-up costs(2)

1,493

7,082

3,918

15,474

Transaction-related and other costs(3)

1,428

1,642

6,108

7,124

Loss on disposals of long-lived assets, net(4)

420

1,087

720

5,897

Gain on early extinguishment of debt(5)

—

(46,265

)

—

Other

—

)

—

(42

)

Tax impact of adjustments above(6)

(2,912

)

(4,806

)

4,816

(12,684

)

Adjusted Net Income (Loss)

(19,634

)

7,026

(55,162

)

75,376

(1)

Principally included in “Selling, general and administrative” within our unaudited Condensed Consolidated Statements of Operations.

(2)

(3)

(4)

Included in “Other operating costs and expenses” within our unaudited Condensed Consolidated Statements of Operations. Amounts for the three and nine months ended September 30, 2023, principally related to demolition costs incurred in connection with demolishing and removing certain out-of-use older facilities and infrastructure from the Mountain Pass site to accommodate future expansion in rare earth processing.

(5)

Pertains to the gain recognized on the repurchase of $480.0 million aggregate principal amount of our 2026 Notes in March 2024.

(6)

Tax impact of adjustments is calculated using an adjusted effective tax rate, which excludes the impact of discrete tax costs and benefits, to each adjustment. The adjusted effective tax rates were 33.1%, 28.5%, 29.8% and 26.7% for the three and nine months ended September 30, 2024 and 2023, respectively.

Reconciliation of GAAP Diluted Earnings (Loss) per Share to

Non-GAAP Adjusted Diluted EPS

For the three months

ended September 30,

For the nine months

ended September 30,

(unaudited)

2024

2023

2024

2023

Diluted earnings (loss) per share

(0.16

)

(0.02

)

(0.44

)

0.22

Adjusted for:

Stock-based compensation expense

0.04

0.03

0.11

0.10

Initial start-up costs

0.01

0.04

0.02

0.08

Transaction-related and other costs

0.01

0.04

Loss on disposals of long-lived assets, net

—

0.01

—

0.03

Gain on early extinguishment of debt

—

(0.27

)

—

Tax impact of adjustments above(1)

(0.02

)

(0.03

)

0.03

(0.07

)

2026 Notes if-converted method(2)

—

0.18

—

Adjusted Diluted EPS

(0.12

)

0.04

(0.33

)

0.40

Diluted weighted-average shares outstanding(3)

164,149,348

177,231,717

172,066,214

193,632,662

Assumed conversion of 2026 Notes(3)

—

(4,063,441

)

—

Assumed conversion of restricted stock(4)

—

582,144

—

Assumed conversion of restricted stock units(4)

—

438,803

—

Adjusted diluted weighted-average shares outstanding(3)(4)

164,149,348

178,252,664

168,002,773

193,632,662

(1)

(2)

For the nine months ended September 30, 2024, since the 2026 Notes were dilutive for purposes of computing GAAP diluted loss per share but antidilutive for purposes of computing Adjusted Diluted EPS, within this reconciliation, we have included this adjustment to reverse the impact of applying the if-converted method to the 2026 Notes in the computation of GAAP diluted loss per share.

(3)

For the nine months ended September 30, 2024, since the 2026 Notes were dilutive for purposes of computing GAAP diluted loss per share but antidilutive for purposes of computing Adjusted Diluted EPS, the adjusted diluted weighted-average shares outstanding exclude the potentially dilutive securities associated with the 2026 Notes.

(4)

The assumed conversion of restricted stock and restricted stock units was antidilutive for GAAP purposes for the three months ended September 30, 2023. For purposes of calculating Adjusted Diluted EPS, we have added back the assumed conversion of restricted stock and restricted stock units since they would not be antidilutive when using Adjusted Net Income as the numerator in the calculation of Adjusted Diluted EPS.

Conference Call Details

MP Materials will host a conference call to discuss these results at 2:00 p.m. Pacific Time, Thursday, November 7, 2024. To join the conference call on a listen-only basis, participants should dial 1-888-788-0099 and international participants should dial 1-646-876-9923 and enter the conference ID number: 95013795492 as well as the passcode: 404812. The live audio webcast along with the press release and accompanying slide presentation, will be accessible at investors.mpmaterials.com. A recording of the webcast will also be available following the conference call.

About MP Materials

MP Materials (NYSE: MP) produces specialty materials that are vital inputs for electrification and other advanced technologies. MP’s Mountain Pass facility is America’s only scaled rare earth production source. The Company is currently expanding its manufacturing operations downstream to provide a full supply chain solution from materials to magnetics. More information is available at https://mpmaterials.com/.

Join the MP Materials community on X, YouTube, Instagram and LinkedIn.

We routinely post important information on our website, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in the Investors section of our website. Accordingly, investors should monitor such portion of our website, in addition to following our press releases, Securities and Exchange Commission filings and public conference calls and webcasts.

Forward-Looking Statements

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,” “shall,” “may,” “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 the price and market for rare earth materials, the continued demand for rare earth materials and the market for rare earth materials generally, future demand for electric vehicles and magnets, estimates and forecasts of the Company’s results of operations and other financial and performance metrics, including NdPr oxide production and shipments, expected NdPr oxide production and sales in the fourth quarter of 2024, the Company’s share repurchase program, the expected cash flows of the early production of magnetic precursor products in Stage III and associated expected magnetic precursor products prepayments and timing thereof, the expected timing for receipt of the 48C tax credits, expected capital expenditures in Stage II and Stage III, the Company’s ability to control costs and expenses, the Company’s Upstream 60K strategy, including statements regarding the timing, costs and ability to increase REO production, and the Company’s Stage II and Stage III projects, including the Company’s ability to achieve run rate production of separated rare earth materials and production of commercial metal and magnets. Such statements are all subject to risks, uncertainties and changes in circumstances that could significantly affect the Company’s future financial results and business.

Accordingly, the Company cautions that the forward-looking statements contained herein are qualified by important factors that could cause actual results to differ materially from those reflected by such statements. These forward-looking statements are subject to a number of risks and uncertainties, including fluctuations and uncertainties related to demand for and pricing of rare earth products; changes in domestic and foreign business, market, financial, political and legal conditions; changes in demand for NdFeB magnets; the effects of competition on the Company’s future business; risks related to the Company’s Upstream 60K strategy, including delays in completion, unexpected costs and expenses and timing for obtaining regulatory approvals; risks related to the rollout of the Company’s business strategy, including Stage II and Stage III, and the timing of achieving expected business milestones in Stage II and Stage III, including the Company’s ability to produce commercial metal in 2024; risks related to the Company’s Stage II operations and the Company’s ability to achieve run rate production of separated rare earth materials; risks related to the Company’s long-term agreement with General Motors, including the Company’s ability to produce and supply NdFeB magnets; risks related to expected sales of separated NdPr oxide due to various risks, including demand and pricing for separated NdPr oxide; risks related to the Company’s ability to develop magnetic precursor products in Stage III, including production delays; risks related to the Company entering into agreements with customers for prepayment of magnetic precursor products, including NdPr metal; risks associated with the terms of the new 3% convertible notes due 2030; risks related to the share repurchase program and whether it will be fully consummated or will enhance long-term stockholder value; the impact of the global COVID-19 pandemic, on any of the foregoing risks; risks related to current and future governmental and environmental laws, regulations, licenses or legal requirements; and those risk factors discussed in the Company’s filings with the Securities and Exchange Commission, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents filed by the Company with the Securities and Exchange Commission.

If any of these risks materialize or the assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. The Company does not intend to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this earnings release may not occur.

Use of Non-GAAP Financial Measures

This press release references certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted Net Income (Loss), and Adjusted Diluted EPS, which have not been prepared in accordance with GAAP. MP Materials defines Adjusted EBITDA as GAAP net income or loss before interest expense, net; income tax expense or benefit; and depreciation, depletion and amortization; further adjusted to eliminate the impact of stock-based compensation expense; initial start-up costs; transaction-related and other costs; accretion of asset retirement and environmental obligations; gain or loss on disposals of long-lived assets; gain or loss on early extinguishment of debt; and other income or loss. MP Materials defines Adjusted Net Income (Loss) as GAAP net income or loss excluding the impact of stock-based compensation expense; initial start-up costs; transaction-related and other costs; gain or loss on disposals of long-lived assets; gain or loss on early extinguishment of debt; and other items that management does not consider representative of our underlying operations; adjusted to give effect to the income tax impact of such adjustments. MP Materials defines Adjusted Diluted EPS as GAAP diluted earnings or loss per share excluding the per share impact, using adjusted diluted weighted-average shares outstanding, of stock-based compensation expense; initial start-up costs; transaction-related and other costs; gain or loss on disposals of long-lived assets; gain or loss on early extinguishment of debt; and other items that management does not consider representative of our underlying operations; adjusted to give effect to the income tax impact of such adjustments. In addition, when appropriate, we include an adjustment to reverse the impact of applying the if-converted method to our 2026 Notes if necessary to reconcile between GAAP diluted earnings or loss per share and Adjusted Diluted EPS. When applicable, adjusted diluted weighted-average shares outstanding reflect the anti-dilutive impact of our capped call options entered into in connection with the issuance of our 3.00% unsecured senior convertible notes due March 2030.

MP Materials’ management uses Adjusted EBITDA, Adjusted Net Income (Loss), and Adjusted Diluted EPS to compare MP Materials’ performance to that of prior periods for trend analyses and for budgeting and planning purposes. MP Materials believes Adjusted EBITDA, Adjusted Net Income (Loss), and Adjusted Diluted EPS provide useful information to management and investors regarding certain financial and business trends relating to MP Materials’ financial condition and results of operations. MP Materials’ management believes that the use of Adjusted EBITDA, Adjusted Net Income (Loss), and Adjusted Diluted EPS provides an additional tool for investors to use in evaluating projected operating results and trends. MP Materials’ method of determining these non-GAAP measures may be different from other companies’ methods and, therefore, may not be comparable to those used by other companies and MP Materials does not recommend the sole use of these non-GAAP measures to assess its financial performance. Management does not consider non-GAAP measures in isolation or as an alternative or to be superior to financial measures determined in accordance with GAAP. The principal limitation of non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in MP Materials’ financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, management presents reconciliations of such non-GAAP financial measures to the most directly comparable GAAP financial measures.

Key Performance Indicators

REO Production Volume is measured in MTs, the Company’s principal unit of sale for its concentrate product. This measure refers to the REO content contained in the rare earth concentrate we produce and, beginning in the second quarter of 2023, includes volumes fed into downstream circuits for commissioning and starting up our separations facilities and for producing separated rare earth products, a portion of which is also included in our KPI, NdPr Production Volume. REO Production Volume is a key indicator of the Company’s mining and processing capacity and efficiency.

REO Sales Volume for a given period is calculated in MTs. A unit, or MT, is considered sold once we recognize revenue on its sale as determined in accordance with GAAP. REO Sales Volume is a key measure of the Company’s ability to convert its concentrate production into revenue. REO Sales Volume includes both traditional concentrate as well as roasted concentrate.

Realized Price per REO MT for a given period is calculated as the quotient of: (i) the Company’s rare earth concentrate sales, which are determined in accordance with GAAP, for a given period and (ii) the Company’s REO Sales Volume for the same period. Realized Price per REO MT is an important measure of the market price of the Company’s concentrate product.

NdPr Production Volume for a given period is measured in MTs, the Company’s principal unit of sale for its NdPr separated products. NdPr Production Volume refers to the volume of finished and packaged NdPr oxide produced at Mountain Pass for a given period. NdPr Production Volume is a key indicator of the Company’s separations and finishing capacity and efficiency.

Our NdPr Sales Volume for a given period is calculated in MTs and on an NdPr oxide-equivalent basis (as further discussed below). A unit, or MT, is considered sold once we recognize revenue on its sale, whether sold as NdPr oxide or NdPr metal, as determined in accordance with GAAP. For NdPr metal sales, the MTs sold and included in NdPr Sales Volume are calculated on the basis of the volume of NdPr oxide used to produce such NdPr metal. We utilize an assumed material conversion ratio of 1.20, such that a sale of 100 MTs of NdPr metal would be included in this KPI as 120 MTs of NdPr oxide-equivalent. NdPr Sales Volume is a key measure of our ability to convert our production of separated NdPr products into revenue. We have a mix of contracts with customers where we sell NdPr as (i) oxide, (ii) metal, where the amount of oxide required to produce such metal is variable, and (iii) metal, where we have a guarantee of the amount produced and sold based on the amount of oxide consumed. Among other factors, differences between quarterly NdPr Production Volume and NdPr Sales Volume may be caused by the time required for the conversion of NdPr oxide to NdPr metal, including time in-transit, as well as differences in actual versus assumed yields of oxide to metal in the calculation of NdPr Sales Volume.

NdPr Realized Price per kilogram (“KG”) for a given period is calculated as the quotient of: (i) our NdPr oxide and metal sales, which are determined in accordance with GAAP, for a given period and (ii) our NdPr Sales Volume for the same period. NdPr Realized Price per KG is an important measure of the market price of our NdPr products.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241107341825/en/

Investors: IR@mpmaterials.com

Media: Matt Sloustcher media@mpmaterials.com

MP Materials (NYSE:MP)
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