Rare Earths Americas, Inc.

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Investment Snapshot

424B4 All Filings

Symbol

REA

IPO Date (Actual)

2026-05-06

Offer Range

$19.00

Shares Offered

3.3M

Total Shares Post-IPO

23.3M

Market Cap

—

Target Price

$00.00

Implied Upside vs Midpoint

$00.00

Use of Proceeds

Fund exploration, drilling, permitting and development of REE assets in North America and for general corporate purposes.

Price Chart

Historic Price Chart - REA

DividendsSplits/Mergers

Thesis

Rare Earths Americas, Inc. (proposed ticker: REA) is a development/exploration‑stage company filing an S‑1/A to raise capital to fund exploration, drilling, permitting and development of North American rare earth element (REE) resources. The company is pre‑revenue and aims to advance domestic REE supply‑chain capability for EVs, defense and high‑tech manufacturing. IPO proceeds are intended for exploration, drilling, permitting, development and general corporate purposes.

Valuation & Price Target

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Business & Product Moat

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Company Description (Source)

We are an exploration stage company advancing a portfolio of critical minerals projects focused on high-grade heavy rare earth mineral assets. Our work is aimed toward defining mineralization for our projects and increasing our understanding of its characteristics and economics. Our portfolio includes three material projects, which we believe positions REA as a future potential cornerstone of non-Chinese rare earth supply, aligning with Western industrial and national security priorities: • Shiloh Project (Georgia, United States): We believe that the Shiloh Project represents a significant exploration opportunity in the rare earth sector. The exploration activities completed to date, including radiometric surveys, drilling programs, and preliminary metallurgical test work, have indicated the presence of wide-spread and high-grade rare earth elements mineralization, primarily in the form of monazite. The geological setting, favorable land position spanning 1,927 acres, and the increasing market demand for domestic sources provide a foundation for the additional work that is recommended to be conducted in the Shiloh Project area. The Shiloh Project presents a new rare earth district discovery in the U.S, of approximately 400 km² with high rare earth grades for boulder assays of up to 20.01% Total Rare Earth Oxides (“TREO”) and trenching intercepts of up to 30.98% TREO in early-stage exploration results, including high grades of heavy rare earth elements used in high performance magnets. Located on private land, this project benefits from well-established infrastructure, low-cost power and a streamlined pathway to obtaining necessary permits. Exploration activities are at an earlier stage than at our other material projects, and we have not established mineral resources or mineral reserves at the Shiloh Project. • Alpha Project (Bahia, Brazil): Due to its large land package, the Alpha Project has the potential to become one of the largest ionic adsorption clay (“IAC”) resources globally, with district-scale of approximately 496 km of tenements ionic clay rare earth deposit. The resources disclosed are for a deposit area located on nine contiguous concessions (100 km²) with a defined 201.7 Mt inferred mineral resource at 1,520 ppm TREO above a cut-off of 1,000 ppm TREO and a potentially larger estimate at lower cutoff grades that will be further refined with additional study, underscoring its promising potential for scale and expansion. With high-value neodymium-praseodymium (“NdPr”), dysprosium (“Dy”), and terbium (“Tb”) comprising approximately 24% of contained oxides, this project is positioned to service the high-performance permanent magnet market. The deposit is characterized by shallow, laterally extensive IAC mineralization. • Constellation Project (Minas Gerais, Brazil): Located in the prolific Poços de Caldas alkaline district, the Constellation Project spans approximately 59.5 km² of tenements with the resource limited to 16 km² at this time. The project has a defined 266.2 Mt inferred mineral resource at 2,637 ppm TREO above a cut-off of 1,000 ppm TREO and a potentially larger estimate at lower cutoff grades that will be further refined with additional study, underscoring the project’s promising potential for scale and expansion. With high-value NdPr, Dy, and Tb comprising over 22% of contained oxides, this project is positioned to service the high-performance permanent magnet market. The deposit is characterized by shallow, laterally extensive IAC mineralization. We also hold rights to several additional, currently not material, early-stage exploration projects, most notably our Homer Project located in Goiás, Brazil, and Liberty Peak located in Georgia, United States. The Homer Project hosts multiple large carbonatite clusters with potential for rare earth minerals and niobium considering the region contains some of the world’s preeminent niobium mines. During the first quarter of 2026, we started an active drilling campaign at Homer, based on field work, sampling and prospecting work performed in 2024 and 2025. We control 1,233 km² of tenements in Brazil. Liberty Peak is a new discovery zone within the Shiloh Project area, with recent prospecting confirming monazite-sands at the surface. We recently completed an airborne geophysical and magnetic survey over approximately 500 km2 of Liberty Peak and plan to accelerate exploration at Liberty Peak throughout 2026, including land acquisition, future drilling, and opening of a satellite facility. Our primary focus is on heavy rare earth elements, which are critical to high-performance permanent magnets used in robotics, defense applications, electric vehicles, wind power systems, renewable energy systems, and consumer electronics. We are currently in the exploration stage, with no revenue generated to date. Our objective is to systematically advance our portfolio—comprising the Shiloh Project, the Alpha Project, and the Constellation Project—from early exploration toward resource definition and, eventually, development. Our projects are strategically positioned, with dual-jurisdiction exposure in the United States and Brazil, which aligns with growing initiatives in the U.S. and its cooperating nations to ensure diversified, secure rare earth elements supply chains. --- We were incorporated in February 2025 under the laws of the Cayman Islands as “Rare Earths Americas Ltd.” We completed a redomestication transaction through the filing of a certificate of conversion, becoming a Texas corporation on October 15, 2025 (the “Redomestication”). Following the Redomestication, our name changed to “Rare Earths Americas, Inc.” --- Our principal executive offices are located at 101 W. Main Street, Manchester, Georgia 31816. Our telephone number: (706) 846-5063. Our corporate website is rareearthsamericas.com.

Competitor Set

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Risk Register

Exploration and resource risk: uncertainty over quantity, grade and economic recoverability of REE deposits.

Permitting and environmental risk: long lead times and potential regulatory permit delays.

Execution and financing risk: capital‑intensive development needs, dilution from future financings and operational execution risk moving from resource to production.