| Segment Reporting |
Operating segments are defined as components of an entity engaged in business activities from which they may recognize revenues and incur expenses, and about which discrete financial information is available and evaluated regularly by the entity's chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company has two reportable segments due to their geographical location: United States Mining Operations and Brazil Mining Operations. Our Brazil Mining Operation is comprised of AMBPL, which primarily operates three sites in Brazil. Our United States Mining Operation is comprised of FRE Australia (and its wholly owned subsidiary Foothills Rare Earths, LLC), a consolidated variable interest entity, which conducts exploration activities in the Foothills Rare Earths District (the “District”) in the state of Georgia through the Weyerhaeuser Lease, option agreements and Exploration & Drilling Agreements (“EDAs”). Prior to the acquisition of FRE Australia, the Company had one reportable segment. The Company’s CODM has been identified as the Chief Executive Officer, who focuses on segment operating loss as the measure of performance to evaluate different segments and to make decisions to allocate resources and evaluate exploration progress. Exploration and evaluation and general and administrative expenses are the significant segment expenses included in the measure of segment operating loss and used to monitor budget versus actual results. The following table summarizes the Company's long-lived assets, which includes mineral interests by geographic region as of September 30, 2026 and December 31, 2025:
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|
|
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|
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|
September 30, 2026 |
|
|
December 31, 2025 |
|
United States |
|
$ |
24,498 |
|
|
$ |
23,688 |
|
Brazil |
|
|
311 |
|
|
|
29 |
|
Total Long-lived assets |
|
$ |
24,809 |
|
|
$ |
23,717 |
|
Assets other than long-lived assets are not regularly reported to the CODM on the segment basis because they consist primarily of cash and assets not specific to a segment. Significant segment expense included in the measure of segment profit or loss are shown below and reconciled to net loss before taxes for the three and nine months ended September 30, 2026 and 2025:
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|
|
|
|
|
|
|
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For the three months ended September 30, 2026 |
|
United States Mining Operations |
|
|
Brazil Mining Operations |
|
|
Total |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Exploration expenses |
|
$ |
3,537 |
|
|
$ |
8,077 |
|
|
$ |
11,614 |
|
General and administrative expenses |
|
|
32 |
|
|
|
134 |
|
|
|
166 |
|
Depreciation expense |
|
|
55 |
|
|
|
5 |
|
|
|
60 |
|
Total operating expenses |
|
|
3,624 |
|
|
|
8,216 |
|
|
|
11,840 |
|
Segment operating loss |
|
$ |
(3,624 |
) |
|
$ |
(8,216 |
) |
|
$ |
(11,840 |
) |
Reconciling items |
|
|
|
|
|
|
|
|
|
Corporate and other expenses |
|
|
|
|
|
|
|
|
(3,782 |
) |
Interest income |
|
|
|
|
|
|
|
|
364 |
|
Interest expense |
|
|
|
|
|
|
|
|
(19 |
) |
Change in fair value of warrants |
|
|
|
|
|
|
|
|
4,437 |
|
Loss before income taxes |
|
|
|
|
|
|
|
$ |
(10,840 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
For the nine months ended September 30, 2026 |
|
United States Mining Operations |
|
|
Brazil Mining Operations |
|
|
Total |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Exploration expenses |
|
$ |
9,153 |
|
|
$ |
9,092 |
|
|
$ |
18,245 |
|
General and administrative expenses |
|
|
61 |
|
|
|
668 |
|
|
|
729 |
|
Depreciation expense |
|
|
109 |
|
|
|
10 |
|
|
|
119 |
|
Total operating expenses |
|
|
9,323 |
|
|
|
9,770 |
|
|
|
19,093 |
|
Segment operating loss |
|
$ |
(9,323 |
) |
|
$ |
(9,770 |
) |
|
$ |
(19,093 |
) |
Reconciling items |
|
|
|
|
|
|
|
|
|
Corporate and other expenses |
|
|
|
|
|
|
|
|
(14,109 |
) |
Interest income |
|
|
|
|
|
|
|
|
994 |
|
Interest expense |
|
|
|
|
|
|
|
|
(93 |
) |
Foreign exchange loss |
|
|
|
|
|
|
|
|
(3 |
) |
Change in fair value of SAFE |
|
|
|
|
|
|
|
|
(4,625 |
) |
Change in fair value of warrants |
|
|
|
|
|
|
|
|
(3,482 |
) |
Loss before income taxes |
|
|
|
|
|
|
|
$ |
(40,411 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended September 30, 2025 |
|
United States Mining Operations |
|
|
Brazil Mining Operations |
|
|
Total |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Exploration expenses |
|
$ |
578 |
|
|
$ |
1,177 |
|
|
$ |
1,755 |
|
General and administrative expenses |
|
|
7 |
|
|
|
203 |
|
|
|
210 |
|
Depreciation expense |
|
|
3 |
|
|
|
1 |
|
|
|
4 |
|
Total operating expenses |
|
|
588 |
|
|
|
1,381 |
|
|
|
1,969 |
|
Segment operating loss |
|
$ |
(588 |
) |
|
$ |
(1,381 |
) |
|
$ |
(1,969 |
) |
Reconciling items |
|
|
|
|
|
|
|
|
|
Corporate and other expenses |
|
|
|
|
|
|
|
|
(2,487 |
) |
Transaction costs |
|
|
|
|
|
|
|
|
(90 |
) |
Interest income |
|
|
|
|
|
|
|
|
52 |
|
Interest expense |
|
|
|
|
|
|
|
|
(79 |
) |
Change in fair value of warrants |
|
|
|
|
|
|
|
|
61 |
|
Loss before income taxes |
|
|
|
|
|
|
|
$ |
(4,512 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
For the nine months ended September 30, 2025 |
|
United States Mining Operations |
|
|
Brazil Mining Operations |
|
|
Total |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Exploration expenses |
|
$ |
578 |
|
|
$ |
1,342 |
|
|
$ |
1,920 |
|
General and administrative expenses |
|
|
7 |
|
|
|
405 |
|
|
|
412 |
|
Depreciation expense |
|
|
3 |
|
|
|
4 |
|
|
|
7 |
|
Total operating expenses |
|
|
588 |
|
|
|
1,751 |
|
|
|
2,339 |
|
Segment operating loss |
|
$ |
(588 |
) |
|
$ |
(1,751 |
) |
|
$ |
(2,339 |
) |
Reconciling items |
|
|
|
|
|
|
|
|
|
Corporate and other expenses |
|
|
|
|
|
|
|
|
(2,803 |
) |
Transaction costs |
|
|
|
|
|
|
|
|
(247 |
) |
Interest income |
|
|
|
|
|
|
|
|
52 |
|
Interest expense |
|
|
|
|
|
|
|
|
(138 |
) |
Change in fair value of warrants |
|
|
|
|
|
|
|
|
61 |
|
Loss before income taxes |
|
|
|
|
|
|
|
$ |
(5,414 |
) |
|