Energy Fuels Inc. reported that it has signed a definitive agreement to acquire Vacuumschmelze GmbH & Co. KG (VAC) for approximately $1.9 billion, a deal that prompted a 2.2% decline in the company's shares in premarket trading on Tuesday. The purchase price reflects a valuation based on Energy Fuels' closing share price of $16.12 on June 22, 2026.
The consideration for the transaction will consist of approximately $718 million in cash and the issuance of 65.853 million newly issued common shares to VAC stakeholders. In addition, Energy Fuels will assume VAC's adjusted net debt of $140 million as of March 31, 2026.
Company executives characterize the combination as establishing a fully integrated mine-to-magnet rare earth platform. VAC operates permanent magnet production in multiple regions - North America, Europe and Asia - including a production facility in Sumter, South Carolina. That Sumter site currently has the capacity to produce 2,000 tonnes per annum of permanent magnets and is described as scalable to 12,000 tonnes per annum.
In financial terms, VAC reported $29 million of adjusted EBITDA in 2025 and has recorded year-over-year growth of more than 20% in its order book for 2026. Energy Fuels has provided an estimate for the Sumter Facility's profitability at its present 2,000 tonnes per annum output, stating it is expected to generate roughly $65 million to $75 million of annual run-rate adjusted EBITDA once that production level is reached.
To support the transaction and related expansion plans, Energy Fuels disclosed financing arrangements. The company has received a conditional commitment of up to $725 million from the U.S. Office of Strategic Capital - described as a 20-year loan - intended to accelerate planned expansion of the White Mesa Mill in Utah. Separately, Energy Fuels has obtained a $250 million term loan financing commitment from Goldman Sachs, which the company says will assist in refinancing certain existing VAC debt.
The agreement includes a governance and ownership change: upon closing Ara Partners will hold 19.9% of Energy Fuels and will have the right to nominate one director to the company's board. The transaction is anticipated to close in early 2027 and remains subject to customary closing conditions, including regulatory approvals.
Market response was immediate; Energy Fuels' shares traded lower in premarket action on the day of the announcement. The company and counterparties have outlined the cash, equity and debt components that will complete the purchase, as well as financing commitments and the anticipated operational contributions of VAC's facilities.
Next steps include finalizing required approvals and completing the financing and closing process. Timing for realization of forecasted facility run-rate EBITDA and any scaling beyond the current 2,000 tonnes per annum capacity will depend on execution of planned expansions and integration of VAC's operations into Energy Fuels' platform.