As filed with the Securities and Exchange Commission on December 22, 2020
Registration No. 333-251239
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
MP MATERIALS CORP.
(Exact name of registrant as specified in its charter)
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Delaware
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1000
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84-4465489
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(State or Other Jurisdiction of
Incorporation or Organization)
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(Primary Standard Industrial
Classification Code Number)
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(I.R.S. Employer
Identification No.)
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6720 Via Austi Parkway, Suite 450
Las Vegas, Nevada 89119
(702) 844-6111
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Sheila Bangalore
General Counsel and Chief Strategy Officer
6720 Via Austi Parkway, Suite 450
Las Vegas, Nevada 89119
(702) 844-6111
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Sidley Austin LLP
787
7th Avenue
New York, New York 10019
Attention: Daniel A. OShea
Michael P. Heinz
Tel: (212) 839-5900
Approximate date of
commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.
If any
of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☒
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check
the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐