#1MP MATERIALS FORTRESS VALUE ACQUISITION CORP Exhibit 99.2 POWERING PROGRESS INVESTING IN AMERICA'S NEXT-GENERATION SUPPLY CHAIN July 15, 2020#2DISCLAIMERS This presentation is provided for informational purposes only and has been prepared to asst interested partes in making their own evaluation with respect to a potential business combination between MP ine Operations doing business as MP Marerials MPMO) and Secure Natural Resources LLC (SNR ond together with MPMO. MP MP Moterios" or the "Compenyond Foness Value Acquisition Corp. (FVAC) and related transactions and for no other purpose. No representations or waronses express or impled are given in or in respect of this presentation. To the fullest extent permitted by lowinno cicumonces will MF, FVAC or any of their respective subsidiales dockholden es representatives, partners, directors, offices employees, advisers or agents be responsible or liable for any direct, indirect or consequentia loss or loss of profit osing from the use of a presentation is contents i ombsion relonce on the information contained within 2, or on opinions communicated in relation thereto or otherwise orking in connection theywith industry and market data used in this presentation have been obtained from third party industry publications and sources well as from researchreporti prepared for other purposes. Near Menor EVAC has incepancinyened the dara obtained from these sources and connet are you of the data's accuracy or completeness. This doto is subject to change in addition, this presentation does not ourporn to be o inclusive or to contain of of the information that may be required to make o tondlys of MP or the proposed business combination Viewers of fis presentation should each make their own aluation of MP and at the relevance and adequacy of the information and should make such other invligations on they deny This presentation contains trademarks, service marks trade names and copyrights of MP PVAC and other companies, which are the property of their respective owners. Forward-looking Statements This presentation includes "forward-looking inalement within the meaning of the "ate habar provisions of the United States Private Securites utgoon Reform Act of 1995. Forward-looking statement may be denied by the use of words such os esmone" plonoroject" "forecost." intend "expect" onfcipote, "believe seek" "forger" or other similor expressions that precict or indicate future events or trends or thor ore not statements of historical maters. These forward-looking darments include but are not limited to statements regarding emas and forecash of other financial and performance metrics and practions of market opportunity. These statements are bound an various assumptions, whether or not idemsied in this presentation, and on the curent expectations of MP's ond PVAC's management ond ore nor predictions of actual performance. These forward-looking storements are provided for antrative purpous only and are noe intended to serve an, and must not be seed on by any into a aguante.c.courenca, apridiction or activement of fact or probability Actus event and cu sticultor impossible to pred of ond-offer from calumotions. Many actual events ond circumstances are beyond the control of MP and FVAC. These forward-looking statements are subject to a number of ds and uncertaines Including changes in domestic and foreign business market financial polical and legal conditions the ingoity of the partes to successfully or timely consummate the proposed business combination, including the rek hat any required regulatory approvas coral obtainedcre delayed or are subject to uncnicipated conditions that could advanely affect the combined company of the expected benefits of the proposed business comoration or that the approved of the shoreholders of MP or stockholders of PWAC is not obtained folure to realize the onscicated benefits of the proposed business combination is relating to the uncertainty of the projected financial information with respect to MP a related to the rolout of M's businessmanegy and the timing of expected business meones rks related to MPs orangements with Shanghe: the effect of comperton on M's future business raks related to particol and macioeconomic uncertainty the amount of rodemprion requests mode by FVAC's pubicstockholders the ability of PVAC or the combined compony to issue equity or equity linked securities in connection with the proposed business combination or in the future: the impact of the COVD-19 pandemic or any of the foregoing siks, and those facton discussed in FVAC's inal prospectus Hed on May 1, 2020 under the heading sk Facton, and other documents of PVAC Fied, or to be filed with the Securities and Exchange Commission SEC if any of these risks materfolie or our assumptions prove incorect. octual results could differ materially from the resurs implied by these forward looking amers. There may be additional risks that nothar MP na VAC presently know or that MP and FVAC cumenty beleve are immaterial that could also cause actual neuth to atter from the contained in the forward-looking statements in oddition forward-looking statements reflect PVAC's and MP's expectations, plans or forecosts of future events and views as of the date of mi presemation. PVAC and MP anticipate that subsequent events and developments will couse PVAC's and MP1 osument to change However, while TVAC and MP may elect to updare these forward-looking stawments a some point in the future, FVAC and MP specifically disclaim any obligato do so uns required by applicable low. These forward looking statements should not be relied upon os representing PVAC's an MP's mentos of any dale subsequent to the dans of this presentation Accordinglynduendance should not be placed upon the forward-looking statements Use of Projections This presentation contains projected financial information with respect to MP. nomety WP's projected revenue. production volume merket share, certain commodly pices. Adjusted EBITDA Adjusted EBDA morgn. copital expenditures and free cash flow for 2025-2003. Such projected financial information candibutes forward-looking information, and is for stative purposes only and should not be mi educion as necesarly being ind colive at tutureuth. The assumptions and emotes underlying such projectec f nonciatinformation are innaramly uncertain and are subject to a wide variety of significantouiness, economic.compertve and other and uncertainties that could cause octaires is to ditermaterially from those contained in the prospective financial information See Torward Looking Statements above Actual results may differ materialy from the results contemplated by the projected financial information contained in the presentation, and trained union of such information in the presentation should be regarded aptation by any panon that there's reflected in such projection wie acharved. Neither the independent auditons of PVAC nor the independentregistered public accounting tim of MP, audited reviewed compiled or performed any procedures with respect to the projections for the purpose of their inclusion int station, and accordingly, neither of tham dapaed on opinion or provided any other form of arence with respect to for the purpose of this presentation. MP MATERIALS#3DISCLAIMERS (CONT.) Financial Information Non-GAAP Rnancial Mesures The financial information and data contained in this presentation sunaudted and does not conform to Regulation S-X. Accordingly, such information and data may not be included in, may be adjusted in or may be presented differentyi, ony proxy statement / prespectus or registration statement to be led by PVAC with the SEC. Prior to t the closing of the proposed business combination, MPWO and SNR will be combined under common ownership Unless arherwise noted all references to "M" or "WP Mates included herein ge effect to such combination of PMO and SNR Alaicalinandol information at MP and MP Marwich includest hensin has been presented on a combined basis. efecting the combined historical results of MPMO and SNR on the basis described herein, and is not necessarily indicative of the operating results of the combined ones that would have been achieved for such prior pelock The "pro formo" financial data included here in has not been prepared in accordance with Article 11 of the SEC's Regulation S-X is preserved for informational purposes only and may differ materially from the Region X compian unucidpra lomma financial statemental MP to be included in FVAC's proey samproipectus in commaction with the proposed busin combination (when available). In add fan al MP horical financial infamaton included herein is preliminary and subject to change pending finalization of the audits of MPMO and SNR os of and for the years ended December 31, 2019 and December 31, 2018 in accordance with PCACB ouding standards Some of the financial information and data contained in this presentation such as Adjusted EBITA Acued EBIDA magn and free cash flow, have not been prepared in accordance with United States generally accepted accounting pinciples OMA). EBITDA is cofnodos net earnings floss before imorest expense, income fox expense (beneft, depreciofion, omontafon accretion of asset vetement obligations and environmental sobres. Adjusted EBITDA s defined a DA pluso defered revenue adjustment to reflect the unrecognised portion of gross protit recoupments hom Otake Advances and exclude other non-recuming or specialitems. Free Cash Flow T defined at net cash from operations minus net purchases of propery, plent and equipment, MP's management uses these non GAAP measures to compare MP's performance to that of prior periods for vene enotyses and for budgeting and planning purposes. You can find the reconciliation of these mecnuses to the nearest comparable GAAP measures on side 49 FVAC and MP beleve these non-GAAP measures of financial resulh provide useful information to management and investos regarding certain financial and business band relating to M's financial condition and res of operations. FVAC and MP believe that the use of these non-GMA Enencia measures provides on additional tool for investors to use in evaluating projected operaring results and tends vs method of derermining these non GAAP measures may be different from other companies methods and therefore, may not be compare to the used by the companies and IP does not commend the sale at the non-GAAP modis och financid parimcnce Management dos mal comider than non-GAA measures in holation cor on otermotive to financial measures determined in accordance with GAAP. The principollmtortion of these non GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in MPs ranci samant nadion, they are stject to inherentimilations as they ret act the esercie of judgmens by management about which expeme and income ore excluded or included in determining these non-GAAP Snancial measures. In order to compensate for these vitations, management presents non GAAP Snancial measures in connection with GAMP resuts MP is not providing a reconciliation of our projected Adjusted EBITDA for ful year 2000-2003 to the most directly comparatie measure prepared in accordance with GAAP, because MF is unable to provide this reconciation without unsacionable effort due to the uncertainty and inherent atticuty of credicting the occurence, the financial impact ond the periods in which the adjustments may be recognized. For the same reasons, MP is unable to address the probable significance of the unavaloble information, which could be material to future results. You should review MP's aud ted financial statements, which will be included in the Registration Stonement jos defined below relating to the proposed business combination (as described further below) Additional information About the Proposed Business Combination and Where to find it The proposed business combination will be submitted to stockholders of PVAC for their consideration and approval at a special mesering of stockholdan. PVAC intends to Magistration statement on Form 5-4 the Region Statement with the SEC, which will include preliminary and definitive proxy statements to be distributed to hokers of PVAC's common stock in connection with FVAC's solicitation for proxies for the vote by FVAC's stockholders in connection with the proposed business combination and other mahes as described in the Registration Statement as well as the prospectus relating to the offer of the secues to be issued to MP's thorholder in connection with the completion of the business combination After the Rogissanon Statement has been fod and decored effective. PVAC wilma o defirive proxy statement and other relevant documents to is dockholderi os of the record date established for voting on the proposed business combination, PVAC Estocimolden and other interested persons are advised to read once available the preliminary proxy storement and any amendments there to and once available Me dintre proxy slorement/prospectus in connection with FVACS seficiation of prodes for its special meeting of stockholders to be held to apprave, omong other things the proposed business combination because documents will contain important information about FVAC MP and the proposed business combination Stockholders may also obtain a copy of the preliminary or delinitive prowy statement/prospectus once available as well as other documents filed with the SBC regarding the proposed business combination and other documents tecwn the SEC by PVAC without charge of the SEC website localed of www.sec.gov or by directing o request to 1340 Avenue of the America 46th Roer. New York, New York 10105 Attention: R. Edword Abert EL President joobestaroness .com, CC: Nexonder Gilete ([email protected]. This presentation does not conentute on offer to sell or the solicitorion of can offer to buy cany wouites, or a solicitation of any vale or approval nar shall there be any sale of secunten in any prediction in which such other, solicitation or would be unlawfulprior to registration or qualification under the securities lows of any such judicrion, No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the US. Securities Act of 1933 os omended INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERIES OF THE OFFERING OF THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE Participants in the Solicion TVAC, MP and certain of their respective direction executivactices and other members of management and employees may, under SEC rules, be deemed to be panicipants in the solicitations of proses from PVACs dockholders in connection with the proposed business combination, information regarding the persons who moy, under SEC tules be deemed portic ponts in the solicitorion of PVAC's stockholders in connection with the proposed business combination will be set forth in FVAC's pracy strement/prospects when his fled with the SIC. You can find more information about FVAC's dicton and executive officers in PVC's final prospect dated Api 29. 2020 anded with the SEC on May 1.2020. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect merest will be included in FVAC's proxy storement prospectus when it becomes available. Stockholcers potential investors and other interested persons should read the proxy storement prospectus coretuly when it becomes available before making any voting or investment decisions You may obtain thee copies of these documents from the sourcen indicated abovu. MP MATERIALS#4MP MATERIALS MPHATERALS Our mission is to restore the full rare earth supply chain to the United States of America. Our success will drive the onshoring of jobs, national security and a carbon-reduced future.#5INTRODUCTION MP Materials ("MP") proposes to combine with Fortress Value Acquisition Corp. ("FVAC") to create a combined company with an estimated $1.5 billion post-transaction equity valuation (with $525MM of net cash) MP is at the center of the electric transportation ecosystem, serving as the only scaled source in North America for critical rare earth materials that enable the mobility of electric vehicles, drones, defense systems, wind turbines, robotics and many other high-growth, advanced technologies • MP is driving the transition to fully green supply chains for electric transportation through best-in-class environmental standards and a low impact production process located in California MP is cash flow positive today, and this transaction will fully fund its growth strategy, which is expected to deliver annual estimated Adj. EBITDA of $252 million in 2023 at estimated forward pricing with the opportunity to significantly expand earnings power as we move downstream Alignment of incentives between the sponsors and proposed new shareholders - FVAC has agreed to subject its founder shares to an earn-out vesting mechanism and MP's existing shareholders plan to roll their existing equity into the combined company as part of the transaction • The business combination is expected to close in Q4 2020 1. Bouding PVAC'haurof money wondrs urwerked Sponsor Promicke Shop and Seller incentive Shona cume $10.00/shons market value and monedione: se sice 30 for consumptions MPMATERIALS 2 Desde oto otonces from ange#6LEADERSHIP MP MATERIALS James Litinsky-Chairman & CEO Mr. Litinsky is the Founder. Chief Executive Officer and Chief Investment Officer of JHL Capital Group LLC. Before founding JHL in 2006. Mr. Litinsky was a member of the Drawbridge Special Opportunities Fund at Fortress Investment Group. Prior to Fortress, he was a Director MP MATERIALS of Finance at Omnicom Group, and he worked as a merchant banker at Allen & Company. Mr. Litinsky received a B.A. in Economics from Yale University, cum laude, and a J.D./M.B.A. from the Northwestern University School of Law and the Kellogg School of Management, He was admitted to the linois Bor. Mr. Litinsky serves on the Boards of AbilityLab and the Museum of Contemporary Art Chicago. Michael Rosenthal - Chief Operating Officer Mr. Rosenthal will serve as the Chief Operating Officer of the Company upon closing of the business combination with FVAC. Mr. Rosenthal co-founded the Company and has been managing the Mountain Pass operation since the Company took control of the site MP MATERIALS in 2017. Before joining MP Materials, he was a Portner at QVI Financial an investment firm. At QVI, Mr. Rosenthal concentrated on investments in the global automotive sector and in China. Prior to joining QVI, he worked as a senior high yield credit analyst for Shenkman Capital Management, Mr. Rosenthal graduated from Duke University with on A.B. degree in Economics and Comparative Area Studies. Ryan Corbett - Chief Financial Officer Mr. Corbett joined the Company as Chief Financial Officer in 2019. He joined JHL Capital Group LLC as a Managing Director to focus on the firm's investment in MP Materials. Prior to joining JHL he was an Analyst at Brahman Capital Corp. and King Street Capital MP MATERIALS Management, both alternative asset managers based in New York, where he focused on special situations investments across the capital structure. Mr. Corbett started his career in investment banking of Morgan Stanley & Co. He graduated magna cum laude from the Wharton School of the University of Pennsylvania with a concentration in Finance. FORTRESS FALAQUE.CO Drew McKnight - Chief Executive Officer of FVAC Mr. McKnight is a Managing Partner of the Credit Funds Business at Fortress based in San Francisco, CA. Mr. McKnight heads the liquid strategies and serves on the investment committee for the Credit Funds and is a member of the Management Committee of Fortress Mr. McKnight is also the Co-CIO of the Drawbridge Special Opportunites Fund. Fortress Lending Fund and Fortress Credit Opportunities Fund V, In addition, Mr. McKnight is currently the CEO of Fortress Value Acquisition Corp.#7EXECUTIVE SUMMARY: BUSINESS OVERVIEW 1 Assel Market Growth 3 Strategy MPMATERIALS MP owns and operates one of the world's largest integrated rare earth mining and processing facilities in Mountain Pass, CA - The only major rare earths resource in the Western Hemisphere with a proven, multi-decade reserve base A rich, decades-long history as the world's leading producer of rore earth materials until the 1980s, when Chinese industrial policy prioritized market share dominance in this critical industrial input MP purchased the resource and state-of-the-art facilities in 2017 with the vision of incorporating proven process technologies to recreate an integrated domestic supply chain company to power the coming Electric Vehicle ("EV") revolution -Neodymium-Praseodymium ("NdPr") is a rare earth material used in high-strength permanent magnets that power the traction motors of EVs, robolics, wind turbines, drones and many other high-growth, advanced motion technologies - With growing EV penetration, the market for NdPr is expected to rapidly fall into deficit without credible global resources with economic viability at current prices Global industry and governments are motivated to diversify sourcing beyand China's current dominance to ensure material availability and provide the certainly required to invest in the supply chains necessary for ex-China EV production .MP's current strategy consists of a three-stage plan to re-establish this critical industrial input within the United States: Stage I (complete): commissioning of the mining, milling, and flotation processes to produce a high-quality rare earth concentrate, an intermediate product that is currently sold into Asia. MP's median monthly production is >2.6x that of its predecessor in a largely fixed cost business: Adj. EBITDA and FCF positive at this stage Stage II (complete by 2022): retrofit of the existing processing facility workflow to make separated rare earth oxides more reliably, at significantly lower cost and with an expected smaller environmental footprint. The project is permitted, "shovel-ready." and is expected to accelerate near-term ecmings power to $252 milion of expected 2023 Adj. EBITDA at estimated forward pricing Stage II (2025+): leverage singular source of commercial-scale Western rare earth supply to expand downstream to magnels, easing concerns about China as a supply chain "single point of failure" as global EV penetration accelerates: flexibility to buy, build, or JV with substantial incremental EBITDA opportunity#8EXECUTIVE SUMMARY: PROPOSED TRANSACTION Structure 5 Valuation + MP Materials and Fortress Value Acquisition Corp, have executed definitive agreements to enter into a business combination (the "Transaction") MPHATERALS I It is anticipated that the post-closing public company will be a Delaware corporation, retain the MP Materials name, and be listed on the NYSE The Transaction is expected to be funded by a combination of $345MM cash held in trust at FVAC (less any redemptions) and $200MM in committed PIPE proceeds - - Transaction is expected to result in $525MM of net cash to fully fund the MP growth strategy Proceeds will be utilized to complete refinery retrofit and fund downstream expansion strategy to return magnet manufacturing to the United States New and existing shareholders aligned in maximizing value with FVAC's founder shares subject to vesting pursuant to an eam-out ("Sponsor Promote Shares") and the potential for issuance of incentive shares ("Seller Incentive Shores") to existing forget shareholders. in each case, subject to the achievement of certain share price performance hurdles Transaction implies a pre-transaction Enterprise Value (cash-free / debt-free) of -$1.000MM and a post-transaction Equity Value of approximately -$1.473MMPIN Represents a material discount to public peers and retains significant valuation upside for anchor investors. Edsting MP shareholders expected to retain 62.4% of the pro forma equity) No monetization or sell-down expected by existing shareholders. MP manogement expected to own over 12% of the pro forma company, and expects to remain long-term holders given their conviction in the prospects and valuation upside of the business 2. Dommall Include afficke odvonces from Shanghe SIC DOWhom market value and no demption#9SECTION 1 Asset HE MP MATERIALS#10MP MATERIALS AT-A-GLANCE MOUNTAIN PASS IS A UNIQUE, WORLD CLASS ASSET Rich Rare Earths History -70 years Since Production Started in Mountain Pass Vast, High Grade Reserve 804k mt Recoverable tREO $1.7BB Total Capital Invested 8% ore grade World-Class Reserve Sizeable and Highly Profitable Rare-Earths Operation (Stage II) 6,075 mt $252MM Expected Run-rate NdPr Annual Production Potential Downstream Expansion (Stage III) NdPr Magnet Production Operationally Leveraged Earnings Power MPMATERIALS Estimated Run-rate Adj. EBITDA (2023E) Buy, Build or JV Potential for fully integrated business, with lower volatility Our Business Model Mina Beneficiation Plant Concentrate MP MATERIALS Metallurgy Magret Making Nur Magnets ASSET 10#11A RICH RARE EARTH HISTORY MP MATERIALS ACQUIRED A HISTORICALLY HIGH QUALITY ASSET AFTER A PERIOD OF CHALLENGED EXECUTION BUT SUBSTANTIAL CAPITAL INVESTMENT Molybdenum Corporation of America ("Molycorp" begins production at Mountain Pass after purchasing the recently discovered Sulphide Queen carbonatite and Birthday claims 1952 MPMATERIALS UNOCAL acquires Molycorp 1960s- 80s Mountain Pass is the world's dominant source of rare earths Nabec 1997 2002 Chevron acquires UNOCAL UNCCAL suspends mining 2005 Molycorp completes PO and launches Project Phoenix to rebuild processing facilities to focus on the Cerium supply chain 2008 Chevron sells Mountain Pass to an investor group {"new Molycorp") don Company and menyepor 2010 Mountain Pass is placed into cold-idle status Production is restarted at Mountain Pass 11 2015 Q4 2015 Q3 2017 Q4 2017 10 Molycarp files for MPMaterials bankruptcy after technical acquires Mountain Pass challenges with novel process, execution issues and excessive leverage MP Materials hits run- rate production representing 15% of global rare earth market 2018 12 First sales of rare earth concentrate produced at Mountain Pass Commence Stage III Downstream Expansion 13 2019 2020 15 2025E Stage Il design and execution in process ASSET 11#12EV SUPPLY CHAIN DEMANDS A WESTERN HEMISPHERE SUPPLIER POTENTIAL TO RESTORE CRITICAL INDUSTRIAL INPUT TO THE UNITED STATES Scaled Rare Earth Oxide Producer NdPy Magnet Producer MP MATERIALS Opportunity to be the only Integrated NdPr Magnet Producer in the Western Hemisphere Polental Select End Users (Americas) Potential Select End Users (Europe) VAC BOSCH SIEMENS TOSHIBA NKOLA Note: MP MATERALS 1-dor Company and the 2013 nuyport Fotential Select End Users (APAC) Shirts HITACHI MP represents approximately 15% of global rare earth concentrate production and 100% of the rare earth materials produced in the Western Hemisphere (¹) ASSET#13UNIQUE GLOBAL SUPPLY POSITION WITHOUT ALTERNATIVES HIGH BARRIERS TO ENTRY IN THE EX-CHINA RARE EARTH RESOURCES MARKET GREENFIELD COST: SEVERAL BILLION in AGGREGATE ANNUAL PRODUCTION: 1/3RD OF MP COMBINED TIMING: UNCERTAIN, 2023+ SIGNIFICANTLY HIGHER OPERATING COSTS Ucore Rare Earth Bokan-Dodson, AK in Pilot Testing Texas Mineral Resources Round Top, TX Pre-Feasibility Study Rare Element Resources Bear Lodge, WY love Annual Production EXISTING / IREO MT BROWNFIELD -$350MM CAPEX REQUIRED DUPLICATIVE CAPACITY MP MATERIALS VIP Maor & Raw ferect Resouces Bear Lage project has been suspended soos 201 TIMING: 2024+ GEOPOLITICAL RISK Lynas Western Australia 20,000 Cracking/Leaching Relocation 30,000 10.000 "STAGE II" RETROFIT COST: -$170MM SEPARATED REOS EXPECTED IN 2022 MP MATERIALS Mountain Pass, CA -15% of Global Concentrate Market MP believes it is the only feasible foundation for an integrated Western Hemisphere producer to compete against China Seces Rook Out 201Worley tort O conceronoforover one probable serves for Resources and Roerment Resources are seved 175 13#14DIFFERENTIATED ESG THESIS VERSUS COMPETITORS MP POSITIONED AS ONLY RARE EARTHS PRODUCER THAT SATISFIES CONSUMERS' GROWING DEMAND FOR FULLY GREEN SUPPLY CHAINS Produces critically important rare earths to power the new economy Sourced primarily from bastnaeste cre with low levels of naturally-occurring radioactive elements Closed-loop flotation process water recycling Single-site integrated operation enabling sole disposal of mineral byproducts at point of origin Low-impact dry-stacked talings A domestic source under recent presidential determinations and DoD funding initiatives Committed to rebuilding full western rare earths magnet volue chain MP MATERIALS MP MATERIALS Other Major Global Peers ✓ / x X X X MP can be a low cost producer while also creating significant positive externalities for the world ASSET 14#15SUSTAINABLY-SOURCED MATERIALS POWERING THE GREEN REVOLUTION ESG DESIGNED FROM INCEPTION WITH AN ENVIRONMENTALLY FRIENDLY "GREEN MINE" Utilizes a state-of-the-art dry tailings process, eliminating the need for high-risk wet tailings ponds • Water reclaimed from the paste tailings facility is recycled back into the production process to mitigate the environmental impact; this process uses 1/20th of the fresh water of a comparable milling and flotation circuit MPMATERIALS Tailings Impoundment Paste Tailings Facility Open Pit Mine Mill Facility CHP and Chlor-Alkali Facility Mine - Ore-body with low levels of thorium and uranium 2 Mill - Uses reclaimed water from the paste tailings facility 3 Paste Tailings - Dry tailings provides reclaimed water for flotation Tailings Impoundment-Dry failings deposited in a lined impoundment, reducing risk of seepage issues, runout or catastrophic failure, while minimizing waste 5 CHP and Chlor-Alkali Facility - Will utilize clean natural gas to provide reliable, low cost power and steam; waste water brine from the separations process will be consumed to create reagents on-site#16MP'S ESTIMATED POST-TRANSACTION EQUITY VALUE OF $1.5BB(¹) IS BELOW REPLACEMENT COST $1.7BB OF CAPITAL IN THE GROUND Replacement Cost (SMM) FACILITY Mine Production Crushing Facility Mill & Rotation Facility Tailings Management Leach & Crack Facilities Purification, Separations, Finishing Facilities Chior-Alkali Facility Combined Heat & Power Plant (elec. & steam) Water Supply & Treatment Storage Tanks, Instrumentation, Utilities. Other Total ASSET ACQUISITION INSTALL VALUE YEAR $11 2013 2012 2013 2013 2015 2014 2014 2013 2013 2013 13 93 81 257 377 285 120 81 379 $1,697 Selected Existing Facilities at Mountain Pass Facility Crushing Facility Dry Paste Tailings Mill & Flotation Rare Earth Separation Facility MP MATERIALS Lauding any oumtanding wananunverted Sponsor PromodeShares Sale incentive Shares and $10.00/thans market value and amming no sedemotors Sensize 39 for additional asumption ASSET#17SECTION 2 Market Growth MP MATERIALS#18THE SUSTAINABLE MOBILITY ECOSYSTEM PUBLIC INVESTORS ARE SEEKING WAYS TO GET EXPOSURE TO THE TRANSFORMATIVE CHANGES AHEAD FROM EVS AND CLIMATE CHANGE INVESTMENT Semiconductors MPMATERIALS Machinery Electric Utilities Cap Goods Reclowell Automation SIEMENS SMC CATERPILLAR KOMATSU ⒸEpiroc enei NARI e-on EVERSBURCE Valeo GAPTIV; SANA Autos/ Shared Mobility S&T ROHM CO NO CREE÷ Morgan Stanley "Cars and Climate 48 Foxconn BirLink HONHA Metals & Mining FREEPORT-MCMORAN GLENCORE NewFortress Energy CATL LG Chem Batteries Panasonic AALBEMARLI posco SAMSEN ILJIN BOM ZEON Chemicals/ Materials ADELTA SUNCO Chroma 4 Tech/Hardware MP Materials is a pure play on the cars and climate theme MP MATERIALS MARKET GROWTH 18#19Example RARE EARTHS ARE CRITICAL MATERIALS FOR THE COMING DECADES NdPr MAGNETS(¹) ARE ESSENTIAL BUILDING BLOCKS FOR THIS EVOLUTION of WIND TURBINES AUTOMOTIVE SUPPLY CHAIN MP MATERIALS INDUSTRIAL AUTOMATION NONVIC 1. And Annual Domestic Automobile Sales -$545BB 60 ROBOTICS Nd 59 ELECTRIC VEHICLES Automotive Contribution To GDP -3.0% Pr O DRONES C. ELECTRIC FUB. TRANSPORT Number Of Jobs in Auto Supply Chain -10MM ☆ ELECTRIC AVIATION % Of Private Market Jobs Related To Auto Industry -3% NdPr magnets are a single point of failure for national security, the economy and the environment Ne mognet is the most widey wd hoe are-o magrafismoner med mode for one of ound b MARKET GROWTH 19#20THE TRANSFORMATION HAS BEGUN MP IS THE BEACHHEAD OF THE NEW EV SUPPLY CHAIN "MS forecasts 113 million EVs globally by 2030 and 924 million by 2050. (...) To fully build out the required global infrastructure to support electric vehicles, we forecast $11 trillion of total expenditure through 2050, or $350bn p.a." VW Aims For 100-Fold EV Production Boost by 2028: BNEF 2020-06-12 General Motors to spend $20 billion through 2025 on new electric, autonomous vehicles Ford invests $500 million in electric truck maker Rivian MP MATERIALS Morgan Stanley Research (October 2019) 20 VW's $50 Billion Moonshot Bet on an Electric Hatchback GM investing $3 billion to produce all- electric trucks, autonomous vehicles PUEDOM 2000 MODE Nidec To Invest $1.8 Billion In Three Electric Motor Plants For EVs MARKET GROWTH#21TIPPING POINT GOVERNMENTS ARE MANDATING A RAPID SHIFT TO EVs Netherlands Plan to ben al new petrol and diesel cars by 2030 Canada Target to sell 100% zero- emission vehicles by 2040 "Car companies have announced $225 bilion in electric vehicle Investments by 2023, according to AixPartners LLP, a consulting firm -Wall Street Journal (February 2020) MPMATERIALS Sources: NewsLE Norway Evs accounted for 58% of all car sales in March 2020 with regulations targeting 100% by 2025 USA 11 states adopted zero emission vehicle (ZEV) mandates Brazil Targeting a 30% share for Evs by 2030 United Kingdom Proposed ban on selling new petrol, diesel or hybrid cars by 2035 张 India Various incentive and regulatory programs aim to increase EV sales to 30% of total new cars by 2030 France Gasoline and diesel vehicle sales currently banned by 2040 Singapore Aims to phase out petrol and diesel vehicles by 2040 European Union Denmark calls for EU ban on sale of all diesel and petrol cars by 2040 Germany Aims to have 7-10m EVS on the road by 2030 to meet climate protection objectives South Korea Goal of 33% of new vehicles to be electric by 2030 Japan Alms for all new cars sold to be electric or hybrid by 2050 Aims for about 25% of new cars sold by 2025 to be electrified MARKET GROWTH 21#22GLOBAL SUPPLY UNABLE TO MEET FORECASTED DEMAND EVS ALONE COULD CONSUME THE ENTIRE WORLD SUPPLY WITHIN A DECADE Global Electric Vehicle Units Sales/% of Global Total Vehicle Unit Sales Unit soles (MM) 100,0 80/0 60.0 EVS consume onnual Ndr 20.0 -production EVS would consume -225 of cument annual NOFT MP MATERIALS Evs would consume -51% of curent annual NdPy production 2019 2021 2023E 2025E 2027 2029 2031 2033E 2035E 2087€ 2099E Unit Sales (MM) of Total Ciobal Unit Sales Souro Morgan Stanley Research, CRU Nalex EVs would consuma -101% of cument annual Nor production of the consumption per Eur CRU 100% 75% Representative Electric Drivetrain NdPr Magnet NdPr Magnet "The smaller size / weight, higher torque density and improved efficiency of permanent magnet motors compared to induction motors make them attractive for use in HEV and EVs, as they provide better acceleration, reduce vehicle weight and alow greater space for other components. It is expected that other models will Introduce permanent magnet motors to improve their performance and range as the EV market becomes more competitive." Roskill MARKET GROWTH#23RARE EARTHS ARE ESSENTIAL EVEN TO COMPETING TECHNOLOGIES WITHIN THE ECOSYSTEM THE MOST EFFICIENT BATTERY CHEMISTRY FOR EVS IS STILL UNKNOWN, BUT MOTOR TECHNOLOGY IS WELL-SETTLED Battery Chemistry Other Primary Materials Dominant Motor Technology Critical Motor Materials Select OEMs Examples MPMATERIALS LCO Coball Permanent Magnet NdPr LMO Key Lithium Ion Battery Technologies Manganese Permanent Magnet NdPr LFP Iron, Phosphate Permanent Magnet NdPr NMC HONDA Nickel, Manganese Cobalt Permanent Magnet NdPr NCA HYUNDAI Nickel, Cobalt, Aluminum Permanent Magnet NdPr Other Technologies RENAULT Solid State Battery Lithium Ⓡ NdPr is likely to be in high demand for EVs, regardless of which energy approach wins Permanent Magnet. NdPr Most EV CEMS Except Teda Hydrogen Fuel Cell Hydrogen Permanent Magnet NdPr NIKOLA MARKET GROWTH#24ADVANCED HIGH-GROWTH END-MARKETS NdPr MAGNETS ARE CRITICAL FOR ADVANCED TECHNOLOGIES EXPERIENCING STRONG SECULAR GROWTH MPMATERIALS Key NdPr Magnet Market Segments 2019 Source: Rost 2019 repor Speakers 5% Disk Drives 4% HVAC 8% Other 28% 35 kt NdPr(¹) Consumer Electronics 21% EV Powertrains 9% E-transport 6% Wind Turbines 9% Robotics 1% EVs and other growth areas are just 25% of the magnet market today with growth positioned to explode Other Automotive 9% MARKET GROWTH 24#25POWERING GREEN ENERGY WIND TURBINES DRIVING NdPr MAGNET DEMAND GROWTH Global Installed Capacity GW 3.000 2.000 1.000 Wind turbines require up to -232kg of NdPr / MW MP MATERIALS 62GW of wind capacity added globally in 2019 651 2019A CAGR: 7.8% Sounce CHEC. Wood Mackonde: Mondar intelligence C Worldwide additions expected to average 77GW globally 1.023 2025E Representative Direct-Drive Wind Turbine NdPr Magnet "The wind turbine market is anticipated to account for -30% of the global growth in the use of rare earth magnets from 2015-2025. Using rare earth metals prevents the use of a gearbox. Rare earth magnets make the turbines lighter, cheaper, more reliable, easier to maintain and capable of generating electricity at lower wind speeds." -UBS Research MARKET GROWTH#26POWERING NATIONAL SECURITY RARE EARTHS ARE ESSENTIAL INPUTS TO THE NATIONAL DEFENSE SUPPLY CHAIN Rare Earths Usage by Weapons Platform lbs F-35 Arleigh Burke DDG-51 SSN-774 Virginia-class Submarine MP MATERIALS 920 lbs. 5,200 lbs. 9,200 lbs. Souces Congresional Research Service on Sarth industry and Technology Asociation Select Rare Earth Defense Applications Rare Earth Elements Used Rare Earth Technology Function/ Application Selected Examples Nid. Pr. Sm, Dy, Th Joint Direct Allock Munitions Neodymium Praseodymium Samarum, Dysprosum. Terbium Compact/Powerful Permanent Magnets Guidance & Control Electric Motors and Actuators Tomahawk Cruke M Smart Bombs Jok! As to Ground Tin Actuator Predator Unmanned Aircraft MARKET GROWTH 26#27MP MATERIALS IS ANSWERING U.S. GOVERNMENT'S CALL TO ACTION THE U.S. GOVERNMENT SEES RARE EARTHS AS KEY TO OUR NATIONAL SECURITY SUPPLY CHAIN THEMANTARES SALER MP MATERIALS Executive Order 13817 "A Federal Strategy to Ensure Secure and Reliable Supplies of Critical Materials" (December 2017) Secretary of the Interior presents a list of 35 minerals deemed critical under the definition in the Executive Order, including the entirety of the Rare Earth Elements Group (February 2018) •Five separate Presidential Determinations to address both the upstream and downstream deficiencies in our rare earth and magnet supply chain (July 2019) Department of Defense ("DoD") Title III Funding Opportunity Announcement ("FOA") focused on light rare earth separation capacity released; MP submitted a proposal (March 2020) Sources: Buiv Order 13817 5 Adamcsiperce.000 MARKET GROWTH 27#28SECTION 3 Strategy MP MATERIALS#29ROAD MAP EXECUTING ON OUR LONG TERM PLAN Status Product Market MPMATERIALS Stage I Complete RE Concentrate China Stage II In-Process NdPr, La, Ce. Heavy Rare Earth Concentrate Global Stage III Future NdPr Magnets Global STRATEGY#30ESTABLISHING A FULLY INTEGRATED VALUE CHAIN MP BRINGS DECADES OF RARE EARTH KNOW-HOW TO RESTORE DOMESTIC SUPPLY STAGE 1: Mining, Milling and Flotation STAGE II: Roast, Leach, Mill Capacity Expansion and Solvent Extraction STAGE III POTENTIAL DOWNSTREAM OPPORTUNITY: Production of NdPr Magnets(¹) Purification Solvent Extraction Oxide to Metal Reduction MPMATERIALS Ihminoy Noh Magnetproduction Row Strip Casting Crushing Rasath Precipitation Hydrogen Decrepitation Fiter Jet Milling Grinding Filter Pressing In Magnetic field Flotation Leach ↑ Solids Product Finishing Sinter And Heat Machining Filter Press Ploting Currently being retroffed Focles to be developed Concentrate Rotary Kiin Separated Rare Earth Products Magnetize STRATEGY#31WORLD-CLASS ORE BODY HIGH-GRADE MINE ENABLES SUPERIOR VALUE CREATION ACROSS ALL STAGES Uniquely high-grade mine with significant content of higher value-added rare earth elements Nd and Pr . -2,200 fee simple acres with -15,000 acres of mineral rights: 30- year mine permit October 2019 NI 43-101 Resources and Reserves Study reflects -20 years of mine life with conservative operating assumptions February 2020 SRK Technical Memo recognizes the potential for 15+ years of additional mine life (before pursuing an updated exploratory drilling program] driven by the ability to sell products outside of China - Sales outside China would not be burdened by VAT or tariffs. which should drive an increase to economically proven and probable reserves Currently undertaking analysis to upgrade statement to be SEC Guide 7 compliant: MP expects an upgrade to both total Proven & Probable reserves as well as total mine life MP MATERIALS Resources Proven Probable Proven + Probable Resource Metric Tons 214,786 14,431,568 14,646,354 Sources 43-101 Tachwica Rapot Mountain Pen Rose Curth Phoject Son Bemoeding County Collonic 2011, Puck Wiror. Bon Plan Or. Obor & Fochigu 1. Asuma 705 mll cove Grade (TREO %) 9.0% Contained Recoverable tREO Tons 19.331 7.8% 1,128.549 7.8% 1,147,879 tREO Tons (¹) 13,532 789,984 803,516 STRATEGY#32STAGE I: FULLY OPERATIONAL AND PROFITABLE BUSINESS ON TRACK TO GENERATE $40MM+ 2020 FURTHER ADJUSTED EBITDA Preliminary Financial Summary") (Unaudited, $MM) Revenue Total Costs Cost of Sales Freight and Shipping General and Administrative Expenses EBITDA(2) Deferred Revenue Adjustmental Adjusted EBITDA(2) Tariff Impact on Q1 Results (Tariff lifted Q2 2020) 2H 2020 Anticipated Cost Savings(4) Further Adjusted EBITDA (including tariff impact and anticipated cost savings) Realized Price ($/kg of concentrate) Realized Price Ex-Toriff ($/kg of concentrate] Production Cost ($/kg of concentrate) HOME 1. W tak man MEMESTING Me MPHATERALS Q1 2020 $20.7 (16.7) (1.9) (3.0) $4.1 0.7 $4.7 $10.4 Q1 2020 Annualized $82.9 (66.7] (7.5) (11.8) $16.3 $18.9 17.4 5.2 $41.5 $1.33 $1.60 $0.92 STRATEGY#33STAGE II: PROVEN TECHNOLOGY SUCCESSFULLY EXECUTED AT MOUNTAIN PASS FOR DECADES CONTINUED EXECUTION BY NEW MANAGEMENT TEAM Reintroduction of concentrate drying and roasting to the Mountain Pass processing facility • Process already performed successfully and reliably for decades- prior ownership obandoned the practice to target cerium Stage Il investments are mainly to recreate this roasting circuit and reorient the plant process flow to accommodate the roasted concentrate Strong investment in product finishing circuits enable significantly higher volumes of high-purity separated oxides versus prior ownership Product will be separated into NcPr oxide, heavy rare earth concentrate (SEG+) and La carbonate • Detailed capex study already concluded, high confidence in capital needed and potential to leverage existing infrastructure MPMATERALS Key Stage II Project Items Concentrate Thickening Concentrate Drying Concentrate Calcining Leaching Cerium Concentrate and Post-Precipitation Solids Cerium Removal Lanthanum Carbonate Finishing Description Soft Crystalizer Replacement of the existing flotation concentrate thickener undertow pumps Addition of new filer, dryer, and storage bins Addition of new colciner, pneumatic conveyors and storage bins for the colcined concentrate Neodymium + Praseodymium (NdPr) Finishing Addition of new NdProxide finishing circult Addition of new scrubber system Addition of new thickeners and filters Addition of new cerum precipitation circuit Upgrade of lanthanum precipitation and finishing circuit Addition of new brine soft crystallizer to remove saft from process water and enable evaporation and/or recycling of water STRATEGY 33#34COMMODITY PRICE HISTORICAL AND FORECAST NdPr PRICE INCREASE EXPECTED DUE TO STRONG DEMAND / TIGHT SUPPLY DYNAMIC NdPr Price 150 50 2010 2011 Historicals Management Projections CRU Estimates (March 2020) MPHATERALS 2015 $60.00 $44.20 $40.00 2019 $81.00 $50.00 $65.00 2021E 2022E $127.00 $102.00 $70.35 $70.70 $70.00 2023E 2024E 2025E STRATEGY#35STAGE II EARNINGS POWER UNDER DIFFERENT PRICE SCENARIOS LOW-COST PRODUCER PROFITABLE ACROSS DIFFERENT NdPr PRICES NdPr Oxide Price: $133 $60 Stage I $50 $306 $143 Stage II Stages I and II Revenue and Adj. EBITDA Estimates (¹) $195 $121 $70 $415 Stage I Revenue (SMM) Adj. EBITDA ($MM $252 Stage II Mofes MP MATERIALS Stage gent 3000emon and Stage #guessen 2003 entes och oming the printed $256 $183 Stage 1 NdPr Price ($/kg) $90 $525 $362 Stage II STRATEGY 35#36STAGE II FINANCIAL OVERVIEW STRONG TOP LINE GROWTH, ALREADY ADJ. EBITDA POSITIVE AND ANTICIPATING STRONG FCF CONVERSION AT RUN-RATE Revenue SMM Capex (¹) 200 100 75 2019 2019 Sof Sales: 1.9% 2020E MPMATERIALS 35 31 CAGR: 53.3% 2020E 34.606 2021E Maintenance Stogel copex Chlor-Akal copex $39 349 2021 E 2022E 10 2022E 30% 415 2023E 30 Adj. EBITDA (¹) SMM Have 1. Al igurece proforma for the combination of sad and Alamogor of gopro free cast fow ric ened ca net com van apaian net purchces of property, pont and expment Pease couvent so Seghe Coke Agreement paddock om 150 2019 Margin: 8.0% Free Cash Flow ("FCF") $MM 200 D (200) 2023E 2019 10.2% Cash Balance (MM): 30 2020€ 28.3% (36) 2020E 512 CAGR: 133.6% 2021E 47.7% (96) 2021E 367 172 2022E 102 102 2022E 252 2023E 60.8% 1:38 2023E 365 FC (ex-growth copex) me and profoam audie for PTO conation har to side for etted Reconcion to componding GAA o te cealed FCF conciliation to conponding GAA meaume STRATEGY#37STAGE III: BENEFITS OF VERTICAL INTEGRATION SIGNIFICANT DOWNSTREAM EARNINGS POTENTIAL •Uniquely positioned to capture significant downstream profit opportunity via buy, build or JV strategy as the sole commercial-scale source of magnetic feedstock in the Western Hemisphere • Magnet production allows a "value upgrade" of MP's rare earth materials and access to a business unavailable to potential competitors without our scarce resource Provides MP Materials a scalable industrial output with profitability protection against NdPr pricing volatility • Total profit opportunity provides a high return-on-capital investment regardless of ultimate structure MPMATERALS Illustrative Permanent Magnet Motor Stator NdPr Magnets Rotor Stator STRATEGY#38SECTION 4 Deal Structure MP MATERIALS#39PRO FORMA OWNERSHIP Transaction Sources SMM | Approximate Figures SPAC Cash in Trust! Equity Rollover PIPE Sponsor Warrants Converted to Common Shares Total Transaction Sources Estimated Pro Forma Valuation $MM, except for share price and share count | Approximate Figures Share Price PF Shares Outstanding Equity Value Plus: Debt (Equipment Notes) Plus: Officke Advances from Shanghe Less: Cash Enterprise Value Hote: Stonehale the forcon 1 Proforme cash odoulded ng 538 ofeng con of Molera plus $545MM com 4 $10 Dhe market value and no redemption MPMATERIALS Act $345.0 919.4 200.0 8.9 $1,473.3 $10.00 147.332 $1.473.3 2.5 95.5 (527.51 $1,043.9 Transactions Uses SMM | Approximate Figures Pay Down Existing Debt Cash to Balance Sheet) Equity Rolloveral Estimated Fees Sponsor Warrants Converted to Common Shares Total Transaction Uses Illustrative Pro Forma Ownership Existing FVAC Shoreholders 23.4% PIPE Investors 13.6% Sponsor 0.6% $21.1 488.9 919.4 35.0 $1,473.3 Existing MP Materials Shareholders 62.4% income with the buone con may theme with FVAC 15345 of SPAC Cash in tut plue $200 of PE proceed to $21.1MM of MP Med det paid down and $35MM in mlade edor Pole Phares ander Inceive hores Idding Port Shoes Sn4,15 g dstes vongono e bores DEAL STRUCTURE 39#40LONG-TERM PARTNERSHIP: SPAC SPONSOR "PROMOTE" RESTRUCTURED AS AN "EARN-OUT" FVAC SPONSOR HAS AGREED TO SUBJECT THEIR FOUNDER SHARES TO SHARE PRICE VESTING CONDITIONS AT A SIGNIFICANT PREMIUM TO THE TRANSACTION VALUE Sponsor Promote Shares Seller Incentive Shares Sponsor Warrants Size MP MATERIALS 8.625MM 12.860MM 5.933MM Structure 50% @ $12.00/share 25% @ $14.00/share) 25% @ $16.00/share 50% @ $18.00/share 50% @ $20.00/share To be exchanged pre-closing at 0.15 of a share per warrant FVAC, MP's existing shareholders, and Management have structured a deal that demonstrates strong conviction in the business and aligns current and prospective shareholders to create long-term value DEAL STRUCTURE Subject to aduction to the adet cash avaicble at the action an 2 Subject to the common stock clbeing price exceeding the shore price Higgespected for any 20 hoding days within 30-day consecutive Hoding pod prior to the fort onory of the cling cle of the reaction 40#41SECTION 5 Valuation MP MATERIALS#42VALUATION BENCHMARKING MP MATERIALS RUN-RATE MULTIPLES AT A SIGNIFICANT DISCOUNT TO PEERS EV / Adj. EBITDA Multiples (Run-rate 2023E for MP Materials; 2021E for Peers Electrification Average: 21.0x 26 10 0 Implied of Deal File 4.8 10.0% Bun-Bo Impiled of Deal Price MP Roun-Ra 29.7% LFCF Yield) (%) (Run-rate 2023E for MP Materials; 2021E for Peers(¹) Electification Average: 1.4% 25.3x 11 T MPMATERALS BANHUA 3.5% APTIV SANHUIA 2 UFOF Yeddyed as joach tow to operarios-capes/equiry wo y muc considen 11.3x pite value adsorpcoming one of Au of 125MM ertepe was of $1214MM Hodon 200 & od 3000 UFC exdrg The inpost of growtcave post action may Specially Moteriais Average: 10.7x Livent &ALIEMARLE 13.6 12,4x Specialty Materials Average: 5.1% X of copes spec $143 La 4sses oppled to Tessen IN Livent AMETEK 17.1% EV Revolution Average: 9.1x 10.4x Sonata 84x cis TAY EV Revolution Average: 8.6% 7.2%20%-472--14% ya CCS were Serasta Bectification Pers Ev Revolution Peers AMETEK Lynas Lynas Specialty Materials Peers VALUATION#43OPERATIONAL BENCHMARKING MP MATERIALS OUTPERFORMS PEERS IN KEY OPERATIONAL METRICS 2022E Adj. EBITDA Margin !! 80% 49.4% Fales MPH 2022E FCF Conversion (¹) (2) 93.9% MPTRIC 29.4% ww Sree ma MPMATERIALS ASANHUA 86.5 li SANHUA APTIV- 17.5% T 63.8% 15.4% APTIV Peso Wall Sheeton Como 12000 2. KPC9son is FREM-warance Coped/ERTOA 47.3% 45.8% 48.7% ALDEMARLE 28.0% 27.3% Livent N/A N/A Livent 82.5% AMETEK AMETEK VEY CLS E 87.9% 19.37 Bactrification Pers N/A 14 N/A Ev Revolution Peers N/A p Seras Vicis 45.6% Lynas Lynas Speciary Materials Peers VALUATION#44VALUATION SUMMARY DISCOUNTED ENTERPRISE VALUE SENSITIVITY ANALYSES Stage II Run-Rate Discounted Enterprise Value Assuming Stage Adi. EBITDA of 3252MM and August 2020 Voluation Date $MM | % Premium to Contemplated Deal Valuation ($1.044MM) Discount Rate 5% 10% 15% MP MATERIALS Run-Rate Adj, EBITDA NTM Multiple (Year 3) 8.0x $1.795/ 72.0% $1,604/ 53.7% $1,441/ 38.0% 9.0x $2.020/ 93.5% $1,805/ 72.9% $1,621/ 55.3% 10.0x $2,244/ 115.0% $2,006/ 92.1% $1,801/ 72.6% Stage III Illustrative Future Value Sensitivity of Incremental Stage II EBITDA Scenarios. Assuming Slagell Aoj. EBITDA of $252MM $MM | Multiple vs. Contemplated Deal Valuation ($1.044MM) Incremental Stage III EBITDA Polential $100 $200 $300 9.0x Consolidated EBITDA Multiple $3,168/ 3.0x $4,068/ 3.9x $4,968/ 4.8x 10.0x $3,520/ 3.4x $4,520/ 4.3x $5,520/ 5.3x 11.0x $3,872/ 3.7x $4,972/ 4.8x $6,072/ 5.8x VALUATION#45APPENDIX A Supplemental Materials MP MATERIALS#46MP MATERIALS EXECUTIVE LEADERSHIP MPMATERALS James Litinsky-Chairman & CEO Mr. Lilinsky is the Founder, Chief Executive Officer and Chief Investment Officer of JHL Capital Group LLC. Before founding JHL in 2006. Mr. Litinsky was a member of the Drawbridge Special Opportunities Fund at Fortress Investment Group. Prior to Fortress, he was a Director of Finance at Omnicom Group, and he worked as a merchant banker at Allen & Company. Mr.Litinsky received a B.A. in Economics from Yale University, cum laude, and a J.D./M.B.A. from the Northwestern University School of Low and the Kellogg School of Management. He was admitted to the Illinois Bor, Mr. Litinsky serves on the Boards of AblityLab and the Museum of Contemporary Art Chicago. Michael Rosenthal - Chief Operating Officer Mr. Rosenthal will serve as the Chief Operating Officer of the Company upon closing of the business combination with FVAC. Mr. Rosenthal co- founded the Company and has been managing the Mountain Pass operation since the Company took control of the site in 2017. Before joining MP Materials, he was a Partner at QVT Financial, an investment firm. At QVT. Mr. Rosenthal concentrated on investments in the global automotive sector and in China. Prior to joining QVT, he worked as a senior high yield credit analyst for Shenkman Capital Management. Mr. Rosenthal graduated from Duke University with an A.B. degree in Economics and Comparative Area Studies. Ryan Corbett -Chief Financial Officer Mr. Corbett joined the Company as Chief Financial Officer in 2019. He joined JHL Capital Group LLC as a Managing Director to focus on the firm's investment in MP Materials. Prior to joining JHL. he was an Analyst at Brahman Capital Corp, and King Street Capital Management, both alternative asset managers based in New York, where he focused on special situations investments across the capital structure. Mr. Corbett started his career in investment banking at Morgan Stanley & Co. He graduated magna cum laude from the Wharton School of the University of Pennsylvania with a concentration in Finance. Sheila Bangalore - General Counsel and Chief Strategy Officer Ms. Bangalore joined the Company as its General Counsel and Chief Strategy Officer in 2020. Prior to MP Materials, Ms. Bangalore was most recently Assistant General Counsel at Aristocrat Technologies (ASX: ALLJ. and previously held legal roles at Zoppos and Bally Technologies Ms. Bangalore began her career at Bilzin Sumberg Boenc Price & Axelrod LLP. She is a former Board member and President of the Association of Corporate Counsel, Nevada Chapter. Ms. Bangalore received her BA in Literature from Tufts University and her J.D. from the Washington University in St. Louis. She is currently an MBA Candidate at the Wharton School of the University of Pennsylvania. SUPPLEMENTAL MATERIALS#47MP MATERIALS POST-TRANSACTION BOARD OF DIRECTORS(¹) MP MATERIALS James Litinsky-Chairman M. Litinsky is the Founder, Chief Executive Officer and Chief investment Officer of JHL Capital Group LLC. Before founding JHL in 2006. Mr. Litinsky was a member of the Crowbridge Special Opportunities Fund of Fortress investment Group. Prior to Fortress, he was a Director of finance at Omnicom Group, and he worked as a merchant banker at Alen & Company, Mr Linky received a BA in Economics from Yale University. cum laude and a J.D.M.B.A. from the Northwestem University School of Law and the Kellogg School of Management. He was admitted to the lindis Bar. Mr. Linky serves on the Boards of Abilyl ob and the Museum of Contemporary Art Chicago General (Ret) Richard Myers Retired U.S. Air Force Gen. Richard B. Myers serves as the President of Kansas State University, where he is abo a professor of military history and leadership. Gen. Myers loyaly served his country for forty years and retired as a four-star general. From 2001-2005, he served as the 15th Chairman of the Joint Chiefs of Staff As chairman, Myers was the highest-ranking uniformed officer of US military forces and served as the princ pa milhary adviser to President George W. Bush. Secretary of Defense Donald Rumsteld, and the National Security Council Since rement from the military, Myers has served on several public and non-profit boards, and also hold the Colin Powel Chair for National Security Leadership, Ethics, and Character at Notional Defense University. Drew McKnight Mr. McKnight is a Managing Partner of the Credit Funds Business based in San Francisco, CA. Mr. McKnight heads the liquid strategies and serves on the investment committee for the Credit Funds and is a member of the Management Committee of Fortress. Mr. McKnight is also the Co-Co of the Drawbridge Special Opportunities Fund, Fortress Lending fund and Fortress Credit Opportunities Fund V. In addition, Mr. McKnight is currently the CEO of Fortress Value Acquisition Corp. Dan Gold Mr. Gold is the founder and CEO of QVT Financial LP, an aftemative investment management firm, and the QVT Family Office. Prior to founding QVT he was a Managing Director of Deutsche Bank, where he managed the proprietary tracing group which became Qvi via a spinout in 2008. Before Deutiche Bank he worked at Daiwa Securities and Bear Slecars. Mr. Gold graduated from Horvard College with an A.3. in Physics. Randall Weisenburger Mr. Weisenburger founded Mile 26 Capital in January 2015. Previously, he was the Executive Vice President and Chief Financial Officer of Omnicom Group Inc. (NYSE: OMC) from 1998 through 2014. Before joining Omnicom. Mr. Weisenburger was a founding member of Wasserstein Perella and a formar member of the First Boston Corporation Mr. We senburger currently serves on the Board of Carnival Corporation NYSE: CCLI. Volero Energy Corporation (NYSE: VOI, and Corsair Components Inc. Mr. Wesenburger holds a MBA from the Wharton School of the University of Pennsylvania and a Bachelor's Degree in Finance and Accounting from Virginia Tech. Neles Vichen will be weng Bord Deserver. The Company poletnong of wood independer o Descton portohecling fine co SUPPLEMENTAL MATERIALS#48MP MATERIALS OPERATIONAL LEADERSHIP MP MATERIALS Peter Landi - Manager, Process Technology and Engineering Mr. Londi has over 9 years of experience in the rare earth industry, primarily at Mountain Pass. He has served in various leadership roles supporting process engineering, plant operations, process and product development, and project engineering. He also led the development of the site wide material and energy balances for production planning and reporting, Mr. Landi graduated from the University of Colorado, Boulder with a B.S. in Chemical Engineering. Mr. Landi will oversee Process Engineering for the Stage Il project. Joseph Pascoe - Principal Engineer Mr. Pascoe leads the Process Engineering and Development group. He has worked in the rare earth industry for 13 years in various roles at Mountain Pass and as a consultant to other rare earth projects globally. Mr. Pascoe began his career in product development and holds several patents pertaining to applications of rare earths. He is a leading subject matter expert in rare earth processing and separation. Mr. Pascoe graduated from the State University of New York at Buffalo with a B.S. in Chemical Engineering and studied Physics at the University of Wales Swansea (United Kingdom). For the Stage Il projects, Joe is the key subject matter expert for the drying. roasting, leaching, SX and product finishing design phases. Robby Ruesch - Manager, Mining and Ore Delivery Mr. Ruesch has 34 years of experience in leadership roles in open pil mining operations. Before joining MP Materials, he served as General Manager, Mine Technical Services Manager, and Mine Manager of KGHM International Ltd. Nevada Mining Company, a subsidiary or KGHM Polsko Miecz, extracting copper, gold, silver and molybdenum. Mr. Ruesch also held senior mining and engineering roles of Barick Gold. Additionally, he served on the Board of Directors for the Nevada Mining Association and is a member of Society of Mining, Metalurgy and Exploration, Mr. Ruesch received his secondary education at Great Basin Community College while working in the mining industry. Nick Perrine - Manager, Operations and Assets Mr. Perrine oversees approximately 150 employees in the Plant Operations. Maintenance, Maintenance Planning. Electrical, Mobie Maintenance, and Shipping & Warehouse departments. He has led operations through MP Materials Stage I recommissioning efforts, resulting in record production at the Mountain Pass facilities and world-class reliability metrics. Nick has 12 years of experience in the rare earth industry. beginning his Operations career at Mountain Pass in 2006 when he lead the Commissioning and Optimization teams before his appointment as General Foreman of the rare earth Separations & Finishing facilities. SUPPLEMENTAL MATERIALS#49RECONCILIATIONS OF NON-GAAP MEASURES Reconciliations of GAAP to Non-GAAP Measures(¹) ($MM) Net Income (GAAP) (+) Depreciation and Amortization (+) Asset Retirement and Environmental Liability Accretion (+) Interest Expense (+) Income Tax Provision EBITDA (+) Deferred Revenue Adjustment1²1 (+) Non-Recurring Items Adjusted EBITDA Net Cash Flow from Operations (GAAP) (+) Net Purchases of Property, Plant, and Equipment Free Cash Flow MPHATERIALS HOME FY 2019 ($5.1) 4.7 2.1 0.0 $4.7 $8.5 ($1.6) $4.0 Q1 2020 SUPPLEMENTAL MATERIALS $1.5 1.1 0.4 0.7 $4.1 0.7 $4.7 (2.0) $1.5