Lithium Americas Corp. (TSX: LAC) (NYSE: LAC) (“
Lithium
Americas” or the “
Company”) filed
carve-out interim financial statements and management’s discussion
and analysis (“
MD&A”) (unaudited) for the
three and nine months ended September 30, 2023 (“
Q3
2023”), and provides a project update on the Thacker Pass
lithium project in Humboldt Country, Nevada (“
Thacker
Pass” or the “
Project”).
HIGHLIGHTS
Thacker Pass
- Major earthworks and detailed
engineering continue to advance in preparation for major
construction to commence in 2024.
- The Company acquired repurposed temporary housing and kitchen
facilities for the workforce hub, to provide housing for
construction workers in the town of Winnemucca. The units are being
shipped and delivered to the site in preparation for peak
construction. Earthworks to prepare the workforce hub facility in
Winnemucca are ongoing and progressing well.
- The Company continues to work
closely with the U.S. Department of Energy (“DOE”)
Loan Programs Office to advance confirmatory due diligence and term
sheet negotiations for the Advanced Technology Vehicles
Manufacturing Loan Program (“ATVM Loan Program”),
following the receipt of a Letter of Substantial Completion on
February 22, 2023.
- The Company expects the DOE ATVM Loan Program conditional
approval process to be completed in late-2023-early-2024, and if
approved, to fund up to 75% of capital costs for construction of
Phase 1. Development costs incurred by the project may qualify as
eligible costs under the ATVM Loan Program as of January 31,
2023.
- The construction budget for the second half of 2023 is $145
million (cash based), of which $51.1 million was spent in Q3 2023
primarily on advancing engineering, earthworks and the workforce
hub.
- The Department of Economics at the
University of Nevada, Reno completed an Economic Impact Assessment
of Thacker Pass, Phase 1 and 2 construction and operations over the
40-year life of mine for Humboldt Country and the State of Nevada,
based on the Thacker Pass Feasibility Study, effective November 2,
2022. Based on this assessment:
- Thacker Pass is expected to generate over 1,500 construction
jobs.
- In Humboldt County, Phase 1 and 2 construction activities are
estimated to generate approximately $725 million of economic
activity annually, and operations after project completion are
estimated to generate economic impact of approximately $2 billion
annually.
- In the State of Nevada, it is expected that every $1 the
Company invests on Phase 1 and 2 capital construction will generate
an additional $0.76 of spending, and that every direct job created
during construction will generate an additional six jobs.
Corporate
- As at October 3,
2023, the Company had approximately $275.5 million in cash and cash
equivalents.
- The maximum
price for General Motors (“GM”) second tranche
investment equal to an aggregate purchase price of $330 million
(“Tranche 2") was adjusted post-Separation. GM is
expected to invest Tranche 2 following the Company securing
sufficient available capital to fund the development of Thacker
Pass Phase 1 (the “Funding Condition”). The number
of shares is to be determined using a conversion price equal to the
lower of (a) the 5-day volume weighted average share price (which
is determined as of the date the notice that the Funding Condition
has been met) and (b) $17.36 per share, as adjusted for
Separation.
CARVE-OUT FINANCIALS
On October 3, 2023, the former Lithium Americas
Corp., which is now named Lithium Americas (Argentina) Corp. (TSX:
LAAC) (NYSE: LAAC) (“Old LAC”) and Lithium
Americas Corp. (“New LAC,” “Lithium
Americas” or the “Company”) (TSX: LAC)
(NYSE: LAC), completed by way of statutory plan of arrangement a
separation (the “Separation”).
The MD&A of New LAC, prepared as of November
8, 2023, should be read in conjunction with New LAC’s unaudited
condensed consolidated carve-out interim financial statements and
the notes thereto for the three and nine months ended September 30,
2023 (“Q3 2023 financial statements”), and Old
LAC’s North American audited carve-out financial statements and
notes thereto for the year ended December 31, 2022 (“2022
annual financial statements”). The Q3 2023 financial
statements are available on the Company’s profile on SEDAR+ and
EDGAR, as well as the website at
https://lithiumamericas.com/investor/filings-and-reports/default.aspx.
The 2022 annual financial statements can be found in Old LAC’s 2023
Management Information Circular, available on Old LAC’s profile on
SEDAR+ and EDGAR, or at
https://lithiumamericas.com/investor/laac-separation/default.aspx.
ABOUT LITHIUM AMERICAS
Lithium Americas is committed to responsibly
developing the 100%-owned Thacker Pass project located in Humbolt
Country in northern Nevada, which hosts the largest known Measured
and Indicated lithium resource in the United States. The Company is
focused on advancing construction at Thacker Pass; construction
commenced in early 2023. Lithium Americas’ shares are listed on the
Toronto Stock Exchange and New York Stock Exchange under the symbol
LAC. To learn more, visit www.lithiumamericas.com or follow
@LithiumAmericas on social media.
INVESTOR
CONTACT
Virginia Morgan, Vice President, Investor Relations and
ESG+1-778-726-4070ir@lithiumamericas.comwww.lithiumamericas.com
FORWARD-LOOKING INFORMATION
This News Release
contains “forward-looking information” within the meaning of
applicable Canadian securities legislation, and “forward-looking
statements” within the meaning of applicable United States
securities legislation (collectively referred to as
“forward-looking information” ("FLI")). All statements, other than
statements of historical fact, are FLI and can be identified by the
use of statements that include, but are not limited to, words, such
as “anticipate,” “plan,” “continues,” “estimate,” “expect,” “may,”
“will,” “projects,” “predict,” “proposes,” “potential,” “target,”
“implement,” “scheduled,” “forecast,” “intend,” “would,” “could,”
“might,” “should,” “believe” and similar terminology, or state that
certain actions, events or results “may,” “could,” “would,” “might”
or “will” be taken, occur or be achieved. FLI in this News Release
includes, but is not limited to, information concerning the tax
treatment of the separation of old Lithium Americas Corp. into
Lithium Americas (Argentina) Corp. (“Lithium Argentina”), which
holds the Argentinian businesses, interests, assets and
liabilities, and current Lithium Americas Corp. (the “Company”),
which holds the North American businesses, interests, assets and
liabilities, implemented by way of plan of arrangement and
completed on October 3, 2023 (the “Arrangement”); the expected
operations, financial results and condition of the Company
following the Arrangement; the Company’s future objectives and
strategies to achieve those objectives, including the future
prospects of the Company as an independent company; the estimated
cash flow, capitalization and adequacy thereof for the Company
following the Arrangement; the expected benefits of the Arrangement
to, and resulting treatment of, shareholders and the Company; the
anticipated effects of the Arrangement; the estimated costs of the
Arrangement; development of the Thacker Pass Project, including
timing, progress, approach, continuity or change in plans,
construction, commissioning, milestones, anticipated production and
results thereof and expansion plans; expectations regarding
accessing funding from the ATVM Loan Program; anticipated timing to
resolve, and the expected outcome of, any complaints or claims made
or that could be made concerning the permitting process in the
United States for the Thacker Pass Project, including the lawsuit
against the BLM filed in February 2023; capital expenditures and
programs; estimates, and any change in estimates, of the mineral
resources and mineral reserves at the Thacker Pass Project;
development of mineral resources and mineral reserves; government
regulation of mining operations and treatment under governmental
and taxation regimes; the future price of commodities, including
lithium; the realization of mineral resources and mineral reserves
estimates, including whether certain mineral resources will ever be
developed into mineral reserves, and information and underlying
assumptions related thereto; the timing and amount of future
production; currency exchange and interest rates; the Company’s
ability to raise capital; expected expenditures to be made by the
Company on the Thacker Pass Project; ability to produce high purity
battery grade lithium products; settlement of agreements related to
the operation and sale of mineral production as well as contracts
in respect of operations and inputs required in the course of
production; the timing, cost, quantity, capacity and product
quality of production at the Thacker Pass Project; successful
development of the Thacker Pass Project, including successful
results from the Company’s testing facility and third-party tests
related thereto; capital costs, operating costs, sustaining capital
requirements, after tax net present value and internal rate of
return, payback period, sensitivity analyses, and net cash flows of
the Thacker Pass Project; the expected capital expenditures for the
construction of the Thacker Pass Project; anticipated job creation
and workforce hub at the Thacker Pass Project; ability to achieve
capital cost efficiencies; the GM Transaction and the potential for
additional financing scenarios for the Thacker Pass Project; the
expected timetable for completing Tranche 2 of the GM Transaction;
the ability of the Company to complete Tranche 2 of the GM
Transaction on the terms and timeline anticipated, or at all; the
receipt of required stock exchange and regulatory approvals and
authorizations, and the securing of sufficient available funding to
complete the development of Phase 1 of the Thacker Pass Project,
required for Tranche 2 of the GM Transaction; the expected benefits
of Tranche 2 of the GM Transaction; the strategic advantages,
future opportunities and focus of the Company as a result of the
Arrangement; as well as other statements with respect to
management’s beliefs, plans, estimates and intentions, and similar
statements concerning anticipated future events, results,
circumstances, performance or expectations that are not historical
facts.
FLI involves known and
unknown risks, assumptions and other factors that may cause actual
results or performance to differ materially. This FLI reflects the
Company’s current views about future events, and while considered
reasonable by the Company as of the date of this News Release, are
inherently subject to significant uncertainties and contingencies.
Accordingly, there can be no certainty that they will accurately
reflect actual results. Assumptions upon which such FLI is based
include, without limitation: the potential benefits of the
Arrangement not being realized; the risk of tax liabilities as a
result of the Arrangement, and general business and economic
uncertainties and adverse market conditions; the risk that the
Arrangement may not be tax-free for income tax purposes and
potential significant tax liabilities that the Company may be
exposed to if the tax-deferred spinoff rules are not met; the risk
of tax indemnity obligations owed by the Company to Lithium
Argentina following the Arrangement becoming payable, including as
a result of events outside of the Company’s control; the reduced
diversity of the Company as a separate company following the
Arrangement; uncertainties inherent to feasibility studies and
mineral resource and mineral reserve estimates; the potential
inability or unwillingness of current shareholders to hold Common
Shares following the Arrangement; risks related to the Company’s
status as an independent reporting issuer following the
Arrangement; the ability of the Company to secure sufficient
additional financing, advance and develop the Thacker Pass Project,
and to produce battery grade lithium; the respective benefits and
impacts of the Thacker Pass Project when production operations
commence; settlement of agreements related to the operation and
sale of mineral production as well as contracts in respect of
operations and inputs required in the course of production; the
Company’s ability to operate in a safe and effective manner, and
without material adverse impact from the effects of climate change
or severe weather conditions; uncertainties relating to receiving
and maintaining mining, exploration, environmental and other
permits or approvals in Nevada; demand for lithium, including that
such demand is supported by growth in the electric vehicle market;
current technological trends; the impact of increasing competition
in the lithium business, and the Company’s competitive position in
the industry; continuing support of local communities and the Fort
McDermitt Paiute and Shoshone Tribe for the Thacker Pass Project;
continuing constructive engagement with these and other
stakeholders, and any expected benefits of such engagement; the
stable and supportive legislative, regulatory and community
environment in the jurisdictions where the Company operates;
impacts of inflation, currency exchanges rates, interest rates and
other general economic and stock market conditions; the impact of
unknown financial contingencies, including litigation costs,
environmental compliance costs and costs associated with the
impacts of climate change, on the Company’s operations; estimates
of and unpredictable changes to the market prices for lithium
products; development and construction costs for the Thacker Pass
Project, and costs for any additional exploration work at the
project; estimates of mineral resources and mineral reserves,
including whether certain mineral resources will ever be developed
into mineral reserves; reliability of technical data; anticipated
timing and results of exploration, development and construction
activities, including the impact of ongoing supply chain
disruptions and availability of equipment and supplies on such
timing; timely responses from governmental agencies responsible for
reviewing and considering the Company’s permitting activities at
the Thacker Pass Project; availability of technology, including low
carbon energy sources and water rights, on acceptable terms to
advance the Thacker Pass Project; the Company’s ability to obtain
additional financing on satisfactory terms or at all, including the
outcome of the ATVM Loan Program application; government regulation
of mining operations and mergers and acquisitions activity, and
treatment under governmental, regulatory and taxation regimes;
ability to realize expected benefits from investments in or
partnerships with third parties; accuracy of development budgets
and construction estimates; changes to the Company’s current and
future business plans and the strategic alternatives available to
the Company; the ability of the Company to satisfy all closing
conditions for Tranche 2 of the GM Transaction and complete Tranche
2 of the GM Transaction in a timely manner; and the impact of
Tranche 2 of the GM Transaction on dilution of shareholders and on
the trading prices for, and market for trading in, the securities
of the Company. Although the Company believes that the assumptions
and expectations reflected in such forward-looking information are
reasonable, the Company can give no assurance that these
assumptions and expectations will prove to be correct.
There can be no
assurance that FLI will prove to be accurate, as actual results and
future events could differ materially from those anticipated in
such information. As such, readers are cautioned not to place undue
reliance on this information, and that this information may not be
appropriate for any other purpose, including investment purposes.
The Company’s actual results could differ materially from those
anticipated in any FLI as a result of the risk factors set out
herein and in the Company’s Form 20-F filed on August 22, 2023, as
amended, alternative AIF disclosure document dated September 30,
2023, and interim and annual MD&A for carve-out financial
statements available on SEDAR+ at www.sedarplus.ca and EDGAR at
www.sec.gov. All FLI contained in this News Release is expressly
qualified by the risk factors set out in the aforementioned
documents. Readers are further cautioned to review the full
description of risks, uncertainties and management’s assumptions in
the aforementioned documents and other disclosure documents
available on SEDAR+ and on EDGAR.
The Company expressly
disclaims any obligation to update FLI as a result of new
information, future events or otherwise, except as and to the
extent required by applicable securities laws. Forward-looking
financial information also constitutes FLI within the context of
applicable securities laws and as such, is subject to the same
risks, uncertainties and assumptions as are set out in the
cautionary note above.
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