Lithium Americas Corp. (TSX: LAC) (NYSE: LAC)
(“
Lithium Americas” or the
“
Company”) announced the closing of its previously
announced underwritten public offering (the
“
Offering”) of its common shares (the
“
Common Shares”). The Company issued 55,000,000
Common Shares, issued at a price of $5.00 per Common Share (the
“
Issue Price”), for aggregate gross proceeds to
the Company of $275,000,000.
The net proceeds from
the Offering are intended to be used to fund the advancement of
construction and development of the Company’s Thacker Pass lithium
project in Humboldt County, Nevada (“Thacker
Pass”).
Jonathan Evans,
President and Chief Executive Officer of Lithium Americas said, “We
are pleased to have completed this key financing milestone, which
together with the U.S. Department of Energy
(“DOE”) loan under the Advanced Technology
Vehicles Manufacturing Loan Program (the “Loan”),
satisfies the funding condition to closing the General Motors
Holdings LLC (“GM”) second tranche investment (the
“Tranche 2 Investment”). At the same time, the
Offering and GM funding will allow the Company to meet the
financing-related condition relating to closing the DOE Loan
conditional commitment (the “Conditional
Commitment”). These financings are expected to fully fund
Thacker Pass Phase 1 construction.”
Mr. Evans continued,
“With site preparation for major earthworks completed, our focus is
on de-risking construction execution by increasing detailed
engineering and progressing procurement packages. Once the
remaining closing conditions are met and the Tranche 2 Investment
and the DOE Loan close, which we anticipate to occur later this
year if conditions to finalization of the Loan are met, Thacker
Pass will advance to full notice to proceed and major construction
to support America's energy security and emissions reduction
aspirations. Our team continues to focus on our commitment to
sustainably develop Thacker Pass toward production."
For the DOE Loan, if
finalized, it is possible that the terms of the finalized Loan
agreement may change from the time of Conditional Commitment. While
the Conditional Commitment indicates DOE’s intent to finance
Thacker Pass, the Company must satisfy certain technical, legal,
environmental and financial conditions before the DOE enters into
definitive financing documents and funds the Loan.
ABOUT LITHIUM AMERICAS
The Company is a Canadian-based lithium resource
company that owns 100% of the Thacker Pass project located in
Humboldt County in northern Nevada, through its wholly-owned
subsidiary, Lithium Nevada Corp.
INVESTOR
CONTACT
Virginia Morgan, VP, IR and
ESG+1-778-726-4070ir@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
the United States Private Securities Litigation Reform Act of 1995
(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 statements
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, statements related to the
anticipated use of net proceeds of the Offering; the expected
operations, financial results and condition of the Company; the
Company’s future objectives and strategies to achieve those
objectives, including the future prospects of the Company; the
estimated cash flow, capitalization and adequacy thereof for the
Company; the estimated costs of the development of Thacker Pass,
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 Tranche 2 Investment and 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 Thacker
Pass; capital expenditures and programs; estimates, and any change
in estimates, of the mineral resources and mineral reserves at
Thacker Pass; development of mineral resources and mineral
reserves; the expected benefits of the separation transaction
undertaken by the Company to acquire ownership of the North
American business assets of Lithium Americas Corp. (now named
Lithium Americas (Argentina) Corp.) (the
“Arrangement”) to, and resulting treatment of,
shareholders and the Company; the anticipated effects of the
Arrangement; information concerning the tax treatment of the
Arrangement; government regulation of mining operations and
treatment under governmental and taxation regimes; the future price
of commodities, including lithium; the creation of a battery supply
chain in the United States to support the electric vehicle market;
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 Thacker Pass; 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 Thacker Pass; successful development of
Thacker Pass, 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 Thacker Pass; the
expected capital expenditures for the construction of Thacker Pass;
anticipated job creation and workforce hub at Thacker Pass; the
expectation that the project labor agreement with North America’s
Building Trades Unions for construction of Thacker Pass will
minimize construction risk, ensure availability of skilled labor,
address the challenges associated with Thacker Pass’s remote
location and be effective in prioritizing employment of local and
regional skilled craft workers, including members of
underrepresented communities; the Company’s commitment to
sustainable development, minimizing the environmental impact at
Thacker Pass and plans for phased reclamation during the life of
mine; ability to achieve capital cost efficiencies; the Tranche 2
Investment and the potential for additional financing scenarios for
Thacker Pass; the expected timetable for completing the Tranche 2
Investment; the ability of the Company to complete the Tranche 2
Investment 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 Thacker Pass as required for
the Tranche 2 Investment; the expected benefits of the Tranche 2
Investment; 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. 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 ability to raise financing in a
timely manner and on acceptable terms; the potential benefits of
the Arrangement 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; uncertainties
inherent to feasibility studies and mineral resource and mineral
reserve estimates; the ability of the Company to secure sufficient
additional financing, advance and develop Thacker Pass, and to
produce battery grade lithium; the respective benefits and impacts
of Thacker Pass 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 Shoshone Tribe for Thacker Pass; 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; increased attention to environmental, social,
governance and safety (“ESG-S”) and
sustainability-related matters, risks related to the Company’s
public statements with respect to such matters that may be subject
to heightened scrutiny from public and governmental authorities
related to the risk of potential “greenwashing” (i.e., misleading
information or false claims overstating potential
sustainability-related benefits); risks that the Company may face
regarding potentially conflicting anti-ESG-S initiatives from
certain U.S. state or other governments; estimates of and
unpredictable changes to the market prices for lithium products;
development and construction costs for Thacker Pass, and costs for
any additional exploration work at the project; estimates of
mineral resources and mineral reserves, including whether mineral
resources not included in mineral reserves will be further
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 Thacker Pass; availability of technology, including
low carbon energy sources and water rights, on acceptable terms to
advance Thacker Pass; the Company’s ability to obtain additional
financing on satisfactory terms or at all, including the outcome of
the ATVM Loan Program process; 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; that the Company will meet its future objectives and
priorities; that the Company will have access to adequate capital
to fund its future projects and plans; that such future projects
and plans will proceed as anticipated; the ability of the Company
to satisfy all closing conditions for the Tranche 2 Investment and
complete the Tranche 2 Investment in a timely manner; the impact of
the Tranche 2 Investment on dilution of shareholders and on the
trading prices for, and market for trading in, the securities of
the Company; as well as assumptions concerning general economic and
industry growth rates, commodity prices, currency exchange and
interests rates and competitive conditions. Although the Company
believes that the assumptions and expectations reflected in such
FLI are reasonable, the Company can give no assurance that these
assumptions and expectations will prove to be correct.
Readers are cautioned that the foregoing lists
of factors are not exhaustive. 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 filings with securities regulators.
The FLI contained in this news release is
expressly qualified by these cautionary statements. All FLI in this
news release speaks as of the date of this news release. The
Company does not undertake any obligation to update or revise any
FLI, whether as a result of new information, future events or
otherwise, except as required by law. Additional information about
these assumptions and risks and uncertainties is contained in the
Company’s filings with securities regulators, including the
Company’s most recent Annual Report on Form 20-F and most recent
management’s discussion and analysis for our most recently
completed financial year and, if applicable, interim financial
period, which are available on SEDAR+ at www.sedarplus.ca and
on 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.
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