|
LITHIUM AMERICAS CORP. |
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION |
(Unaudited) |
(Expressed in thousands of US dollars) |
|
| | | | | | June 30, December 31, |
| | | | | Note | | 2022 | 2021 |
| | | | | | | | | | $ | | | | $ |
CURRENT ASSETS | | | | | | | | | | | | | | |
Cash and cash equivalents | | | | | | | | 4 | | 440,821 | 510,607 |
Receivables, prepaids and deposits | | | | | | | | | | 4,698 | 1,968 |
Restricted cash | | | | | | | | 8 | | - | | | | 20,000 |
| | | | | | | | | | 445,519 | 532,575 |
| | | | | | | | | | | | | | |
NON-CURRENT ASSETS | | | | | | | | | | | | | | |
Investment in Green Technology Metals | | | | | | | | 5 | | 5,782 | - |
Investment in Arena Minerals | | | | | | | | 6 | | 12,596 | 13,033 |
Warrants to purchase shares in Arena Minerals | | | | | | | | 6 | | 4,822 | 7,558 |
Loans to Exar Capital | | | | | | | | 7 | | 162,344 | 70,856 |
Investment in Cauchari-Olaroz Project | | | | | | | | 7 | | 49,680 | 156,281 |
Long-term receivable from JEMSE | | | | | | | | | | 6,520 | 6,231 |
Deferred transaction costs | | | | | | | | | | - | | | | 20,800 |
Property, plant and equipment | | | | | | | | 9 | | 9,168 | 4,368 |
Exploration and evaluation assets | | | | | | | | 10 | | 347,066 | 5,640 |
| | | | | | | | | | 597,978 | 284,767 |
TOTAL ASSETS | | | | | | | | | | 1,043,497 | 817,342 |
| | | | | | | | | | | | | | |
CURRENT LIABILITIES | | | | | | | | | | | | | | |
Accounts payable and accrued liabilities | | | | | | | | | | 6,633 | 7,347 |
Current portion of long-term liabilities | | | | | | | | 12 | | 3,461 | 909 |
| | | | | | | | | | 10,094 | 8,256 |
NON-CURRENT LIABILITIES | | | | | | | | | | | | | | |
Convertible senior notes | | | | | | | | 11 | | 212,601 | 236,156 |
Credit and loan facilities | | | | | | | | 12 | | - | | | | 27,915 |
Decommissioning provision | | | | | | | | | | | | | 330 | 326 |
Other liabilities | | | | | | | | 13 | | 8,452 | 8,374 |
| | | | | | | | | | 221,383 | 272,771 |
TOTAL LIABILITIES | | | | | | | | | | 231,477 | 281,027 |
| | | | | | | | | | | | | | |
SHAREHOLDERS’ EQUITY | | | | | | | | | | | | | | |
Share capital | | | | | | | | | | 1,026,935 | 689,993 |
Contributed surplus | | | | | | | | | | 29,914 | 28,463 |
Accumulated other comprehensive loss | | | | | | | | | | (3,487 ) | (3,487 ) |
Deficit | | | | | | | | | | (241,342 ) | (178,654 ) |
TOTAL SHAREHOLDERS’ EQUITY | | | | | | | | | | 812,020 | 536,315 |
| | | | |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | | | | 1,043,497 | 817,342 |
| | | | | | | | | | |
| |
Subsequent event (Note 21) |
|
Approved for issuance on July 28, 2022 |
On behalf of the Board of Directors: |
| | | | | | | | | | | “Fabiana Chubbs” | | “George Ireland” |
| | | | | | | | | | | | | Director | | Director |
| | | | | | | | | | | | |
|
| | 2 | |
| |
|
|
LITHIUM AMERICAS CORP. |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS |
(Unaudited) |
(Expressed in thousands of US dollars, except for per share amounts; shares in thousands) |
|
| | | | | Three Months | Six Months Ended |
|
| | | | | Ended June 30, | June 30, | |
| | | | Note | 2022 | | | 2021 | 2022 2021 |
| | | | | | | | | $ | $ | | | $ | $ |
| | | | | | | | | | | | | | |
Exploration and evaluation expenditures | | | | 17 (12,790 ) (8,844 ) (22,999 ) (13,526 ) |
General and administrative expenses | | | | 16 (5,151 ) (2,586 ) (8,680 ) (4,879 ) |
Equity compensation | | | | 14 | (614 ) (1,016 ) (1,557 ) (2,300 ) |
Share of loss of Cauchari-Olaroz Project | | | | 7 (71,510 ) | | | | (597 ) (72,659 ) (1,097 ) |
Share of loss of Arena Minerals | | | | 6 | (268 ) | - | | | (437 ) | - |
| | | | (90,333 ) (13,043 ) (106,332 ) (21,802 ) |
OTHER ITEMS | | | | | | | | | | | | | | |
Transaction costs | | | | | | | | | - | (71 ) | | | - | (114 ) |
Loss on JEMSE transaction | | | | | | | | | - (4,712 ) | - (4,712 ) |
Gain on change in fair value of convertible notes derivative | | | | 11 81,561 | - 31,230 | | | | - |
Loss on change in fair value of Arena Minerals warrants | | | | 6 (3,753 ) | - (2,736 ) | | | | - |
Gain on modification of the loans to Exar Capital | | | | 7 | | | | | - | - 20,354 | | | | - |
Loss on change in fair value of Green Technology Metals shares | | | | 5 (4,237 ) | - (4,237 ) | | | | - |
Finance costs | | | | (5,188 ) (2,836 ) (10,500 ) (5,332 ) |
Foreign exchange gain | | | | | 540 | | | 134 | 890 | 248 |
Finance and other income | | | | | 4,853 | | | 1,223 | 8,643 2,370 |
| | | | 73,776 (6,262 ) 43,644 (7,540 ) |
NET LOSS BEFORE DISCONTINUED OPERATIONS | | | | (16,557 ) (19,305 ) (62,688 ) (29,342 ) |
| | | | | | | | | | | | | | |
(LOSS)/INCOME FROM DISCONTINUED OPERATIONS | | | | | | | | | - | (18 ) | | | - | 90 |
| | | | | | | | | | | | | | |
NET LOSS | | | | (16,557 ) (19,323 ) (62,688 ) (29,252 ) |
| | | | | | | | | | | | | | |
TOTAL COMPREHENSIVE LOSS | | | | (16,557 ) (19,323 ) (62,688 ) (29,252 ) |
BASIC AND DILUTED LOSS PER SHARE FROM CONTINUING |
OPERATIONS | | | | | (0.12 ) | | | (0.16 ) | (0.47 ) (0.25 ) |
BASIC AND DILUTED LOSS PER SHARE | | | | | (0.12 ) | | | (0.16 ) | (0.47 ) (0.25 ) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING- |
| | | | 134,521 119,864 132,554 117,513 |
| | | | | | | | | | |
BASIC AND DILUTED |
| | | | | | | |
|
|
| | |
|
| | 3 | |
| |
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|
LITHIUM AMERICAS CORP. |
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY |
(Unaudited) |
(Expressed in thousands of US dollars, shares in thousands) |
|
| | | | |
| | | | | | Share capital | | | | | | | | | | | | | | |
| | | | | | | Accumulated |
| | | | | | | | | |
| | | | | | | | other |
| | | | | | | | | |
| | | | | | | | | | | | Contributed | comprehensive | | | | | | Shareholders’ |
| | | | | | | | | Deficit | | |
| | | | | Number Amount | surplus | income/(loss) | | | equity |
| | | | | of shares | | $ | | | | $ | | | $ | $ | | | | | | | | $ |
Authorized share capital: | | | | |
| | | | | |
Unlimited common shares without par value | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance December 31, 2020 | | | | | 101,103 307,152 | 27,204 | | (3,487 ) (140,166 ) | | 190,703 |
Shares issued on conversion of RSUs, DSUs and |
exercise of stock options | | | | | | | | | | | | | | 580 | 1,805 | | | | (1,099 ) | | | - | - | | | | | | | 706 |
Shares issued pursuant to the underwritten public |
offering (Note 14) | | | | | 18,182 400,000 | - | | | - | - | | | | | | | 400,000 |
Shares issuance costs | | | | | | | | | | | | | | - (22,609 ) | - | | | - | - | | | | | | | (22,609 ) |
Equity compensation (Note 14) | | | | | | | | | | | | | | - | - | | | | 4,083 | | | - | - | | | | | | | 4,083 |
Net loss | | | | | | | | | | | | | | - | - | | | | - | | | - (29,252 ) | (29,252 ) |
Balance June 30, 2021 | | | | | 119,865 686,348 | 30,188 | | (3,487 ) (169,418 ) | | 543,631 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, December 31, 2021 | | | | | 120,831 689,993 | 28,463 | | (3,487 ) (178,654 ) | | 536,315 |
Shares issued on conversion of RSUs, DSUs and |
exercise of stock options | | | | | | | | | | | | | | 566 | 3,130 | | | | (1,770 ) | | | - | - | | | | | | | 1,360 |
Shares issued pursuant to the acquisition of |
Millennial (Note 8) | | | | | 13,199 333,812 | - | | | - | - | | | | | | | 333,812 |
Equity compensation (Note 14) | | | | | | | | | | | | | | - | - | | | | 1,557 | | | - | - | | | | | | | 1,557 |
RSUs issued in lieu of accrued bonuses | | | | | | | | | | | | | | - | - | | | | 1,374 | | | - | - | | | | | | | 1,374 |
DSUs issued in lieu of directors' fees | | | | | | | | | | | | | | - | - | | | | 290 | | | - | - | | | | | | | 290 |
Net loss | | | | | | | | | | | | | | - | - | | | | - | | | - (62,688 ) | (62,688 ) |
Balance June 30, 2022 | | | | | 134,596 1,026,935 | 29,914 | | (3,487 ) (241,342 ) | | 812,020 |
| | | | | | | | | | | |
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| | 4 | |
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|
|
LITHIUM AMERICAS CORP. |
CONSOLIDATED STATEMENTS OF CASH FLOWS |
(Unaudited) |
(Expressed in thousands of US dollars) |
|
| | | | | | Six Months Ended June 30, | |
| | | | Note | | | | 2022 | 2021 |
| | | | | | | | $ | $ |
OPERATING ACTIVITIES | | | | | | | | | | | | | |
Net loss | | | | | | (62,688 ) | | | (29,252 ) |
Items not affecting cash and other items: | | | | | | | | | | |
Equity compensation | | | | 14 | | | | 1,557 | 2,300 |
Depreciation | | | | 9 | | | | 1,016 | 345 |
Foreign exchange gain | | | | | | | | (890 ) | (248 ) |
Share of loss of Cauchari-Olaroz Project | | | | 7 | | 72,659 | | | 1,097 |
Share of loss of Arena Minerals | | | | 6 | | | | 437 | - |
Loss on JEMSE transaction | | | | | - | | | | | | 4,712 |
Gain on modification of the loans to Exar Capital | | | | 7 | | (20,354 ) | - |
Loss on change in fair value of Green Technology Metals shares | | | | 5 | | | | 4,237 | - |
Loss on change in fair value of Arena Minerals warrants | | | | 6 | | | | 2,736 | - |
Gain on change in fair value of convertible notes derivative | | | | 11 | | (31,230 ) | - |
Other items | | | | | | | | (891 ) | 152 |
Changes in non-cash working capital items: | | | | | | | | | | | | | | |
Increase in receivables, prepaids and deposits | | | | | | | | (1,731 ) | (1,098 ) |
Increase in accounts payable and accrued liabilities | | | | | | | | 951 | 1,945 |
Net cash used in operating activities | | | | | | (34,191 ) | | | (20,047 ) |
INVESTING ACTIVITIES | | | | | | | | | | |
Loans to Exar Capital | | | | 7 | | (29,204 ) | | | | | | | (30,870 ) |
Contribution to Investment in Cauchari-Olaroz project | | | | 7 | | | | (695 ) | | | | | | | (1,378 ) |
Investment in Green Technology Metals | | | | 5 | | (10,000 ) | | | | | - |
Cash acquired as a result of Mil ennial acquisition | | | | 8 | | 33,531 | | | | | - |
Transaction costs related to Mil ennial acquisition | | | | 8 | | | | (5,012 ) | | | | | - |
Payment of Mil ennial's acquisition date payables | | | | 8 | | (17,167 ) | | | | | - |
Release of escrow deposit for Mil ennial acquisition | | | | 8 | | 20,000 | | | | | - |
Proceeds from sale of assets held for sale | | | | | - | | | | | | | 4,034 |
Additions to exploration and evaluation assets | | | | 10 | | | | (3,376 ) | (433 ) |
Release of restricted cash | | | | | - | | | | 150 |
Additions to property, plant and equipment | | | | 9 | | | | (932 ) | (119 ) |
Net cash used in investing activities | | | | | | (12,855 ) | | | (28,616 ) |
FINANCING ACTIVITIES | | | | | | | | | |
Proceeds from stock option exercises | | | | 14 | | | | 1,360 | 706 |
Proceeds from public offering | | | | 13 | - | | | | | | 400,000 |
Equity offering issuance costs | | | | 13 | - | | | | | | (22,609 ) |
Drawdowns from the credit facilities | | | | 12 | - | | | | | | 28,070 |
Repayment of the subordinate loan facility | | | | 12 | | (24,708 ) | - |
Finance lease repayments | | | | | - | | | | (157 ) |
Repayment of long-term borrowings | | | | | - | | | | (424 ) |
Other | | | | | | | | (282 ) | - |
Net cash (used)/provided by financing activities | | | | | | (23,630 ) | | | 405,586 |
Effect of foreign exchange on cash | | | | | | | | 890 | 248 |
CHANGE IN CASH AND CASH EQUIVALENTS | | | | | | (69,786 ) | | | 357,171 |
CASH AND CASH EQUIVALENTS - BEGINNING OF THE PERIOD | | | | | | 510,607 | | | 148,070 |
CASH AND CASH EQUIVALENTS - END OF THE PERIOD | | | | | | 440,821 | | | 505,241 |
| | | | | | | |
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| | 5 | |
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LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
1. | | | | NATURE OF OPERATIONS |
| | | | Lithium Americas Corp. (“Lithium Americas” or the “Company”) is a Canadian-based resource company |
| | | | focused on advancing three significant lithium projects: the Cauchari-Olaroz project (“Cauchari-Olaroz”), a |
| | | | lithium brine project located in the Salar de Olaroz and Salar de Cauchari in Jujuy province, in north-western |
| | | | Argentina; the Thacker Pass project (“Thacker Pass”), a sedimentary-based lithium project located in the |
| | | | McDermitt Caldera in Humboldt County in north-western Nevada, USA and the Pastos Grandes lithium |
| | | | project (“Pastos Grandes”), a lithium brine project located in Salta province of Argentina. |
| | | | The Company’s interest in Cauchari-Olaroz is held through a 44.8% ownership interest in Minera Exar S.A. |
| | | | (“Minera Exar”), a company incorporated under the laws of Argentina. Ganfeng Lithium Co. Ltd. (“Ganfeng”) |
| | | | owns 46.7% of Minera Exar with the remaining 8.5% interest held by Jujuy Energia y Mineria Sociedad del |
| | | | Estado (“JEMSE”), a mining investment company owned by the government of Jujuy province in Argentina. |
| | | | Cauchari-Olaroz is in the development stage and nearing completion of construction. The Company holds |
| | | | a 100% interest in Thacker Pass through a wholly-owned subsidiary, Lithium Nevada Corp. (“Lithium |
| | | | Nevada”), a company incorporated under the laws of Nevada. Thacker Pass is in the exploration and |
| | | | evaluation stage. On January 25, 2022, the Company acquired Mil ennial Lithium Corp. (“Mil ennial”) and |
| | | | added its Argentinean lithium project Pastos Grandes to its pipeline of projects (Note 8). |
| | | | The Company’s common shares are listed on the Toronto Stock Exchange and the New York Stock |
| | | | Exchange under the symbol “LAC”. |
| | | | The Company’s head office and principal address is Suite 300, 900 West Hastings Street, Vancouver, |
| | | | British Columbia, Canada, V6C 1E5. |
| | | | To date, the Company has not generated significant revenues from operations and has relied on equity and |
| | | | other financings to fund operations. The underlying values of exploration and evaluation assets, property, |
| | | | plant and equipment and the investment in Cauchari-Olaroz project are dependent on the existence of |
| | | | economical y recoverable reserves, securing and maintaining title and beneficial interest in the properties, |
| | | | and the ability of the Company to obtain the necessary financing to complete permitting and development, |
| | | | and to attain future profitable operations. |
|
|
2. | | | | BASIS OF PREPARATION AND PRESENTATION |
|
| | | | These condensed consolidated interim financial statements (“Interim Financials”) have been prepared in |
| | | | accordance with International Financial Reporting Standards as issued by the International Accounting |
| | | | Standards Board (“IFRS”) applicable to the preparation of interim financial statements, including |
| | | | International Accounting Standard (“IAS”) 34, Interim Financial Reporting. The Interim Financials should be |
| | | | read in conjunction with the Company’s annual consolidated financial statements for the year ended |
| | | | December 31, 2021 (the “2021 Annual Financials”), which have been prepared in accordance with IFRS. |
| | | | These financial statements include the results for Mil ennial from the date of its acquisition on January 25, |
| | | | 2022. |
| | | | The Interim Financials are expressed in US dollars, the Company’s presentation currency. The same |
| | | | accounting policies and methods of computation have been used in the Interim Financials and 2021 Annual |
| | | | Financials. |
|
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| | 6 | |
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LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
3. | | | | SIGNIFICANT ACCOUNTING POLICIES |
| | | | Critical Accounting Estimates and Judgments |
| | | | The preparation of these Interim Financials in conformity with IFRS applicable to the preparation of interim |
| | | | financial statements requires judgments, estimates, and assumptions that affect the amounts reported. |
| | | | Those estimates and assumptions concerning the future may differ from actual results. Estimates and |
| | | | judgments are continually evaluated and are based on historical experience and other factors, including |
| | | | expectations of future events that are believed to be reasonable under the circumstances. |
| | | | The nature and number of significant estimates and judgments made by management in applying the |
| | | | Company’s accounting policies and the key sources of estimation uncertainty are substantial y the same |
| | | | as those that management applied to the 2021 Annual Financials, except as described below. |
| | | | COVID-19 Uncertainty |
| | | | The COVID-19 pandemic declared by the World Health Organization in March 2020 is continuing to have |
| | | | a significant impact global y and on operations of the Company. The Company continues to advance |
| | | | operations, while protecting the safety and health of its employees, contractors and the communities in |
| | | | which it operates in accordance with government and public health authority requirements and guidelines. |
| | | | COVID-19 case numbers did not change significantly in Q2 2022. Construction activities at the Caucharí- |
| | | | Olaroz project continued to advance in strict compliance with COVID-19 protocols developed by Minera |
| | | | Exar and approved by authorities in Jujuy province where the project is located. Construction costs related |
| | | | to Caucharí-Olaroz continue to be capitalized in accordance with the Company’s policy, including costs |
| | | | arising from construction of the project during the pandemic such as workforce testing and quarantining, |
| | | | rental costs for additional camp facilities to al ow for social distancing, and other additional contractors’ |
| | | | costs resulting from COVID-19 restrictions. |
| | | | Accounting for Acquisition of Millennial |
| | | | The Company accounted for the January 2022 acquisition of Mil ennial as an asset acquisition. Significant |
| | | | judgment was required to determine that the application of this accounting treatment was appropriate for |
| | | | the transaction. This included, among others, the determination that Millennial was not considered a |
| | | | business under IFRS 3 - Business Combinations as Mil ennial did not have inputs and substantive |
| | | | processes that can collectively contribute to the creation of outputs. |
| | | | New IFRS Pronouncements |
| | | | Amendments to IAS 16 – Property, Plant and Equipment: Proceeds before Intended Use |
| | | | In May 2020, the IASB issued amendments to IAS 16, Property, Plant and Equipment (IAS 16). The |
| | | | amendments prohibit a company from deducting from the cost of property, plant and equipment amounts |
| | | | received from sel ing items produced while the company is preparing the asset for its intended use. Instead, |
| | | | a company wil recognize such sales proceeds and related costs in profit (loss). An entity is required to |
| | | | apply these amendments for annual reporting periods beginning on or after January 1, 2022. |
|
| | 7 | |
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LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
3. | | | | SIGNIFICANT ACCOUNTING POLICIES (continued) |
| | | | The amendments are applied retrospectively only to items of property, plant and equipment that are |
| | | | available for use after the beginning of the earliest period presented in the financial statements in which the |
| | | | entity first applies the amendments. |
| | | | There was no impact of these amendments on the Company’s Q2 2022 financial results. It is expected that |
| | | | the amendments will affect the accounting related to the sale of products upon commencement of |
| | | | production at Cauchari-Olaroz. |
4. |
| | | | CASH AND CASH EQUIVALENTS |
| | | | |
| | | | | |
| | | | | | | June 30, 2022 December 31, 2021 |
| | | | | | | | $ | $ |
| | | | Cash | | | | | | 167,123 | 137,714 |
| | | | Short-term bank deposits | | | | | | 273,698 | 372,893 |
| | | | | | | | | | 440,821 | 510,607 |
| | | | | | | | | |
| | | | |
| | | | As at June 30, 2022, $2,464 of cash and short-term deposits were held in Canadian dollars (December 31, |
| | | | 2021 – $4,393), $438,166 of cash and short-term deposits were held in US dol ars (December 31, 2021 – |
| | | | $506,214) and $191 of cash and short-term deposits were held in Argentine Pesos (December 31, 2021 – |
| | | | Nil). Cash and short-term deposits earn interest between 0.95%-1.8% per annum. |
| | | | |
5. | | | | INVESTMENT IN GREEN TECHNOLOGY METALS On April 28, 2022, the Company entered into an agreement to acquire shares of Green Technology Metals |
| | | | Limited (ASX: GT1) (“Green Technology Metals”), a North American focused lithium exploration and |
| | | | development company with hard rock spodumene assets in north-west Ontario, Canada, in a private |
| | | | placement for total consideration of $10,000, or approximately 5% of Green Technology Metals issued and |
| | | | outstanding shares following closing of the share placement. |
| | | | As at June 30, 2022, the Company holds approximately 13,301 common shares of Green Technology |
| | | | Metals with an estimated fair value of $5,782 determined based on the market price of Green Technology |
| | | | Metals shares as of such date. A loss on change in fair value of Green Technology Metals Shares of $4,237 |
| | | | was recognized in the statement of comprehensive loss. |
| | | | |
6. | | | | INVESTMENT IN ARENA MINERALS In 2021, the Company acquired 66,226 common shares and 21,429 share purchase warrants of Arena |
| | | | Minerals Inc. (TSX-V: AN) (“Arena Minerals”) for total consideration of CDN$18,632 ($14,758). Each |
| | | | warrant entitles the holder to acquire one common share of Arena Minerals at CDN$0.25 for a period of 24 |
| | | | months from the date of issuance. |
|
| | 8 | |
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LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
6. | | | | INVESTMENT IN ARENA MINERALS (continued) Pursuant to the acquisition agreement, Lithium Americas has the right (i) to participate in future Arena |
| | | | Minerals financings to maintain its pro rata ownership interest in Arena Minerals if the Company maintains |
| | | | an ownership interest of at least a 7.5%; and (i ) to appoint a nominee to the Arena Minerals board of |
| | | | directors if the Company maintains an ownership interest of at least a 10%. |
| | | | At June 30, 2022, the Company owned approximately 17.05% of the issued and outstanding shares of |
| | | | Arena Minerals. |
| | | | The Company has significant influence over Arena Minerals by virtue of its current equity holdings of shares |
| | | | and warrants, and its nominee director to the board of Arena Minerals. As such, the investment in Arena |
| | | | Minerals is accounted for using the equity method of accounting. Warrants to acquire Arena Mineral’s |
| | | | common shares are derivatives and accounted for at fair value with changes in fair value recorded in the |
| | | | statement of comprehensive loss. |
| | | | |
| | | | |
| | | | | | Common shares | Warrants |
| | | | | | | | $ | $ |
| | | | Investment in Arena Minerals, as at December 31, 2020 | | | | - | - |
| | | | Purchase of Arena Minerals shares and warrants | | | | | | 13,375 | 1,383 |
| | | | Share of loss of Arena Minerals | | | | (342 ) | - |
| | | | Gain on change in fair value of Arena Minerals warrants | | | | - | 6,175 |
| | | | Investment in Arena Minerals, as at December 31, 2021 | | | | | | 13,033 | 7,558 |
| | | | Share of loss of Arena Minerals | | | | (437 ) | - |
| | | | Loss on change in fair value of Arena Minerals warrants | | | | - | (2,736 ) |
| | | | Investment in Arena Minerals, as at June 30, 2022 | | | | | | 12,596 | 4,822 |
| | | | | | | | | |
| | | | |
| | | | The Arena Minerals warrants had an estimated fair value of $4,822 at June 30, 2022. The fair value of the |
| | | | warrants was estimated using a Black-Scholes valuation model with the following inputs: volatility of |
| | | | 108.9%, risk-free rate of 3.09%, expected dividend of 0%, and expected life of 1.06 years. A loss on fair |
| | | | value of $2,736 was recognized in the statement of comprehensive loss. |
| | | | For the six months ended June 30, 2022, the Company recognized a loss of $437, which represents its |
| | | | share of loss of Arena Minerals under the equity method of accounting, resulting in an investment balance |
| | | | of $12,596 at June 30, 2022. |
7. |
| | | | INVESTMENT IN CAUCHARI-OLAROZ PROJECT |
| | | | As at June 30, 2022 the Company, Ganfeng and JEMSE are 44.8%, 46.7% and 8.5% shareholders, |
| | | | respectively, of Minera Exar, the company that holds al rights, title and interest in and to Cauchari-Olaroz |
| | | | which is located in the Jujuy province of Argentina. The Company and Ganfeng are parties to a |
| | | | shareholders’ agreement concerning management of the project and are entitled to the project’s production |
| | | | offtake on a 49%/51% basis. Construction costs are also shared on the same 49%/51% pro rata basis |
| | | | between the Company and Ganfeng. The shareholders’ agreement regulates key aspects of governance |
| | | | of the project, which provides the Company with significant influence over Minera Exar and strong minority |
| | | | shareholder protective rights. |
| | | | |
|
| | 9 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
7. | | | | INVESTMENT IN CAUCHARI-OLAROZ PROJECT (continued) |
| | | | In addition, the Company and Ganfeng are 49% and 51% shareholders, respectively, in Exar Capital B.V. |
| | | | (“Exar Capital”), a company that provides financing to Minera Exar for the purpose of advancing |
| | | | construction of Cauchari-Olaroz (the investment in Minera Exar and Exar Capital together, the “Investment |
| | | | in Cauchari-Olaroz project”). Minera Exar and Exar Capital are accounted for using the equity method of |
| | | | accounting. | |
| | | | Loans to Minera Exar and Exar Capital | | |
| | | | The Company has entered into loan agreements with Minera Exar and Exar Capital to fund the construction |
| | | | of Cauchari-Olaroz. Changes in the loans’ balances are summarized below. |
| | | | |
| | | | | | | | | $ |
| | | | Loans to Exar Capital, as at December 31, 2020 | | | | | | 34,562 |
| | | | Loans to Exar Capital | | | | | | 60,270 |
| | | | Initial difference between the face value and the fair value of loans to Exar Capital | | | | | | (29,677 ) |
| | | | Accrued interest | | | | | 5,701 |
| | | | Loans to Exar Capital, as at December 31, 2021 | | | | | | 70,856 |
| | | | Loans to Exar Capital | | | | | | 29,204 |
| | | | Remeasurement due to extinguishment of the loans to Exar Capital | | | | | | 54,991 |
| | | | Accrued Interest | | | | | 7,293 |
| | | | Loans to Exar Capital, as at June 30, 2022 | | | | | | 162,344 |
| | | | |
| | | | Prior to 2022, loans by the Company and Ganfeng to Exar Capital were non-interest bearing. Starting from |
| | | | January 1, 2022, as agreed between the Company and Ganfeng, all loans by both the Company and |
| | | | Ganfeng to Exar Capital were amended to introduce interest. |
| | | | |
| | | | Loans advanced prior to 2022 carry interest rates between 9.74% - 12.64% while loans advanced starting |
| | | | in 2022 wil carry an interest rate of the Secured Overnight Financing Rate (“SOFR”) plus 10.305%. SOFR |
| | | | is a benchmark interest rate for dollar-denominated loans and derivatives established as an alternative |
| | | | benchmark rate as the London Inter-Bank Offered Rate (“LIBOR”) is being gradual y phased out. The |
| | | | amendment to the terms of the loans resulted, for accounting purposes, in an extinguishment of the pre- |
| | | | existing instruments and the recognition of new loans. The effect of this change was a re-measurement of |
| | | | the loan balances at January 1, 2022 from $70,856 to $125,847, which reversed the unamortized discount |
| | | | on the previously non-interest bearing loans. The extinguishment gain was recorded as $54,991, of which |
| | | | $34,637 (previously included as part of Investment in Cauchari-Olaroz) was recognized as a return of |
| | | | investment in Cauchari-Olaroz and credited against the investment in associate and the remaining $20,354 |
| | | | was recorded as a gain in the Company’s statement of comprehensive loss. |
| | | | |
| | | | During the six months ended June 30, 2022, loans were provided by the Company to Exar Capital in the |
| | | | amount of $29,204, and by Ganfeng in the amount of $30,396. Such loans funded the Company’s and |
| | | | Ganfeng’s respective 49% and 51% shares of Cauchari-Olaroz construction costs. |
| | | | |
| | | | In addition to the loans from shareholders, in Q4 2021 and Q1 2022, Minera Exar obtained debt financing |
| | | | in the form of loans totaling $50,000 from a third party to fund construction. The third party loans are secured |
| | | | with a bank letter of credit arranged by Ganfeng. The Company has in turn provided a guarantee to Ganfeng |
| | | | in the amount of $19,600 for the loans. | | |
| | | | |
|
| | 10 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
7. | | | | INVESTMENT IN CAUCHARI-OLAROZ PROJECT (continued) |
| | | | Investment in Cauchari-Olaroz Project |
|
| | | | Changes in the Investment in Cauchari-Olaroz Project are summarized below: |
| | | | |
| | | | | | | | | | | $ |
| | | | Investment in Cauchari-Olaroz Project, as at December 31, 2020 | | | | 131,394 |
| | | | Contribution to Investment in Cauchari-Olaroz Project | | | | 31,772 |
| | | | Share of income of Cauchari-Olaroz Project | | | | 25,731 |
| | | | Elimination of unrealized gain on intercompany transactions | | | | (22,104 ) |
| | | | Share of decrease in Minera Exar net assets as a result of the JEMSE Transaction | | | | (10,512 ) |
| | | | Investment in Cauchari-Olaroz Project, as at December 31, 2021 | | | | 156,281 |
| | | | Remeasurement due to extinguishment of the loans to Exar Capital | | | | (34,637 ) |
| | | | Contribution to Investment in Cauchari-Olaroz Project | | | 695 |
| | | | Share of loss of Cauchari-Olaroz Project | | | | (61,015 ) |
| | | | Elimination of unrealized gain on intercompany transactions | | | | (11,644 ) |
| | | | Investment in Cauchari-Olaroz Project, as at June 30, 2022 | | | | 49,680 |
| | | | | |
|
| | | | In Q2 2022, certain of the loans provided by Exar Capital to Minera Exar were amended to introduce a |
| | | | revised repayment mechanism linked to the implied market foreign exchange rate in Argentina. This change |
| | | | in the loans’ terms resulted in an extinguishment of the loan and the recognition of a related loss of $113,105 |
| | | | (net of taxes), the Company’s share of which was $50,671. Subsequent to the amendment, the revised |
| | | | repayment feature gives rise to the existence of an embedded derivative which is required to be measured |
| | | | at fair value at each reporting date. Minera Exar incurred derivative losses of $36,648 (net of taxes), the |
| | | | Company’s share of which was $16,418 from the date of amendment to June 30, 2022. |
| | | | |
| | | | Minera Exar’s Commitments and Contingencies |
| | | | |
| | | | As at June 30, 2022, Minera Exar had the following commitments (on a 100% basis): • |
| | | | | | | Annual royalty of $200 due in May of every year and expiring in 2041. | |
| | | | • | | | | Aboriginal programs agreements with seven communities located in the Cauchari-Olaroz project |
| | | | | | | area having terms ranging from five to thirty years. The annual fees due are $120 in 2022 and $503 |
| | | | | | | between 2023 and 2061, assuming that such agreements are extended for the life of the project. |
| | | | | | | The annual fees are subject to change. Minera Exar’s obligations to make the payments are subject |
| | | | | | | to continued development of the project and commencement and continuation of production |
| | | | | | | operations for the project. |
| | | | • | | | | Commitments related to construction contracts of $1,228. |
| | | | Los Boros Option Agreement |
| | | | On September 11, 2018, Minera Exar exercised a purchase option agreement (“Option Agreement”) with |
| | | | Grupo Minero Los Boros (“Los Boros”), entered into on March 28, 2016, for the transfer of title to Minera |
| | | | Exar of certain mining properties that comprise a portion of Cauchari-Olaroz. |
| | | | Under the terms of the Option Agreement, Minera Exar paid $100 upon signing and exercised the purchase |
| | | | option for total consideration of $12,000 to be paid in sixty quarterly installments of $200. The first |
| | | | instal ment payment became due and was paid on the third anniversary of the purchase option exercise |
| | | | date, being September 11, 2021. Minera Exar has paid all subsequently due quarterly instal ments in full. |
|
| | 11 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
7. | | | | INVESTMENT IN CAUCHARI-OLAROZ PROJECT (continued) |
| | | | As security for the transfer of title of the mining properties, Los Boros granted to Minera Exar a mortgage |
| | | | over the mining properties for $12,000. In addition, in accordance with the Option Agreement, on November |
| | | | 27, 2018, Minera Exar paid Los Boros a $300 royalty which was due within 10 days of the start date of |
| | | | construction of the commercial plant. |
| | | | Pursuant to the Option Agreement, a 3% net profit interest royalty (the “Los Boros Royalty”) is payable to |
| | | | Los Boros by Minera Exar annually within 10 business days after calendar year end, in Argentinian pesos, |
| | | | for a period of 40 years. Minera Exar has the right to cancel the first 20 years of the Los Boros Royalty in |
| | | | exchange for a one-time payment of $7,000 and the second 20 years for an additional payment of $7,000. |
| | | | As at June 30, 2022, al required payments under the Option agreement have been made. |
|
|
8. | | | | MILLENNIAL ACQUISITION |
| | | | On January 25, 2022, Lithium Americas completed the acquisition of Millennial through the purchase of all |
| | | | issued and outstanding shares of Mil ennial at a price of CDN$4.70 per share, payable in a combination of |
| | | | Lithium Americas common shares and cash of CDN$0.001 per Mil ennial share, for total consideration of |
| | | | $359,729. As a term of the offer, the Company paid Millennial $20,000 as reimbursement of break fees |
| | | | owed under the previous acquisition agreement entered into by Mil ennial with a third party. The Company |
| | | | incurred $5,812 in other transaction costs. The transaction was accounted for as an asset acquisition. |
| | | | Through Millennial, the Company owns two lithium projects in Argentina: Pastos Grandes and the Cauchari |
| | | | East project (“Cauchari East”, and together with Pastos Grandes, the “Mil ennial Projects”). |
| | | | Pastos Grandes, located in the Salta province of Argentina, is a brine lithium deposit and was subject to |
| | | | extensive exploration and evaluation efforts pre-acquisition. Cauchari East is located adjacent to Cauchari- |
| | | | Olaroz in the Province of Jujuy in Argentina, with only limited exploration, evaluation and permitting work |
| | | | completed to date. |
| | | | Consideration for the purchase is as follows: |
| | | | |
| | | | | | | $ |
| | | | Cash | | | 105 |
| | | | Lithium Americas common shares | | | | 333,812 |
| | | | Transaction costs | | | | 25,812 |
| | | | Consideration given | | | | 359,729 |
| | | | |
| | | | |
|
| | 12 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
8. | | | | MILLENNIAL ACQUISITION (continued) |
| | | | The al ocation of the purchase price to the assets acquired and liabilities assumed is based upon estimated |
| | | | fair values at the date of acquisition as set out below: |
| | | | |
| | | | | | | $ |
| | | | Cash and cash equivalents | | | | 33,636 |
| | | | Receivables, prepaids and deposits | | | 999 |
| | | | Property, plant and equipment | | | 4,211 |
| | | | Exploration and evaluation assets | | | | 338,050 |
| | | | Accounts payable and accrued liabilities | | | | (17,167) |
| | | | Net assets acquired | | | | 359,729 |
| | | | |
| | | | |
9. | | | | PROPERTY, PLANT AND EQUIPMENT |
|
| | | | |
| | | | | | | Equipment |
| | | | | | | | | |
| | | Buildings | | | | | and machinery | Other1 | | Total |
| | | | | | | | | | | | $ | $ | $ | | $ |
| | | | Cost | | | | | | | | | | | | |
| | | | As at December 31, 2020 | | | | | | | | - | 1,198 | 2,108 | | 3,306 |
| | | | Additions | | | | | | | | - | 118 | 3,360 | | 3,478 |
| | | | Disposals | | | | | | | | - | - | (452 ) | | (452 ) |
| | | | As at December 31, 2021 | | | | | | | | - | 1,316 | 5,016 | | 6,332 |
| | | | Acquisition | | | | | | | | 1,571 | 2,640 | - | | 4,211 |
| | | | Additions | | | | | | | | - | 675 | 930 | | 1,605 |
| | | | As at June 30, 2022 | | | | | | | | 1,571 | 4,631 | 5,946 12,148 |
| | | | | |
| | | | |
| | | | |
| | | | |
| | | | | | | Equipment |
| | | | | | | | | |
| | | Buildings | | | | | and machinery | Other1 | | Total |
| | | | | | | | | | | | $ | $ | $ | | $ |
| | | | Accumulated depreciation | | | | | | | | | | | | |
| | | | As at December 31, 2020 | | | | | | | | - | 471 | 900 | | 1,371 |
| | | | Depreciation for the period | | | | | | | | - | 343 | 582 | | 925 |
| | | | Disposals | | | | | | | | - | - | (332 ) | | (332 ) |
| | | | As at December 31, 2021 | | | | | | | | - | 814 | 1,150 | | 1,964 |
| | | | Depreciation for the period | | | | | | | | 53 | 447 | 516 | | 1,016 |
| | | | As at June 30, 2022 | | | | | | | | 53 | 1,261 | 1,666 | | 2,980 |
| | | | | |
| | | | |
| | | | |
| | | | | | | Equipment |
| | | | | | | | | | | | |
| | | | | Buildings | | | | | and machinery | Other1 | | Total |
| | | | | | | | | | | | $ | $ | $ | | $ |
| | | | Net book value | | | | | | | | | | | | | | |
| | | | As at December 31, 2021 | | | | | | | | - | 502 | 3,866 | | 4,368 |
| | | | As at June 30, 2022 | | | | | | | | 1,518 | 3,370 | 4,280 | | 9,168 |
| | | | | |
| | | | |
| | | | 1 | The “Other” category includes right of use assets with a cost of $4,607 and $1,216 of accumulated depreciation as at June 30, 2022. |
|
|
| | 13 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
10. | | | | EXPLORATION AND EVALUATION ASSETS |
| | | | |
| | | | Exploration and evaluation assets were as fol ows: |
| | | | |
| | | | | | | | Millennial |
| | | | | | | Thacker Pass | | Projects | | | | | | | Total |
| | | | | | | $ | | $ | | | | | | | $ |
| | | | Total exploration and evaluation assets | | | | | | | | | | | |
| | | | As at December 31, 2021 | | | | | | 5,640 | - | | | | | | 5,640 |
| | | | Additions | | | | | | 3,376 | 338,050 | 341,426 |
| | | | As at June 30, 2022 | | | | | | 9,016 | 338,050 | 347,066 |
| | | | | | | | | | | |
| | | | |
| | | | |
| | | | The Company has certain commitments for royalty and other payments to be made on the Thacker Pass |
| | | | project and Pastos Grandes project as set out below. These amounts wil only be payable if the Company |
| | | | continues to hold the subject claims in the future and the royalties wil only be incurred if the Company |
| | | | starts production from the respective projects. |
| | | | |
| | | | Thacker Pass: • |
| | | | | | | | | | | | 20% royalty on revenue solely in respect of uranium; |
| | | | • | | | | | | | | | 8% gross revenue royalty from ores extracted, mined or removed from the property up to a |
| | | | | | | | | | | | cumulative payment of $22,000. The royalty wil then be reduced to 4% for the life of the project. |
| | | | | | | | | | | | The Company has the option at any time to reduce the royalty to 1.75% upon payment of $22,000; |
| | | | | | | | | | | | and |
| | | | • | | | | | | | | | Option payments of $137.5 payable in Q3 2022, and $2,887.5 in 2023 to purchase water rights. |
|
| | | | Pastos Grandes: • |
| | | | | | | | | | | | 1.5% royalty on the gross operating revenues from production from certain Pastos Grandes claims, |
| | | | | | | | | | | | payable to the original vendors of the project; and |
| | | | • | | | | | | | | | royalties to a maximum of 3% over net-back income, payable to the Salta Province. |
|
|
11. | | | | CONVERTIBLE NOTES |
| | | | On December 6, 2021, the Company closed an offering of $225,000 aggregate principal amount of 1.75% |
| | | | convertible senior notes due in 2027 (the “Convertible Notes”, “Notes” and the “Offering”). The Company |
| | | | used a portion of the net proceeds from the Offering to repay in full its $205,000 senior secured credit |
| | | | facility. On December 9, 2021, the initial purchasers under the Offering exercised in full their option to |
| | | | purchase up to an additional $33,750 aggregate principal amount of the Convertible Notes, increasing the |
| | | | total Offering size to $258,750. |
| | | | The Convertible Notes represent financial instruments that include a debt host accounted for at amortized |
| | | | cost and conversion option and redemption option derivatives, which are separated from the debt host and |
| | | | accounted for at fair value with changes in fair value recorded in the statement of comprehensive loss. |
|
|
| | 14 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
11. | | | | CONVERTIBLE NOTES (continued) |
| | | | |
| | | | | | Convertible note |
| | | | | | Debt host | | derivative | Total |
| | | | | | | | | $ | $ | | | | | $ |
| | | | Convertible notes | | | | | | | | | | | |
| | | | As at January 1, 2021 | | | | | - | - | | | | | - |
| | | | Convertible notes principal | | | | | | 157,331 | 101,419 | | | | | 258,750 |
| | | | Transaction costs | | | | | | (5,170 ) | (3,329 ) | | | | | (8,499 ) |
| | | | Gain on change in fair value of convertible notes derivative | | | | | - | (15,090 ) | | | | | (15,090 ) |
| | | | Accrued Interest | | | | | 1,300 | - | | | | | 1,300 |
| | | | Reclassification of short-term accrued interest to short- |
| | | | term liability | | | | | (305 ) | - | | | | | (305 ) |
| | | | As at December 31, 2021 | | | | | | 153,156 | 83,000 | | | | | 236,156 |
| | | | Gain on change in fair value of convertible notes derivative | | | | | - | (31,230 ) | | | | | (31,230 ) |
| | | | Accrued Interest | | | | | 9,920 | - | | | | | 9,920 |
| | | | Reclassification of short-term accrued interest to short- |
| | | | | | | | | | (2,245 ) | - | | | | | (2,245 ) |
| | | | term liability | |
| | | | As at June 30, 2022 | | | | | | 160,831 | 51,770 | | | | | 212,601 |
| | | | | | | | | | | |
| | | | |
| | | | The fair value of the derivatives was estimated using a partial differential equation method with Monte Carlo |
| | | | simulation with the following inputs: volatility of 75%, a risk-free rate of 3.08%, expected dividend of 0%, |
| | | | and credit spread of 10.50%. A gain on change in fair value for the six months ended June 30, 2022, of |
| | | | $31,230 was recognized in the statement of comprehensive loss. Accrued interest for the six months ended |
| | | | June 30, 2022, of $9,920 was recognized as finance costs in the statement of comprehensive loss. | | | | |
| | | | Valuation of the embedded derivative is highly sensitive to changes in the Company’s share price and the |
| | | | assumed volatility of the Company’s share price. The significant gain on change in fair value of the |
| | | | derivative in Q2 2022 was driven by changes in the underlying valuation assumptions, including a decrease |
| | | | as at June 30, 2022 compared to December 31, 2021, of the Company's market share price from $29.12 |
| | | | to $20.13 and an increase in the risk-free interest rate from 1.37% to 3.08%, partial y offset by an increase |
| | | | in the volatility assumption from 65% to 75%. |
| | | | A reduction in the volatility rate by 20% would result in a corresponding reduction of the embedded |
| | | | derivative value by 30%, while a reduction/increase of the share price by 10% would result in a |
| | | | corresponding reduction/increase of the embedded derivative value by 14% and 15% respectively. |
| | | | The Convertible Notes are unsecured and accrue interest payable semi-annually in arrears at a rate of |
| | | | 1.75% per annum payable on January 15 and July 15 of each year, beginning on July 15, 2022. Prior to |
| | | | October 15, 2026, the Notes are convertible at the option of the holders during certain periods, upon the |
| | | | satisfaction of certain conditions including: |
| | | | | | | | | | | | (i) | If the Notes’ trading price for any five consecutive trading day period was, on each day, |
| | | | | | | | | | | | | less than 98% of the conversion value of such Notes; | |
|
|
| | 15 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
11. | | | | CONVERTIBLE NOTES (continued) |
| | | | | (ii) | if the Company elects to (a) issue equity instruments to all holders of the Company’s |
| | | | | | common shares entitling them, for a period of not more than 45 calendar days after issue, |
| | | | | | to subscribe for or purchase common shares at a price per share that is less than the |
| | | | | | average reported sales prices of the common shares for the 10-trading day period ending |
| | | | | | the trading day before the announcement of such issuance of equity instruments; or (b) |
| | | | | | make a distribution to al holders of the Company’s common shares, whether such |
| | | | | | distribution is of assets, securities, or rights to purchase the Company’s securities, and has |
| | | | | | a per share value exceeding at least 10% of the trading price of the common shares on the |
| | | | | | date immediately preceding the announcement date of such distribution; |
| | | | | (iii) | upon the occurrence of certain significant business events; |
| | | | | (iv) | if, at any time after the calendar quarter ending on March 31, 2022 (and only during such |
| | | | | | calendar quarter), the last reported price of the Company’s common shares for at least 20 |
| | | | | | trading days (whether or not consecutive) during the last period of 30 trading days of the |
| | | | | | immediately preceding calendar quarter is greater than or equal to 130% of the conversion |
| | | | | | price on each applicable trading day (this has not occurred for the quarter ending on June |
| | | | | | 30, 2022); or, |
| | | | | (v) | upon a call for redemption by the Company, or upon the Company’s failure to pay the |
| | | | | | redemption price therefor. |
| | | | Thereafter, the Convertible Notes wil be convertible at any time until the close of business on the business |
| | | | day immediately preceding the maturity date. Upon conversion, the Convertible Notes may be settled, at |
| | | | the Company’s election, in common shares of the Company, cash or a combination thereof. The initial |
| | | | conversion rate for the Convertible Notes wil be 21.2307 shares per one thousand principal amount of |
| | | | Convertible Notes, equivalent to an initial conversion price of approximately $47.10 per share. |
| | | | The Convertible Notes mature on January 15, 2027, unless earlier repurchased, redeemed or converted. |
| | | | The Company may not redeem the Convertible Notes prior to December 6, 2024, except upon the |
| | | | occurrence of certain changes to the laws governing Canadian withholding taxes. After December 6, 2024, |
| | | | the Company has the right to redeem the Convertible Notes at its option in certain circumstances including: | | | |
| | | | | (i) | on or after December 6, 2024, if the Company’s share price for at least 20 trading days |
| | | | | | during any 30 consecutive trading day period ending on, and including, the last trading day |
| | | | | | of the immediately preceding calendar quarter is over 130% of the conversion price on |
| | | | | | each applicable trading day, at a redemption price equal to 100% of the principal plus |
| | | | | | accrued and unpaid interest; and |
| | | | | (ii) | if the Company becomes obligated to pay additional amounts as a result of its obligation |
| | | | | | to bear the cost of Canadian or non-Canadian withholding tax, if applicable; |
| | | | Redemption can result in exercisability of the conversion option. |
| | | | Holders of Convertible Notes have the right to require the Company to repurchase their Convertible Notes |
| | | | upon the occurrence of certain events. |
|
|
| | 16 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
12. | | | | LONG-TERM LIABILITIES |
| | | | |
| | | | | |
| | | | | | | June 30, 2022 December 31, 2021 |
| | | | | | | $ | | | | | $ |
| | | | Current portion of long-term liabilities | | | | | | | | | | | | | | |
| | | | Accrued interest | | | | | 2,551 | 305 |
| | | | Other liabilities | | | | | | | 910 | 604 |
| | | | | | | | | 3,461 | 909 |
| | | | Long-term liabilities | | | | | | | | |
| | | | Limited Recourse Loan Facility | | | - | | | | | | | 27,915 |
| | | | | | | - | | | | | | | 27,915 |
| | | | | | | | | 3,461 | 28,824 |
| | | | | | | | |
| | | | |
| | | | Limited Recourse Loan Facility In October 2018, Ganfeng provided Lithium Americas with a $100,000 unsecured, limited recourse, |
| | | | subordinated loan facility (the “Limited Recourse Loan Facility”) bearing an interest rate of 6-month LIBOR |
| | | | plus 5.5% (subject to an aggregate maximum interest rate of 10% per annum). The loan facility is repayable |
| | | | in an amount of 50% of Minera Exar’s Free Cash Flows (as defined in the credit facility agreement). In Q1 2022, the Limited Recourse Loan Facility balance and accumulated interest were repaid. The |
| | | | remaining undrawn available balance under the facility is $75,000. |
| | | | |
13. | | | | OTHER LIABILITIES Other liabilities consist of $2,515 in lease liabilities and $5,937 in mining contractor liability. The mining |
| | | | contractor liability balance includes $3,500 received by Lithium Nevada from a mining contractor pursuant |
| | | | to a mining design, consulting and mining operations service agreement for Thacker Pass entered into by |
| | | | Lithium Nevada in Q2 2019. As an additional term of the agreement, Lithium Nevada wil pay a success fee to the mining contractor of |
| | | | $4,650 upon achieving certain commercial mining milestones or repay the $3,500 advance without interest |
| | | | if a final project construction decision is not made by December 2024. Mining design and consulting services rendered by the mining contractor to date, are accrued and included |
| | | | in the mining contractor liability balance. Such amounts are payable on or before the earlier of December |
| | | | 31, 2024, or 90 days after the start of production at Thacker Pass. |
|
|
| | 17 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
14. | | | | SHARE CAPITAL AND EQUITY COMPENSATION |
| | | | Share Capital |
| | | | On January 25, 2022, the Company closed the acquisition of 100% of Mil ennial and issued 13,199 shares |
| | | | to Mil ennial shareholders. |
| | | | On January 22, 2021, Lithium Americas closed an underwritten public offering of 18,182 shares, including |
| | | | 2,273 shares following the exercise in ful by the underwriters of their over-allotment option. |
| | | | The shares were issued at a price of $22.00 each for gross proceeds to the Company of approximately |
| | | | $400,000. Share issuance costs were $22,609. | |
| | | | Equity Incentive Plan |
| | | | The Company has an equity incentive plan (“Plan”) in accordance with the policies of the TSX whereby, |
| | | | from time to time, under the Company’s current equity compensation program and at the discretion of the |
| | | | Board of Directors, eligible directors, officers, employees and consultants are awarded restricted share |
| | | | units (“RSUs”) and performance share units (“PSUs”) that, subject to a recipient’s deferral right in |
| | | | accordance with the Income Tax Act (Canada), convert automatically into common shares upon vesting. In |
| | | | addition, independent directors are awarded deferred share units (“DSUs”), general y as partial |
| | | | compensation for their services as directors. DSUs may be redeemed by directors for common shares upon |
| | | | retirement or termination from the Board. The Plan also permits the grant of incentive stock options |
| | | | exercisable to purchase common shares of the Company (“stock options”); however, generally the |
| | | | Company has granted RSUs, PSUs and DSUs over stock options under its equity compensation program |
| | | | since 2018. The Plan is a “fixed plan” pursuant to which the aggregate number of common shares to be |
| | | | issued shall not exceed 16% of the Company’s issued and outstanding common shares as of April 1, 2020, |
| | | | or 14,401 shares. |
| | | | Restricted Share Units |
| | | | During the six months ended June 30, 2022, the Company granted 135 (2021 – 250) RSUs to its employees |
| | | | and consultants. The total estimated fair value of the RSUs was $3,343 (2021 – $3,366) based on the |
| | | | market value of the Company’s shares on the grant date. As at June 30, 2022, there was $2,393 (2021 – |
| | | | $1,517) of total unamortized compensation cost relating to unvested RSUs. During the six months ended |
| | | | June 30, 2022, stock-based compensation expense related to RSUs of $720 was charged to expenses |
| | | | (2021 – $917). |
|
| | 18 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
14. | | | | SHARE CAPITAL AND EQUITY COMPENSATION (continued) |
| | | | A summary of changes to the number of outstanding RSUs is as follows: |
| | | | |
| | | | | | | Number of |
| | | | | | | RSUs |
| | | | | | | | |
| | | | | | | (in 000's) |
| | | | Balance, RSUs outstanding as at December 31, 2020 | | | | | | | 2,290 |
| | | | Converted into shares | | | | | | | | (191 ) |
| | | | Granted | | | | | | | | 256 |
| | | | Balance, RSUs outstanding as at December 31, 2021 | | | | | | | 2,355 |
| | | | Converted into shares | | | | | | | | (45 ) |
| | | | Granted | | | | | | | | 135 |
| | | | Forfeited | | | | | | | | (13 ) |
| | | | Balance, RSUs outstanding as at June 30, 2022 | | | | | | | 2,432 |
| | | | | | | | |
| | | | Deferred Share Units |
| | | | During the six months ended June 30, 2022, the Company granted 9 DSUs (2021 – 12) as compensation |
| | | | to independent directors with a total estimated fair value of $289 (2021 – $162). |
| | | | |
| | | | | | | Number of |
| | | | | | | DSUs |
| | | | | | | (in 000's) | |
| | | | Balance, DSUs outstanding as at December 31, 2020 | | | | | | | | 218 |
| | | | Granted | | | | | | | | 24 |
| | | | Balance, DSUs outstanding as at December 31, 2021 | | | | | | | | 242 |
| | | | Granted | | | | | | | | 9 |
| | | | Converted into common shares | | | | | | | | (13 ) |
| | | | Balance, DSUs outstanding as at June 30, 2022 | | | | | | | | 238 |
| | | | | | | | |
| | | | |
| | | | Stock Options |
| | | | No stock options were granted by the Company during the six months ended June 30, 2022 and 2021. |
| | | | Stock options outstanding and exercisable as at June 30, 2022 are as follows: |
| | | | |
| | | | | | | | | Number | Weighted |
| | | | | | | | | | Outstanding and | Average | Weighted |
| | | | | | | | | Exercisable | Remaining | Average |
| | | | Range of Exercise Prices | | | | | | as at June 30, | Contractual | Exercise |
| | | | CDN$ | | | | | | | | | 2022 (in 000’s) | Life (years) | Price (CDN$) |
| | | | | | | | | | | | | | | | | | | | |
| | | | $4.55 - $5.00 | | | | | | | | 160 | 0.0 | | | | | 4.90 |
| | | | $8.05 - $11.07 | | | | | | | | 973 | 0.5 | | | | | 8.20 |
| | | | | | | | | | | | 1,133 | 0.4 | | | | | 7.74 |
| | | | | | | | |
| | | | |
|
| | 19 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
14. | | | | SHARE CAPITAL AND EQUITY COMPENSATION (continued) |
|
| | | | A summary of changes to outstanding stock options is as follows: |
| | | | |
| | | | | | | Number | Weighted Average |
| | | | | | | of Options | | Exercise Price, | | | | | |
| | | | | | | | |
| | | | | | | (in 000’s) | | (CDN$) |
| | | | Balance, stock options outstanding as at December 31, 2020 | | | | 2,303 | 6.05 |
| | | | Exercised | | | | (612 ) | | (3.05 ) |
| | | | Expired | | | | | | (9 ) | (6.30 ) |
| | | | Balance, stock options outstanding as at December 31, 2021 | | | | 1,682 | 7.06 |
| | | | Exercised | | | | (549 ) | | (5.66 ) |
| | | | Balance, stock options outstanding as at June 30, 2022 | | | | 1,133 | 7.74 |
| | | | | | | | |
| | | | |
| | | | The weighted average share price at the time of exercise of stock options during six months ended June |
| | | | 30, 2022 was CDN$39.32 (2021 – CDN$20.00). During the six months ended June 30, 2022, 265 (2021 – |
| | | | 280) stock options were exercised under the cashless exercise provision of the Plan, resulting in the |
| | | | issuance of 234 (2020 – 233) shares of the Company. |
| | | | |
| | | | Performance Share Units (“PSUs”) |
| | | | |
| | | | 73 PSUs were granted by the Company during the six months ended June 30, 2022 (2021 – 162). As at |
| | | | June 30, 2022, there was $3,921 (2021 - $3,154) of total unamortized compensation cost relating to |
| | | | unvested PSUs. |
|
| | | | The fair value of the PSUs is estimated on the date of grant using a valuation model based on Monte Carlo |
| | | | simulation with the fol owing assumptions used for the grants made during the period: |
| | | | |
| | | | | | | | | | | January 28, | January 4, |
| | | | | | | 2022 | | 2021 |
| | | | Number of PSUs granted | | | 73 | 162 |
| | | | Risk-free interest rate | | | 1.39 % | | 0.17 % |
| | | | Dividend rate | | | 0 % | 0 % |
| | | | Annualized volatility | | | 82.8 % | | 76.0 % |
| | | | Peer Group average volatility | | | 55.73 % | | 72.2 % |
| | | | Estimated forfeiture rate | | | 10.0 % | | 10.0 % |
| | | | Fair value per PSU granted | | | 41.99 | | | | | | | 19.72 |
| | | | | | | | | | | |
| | | | |
|
| | 20 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
14. | | | | SHARE CAPITAL AND EQUITY COMPENSATION (continued) |
|
| | | | During the six months ended June 30, 2022, equity compensation expense related to PSUs of $837 was |
| | | | charged to operating expenses (2021 - $1,383). A summary of changes to the number of outstanding PSUs |
| | | | is as follows: |
| | | | |
| | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | Number of |
| | | | | | | | | | | PSUs | |
| | | | | | |
| | | | | | | | (in 000's) |
| | | | Balance, PSUs outstanding as at December 31, 2020 | | | | | 999 |
| | | | Granted | | | | | 162 |
| | | | Converted into common shares | | | | | (417 ) |
| | | | Balance, PSUs outstanding as at December 31, 2021 | | | | | 744 |
| | | | Granted | | | | | 73 |
| | | | Forfeited | | | | | (51 ) |
| | | | Balance, PSUs outstanding as at June 30, 2022 | | | | | 766 |
| | | | | | |
| | | | |
|
|
15. | | | | RELATED PARTY TRANSACTIONS Minera Exar, the Company’s equity-accounted investee, has entered into the following transactions with |
| | | | companies controlled by the family of its president, who is also a director of Lithium Americas: - |
| | | | | | | | | Los Boros Option Agreement, entered into with Los Boros on March 28, 2016, for the transfer to |
| | | | | | | | | Minera Exar of title to certain mining properties that comprised a portion of the Cauchari-Olaroz |
| | | | | | | | | Project (Note 7). |
| | | | - | | | | | Expenditures under the construction services contract for Cauchari-Olaroz with Magna |
| | | | | | | | | Construcciones S.R.L., were $2,721 for the six months ended June 30, 2022. |
| | | | During the six months ended June 30, 2022, director’s fees paid by Minera Exar to its president, who is |
| | | | also a director of Lithium Americas, totaled $37 (2021 - $37) |
| | | | In Q1 2022, Minera Exar entered into a service agreement with a consortium owned 49% by a company |
| | | | controlled by the family of its President, who is also a director of Lithium Americas. The agreement is for |
| | | | servicing of the evaporation ponds at Cauchari-Olaroz over a five-year term, for total consideration of |
| | | | $94,000 (excluding VAT). |
| | | | The amounts due by Minera Exar to related parties arising from such transactions are unsecured, non- |
| | | | interest bearing and have no specific terms of payment. Transactions with Ganfeng, a related party of the |
| | | | Company by virtue of its position as a shareholder of the Company, are disclosed in Notes 7 and 12. | | |
| | | | |
| | | | Compensation of Key Management |
| | | | Key management includes the Company’s board of directors, and the executive management team. The |
| | | | remuneration of directors and members of the executive management team was as follows: |
| | | | |
|
| | 21 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
15. | | | | RELATED PARTY TRANSACTIONS (continued) |
| | | | |
| | | | | |
| | | | | | | Six months ended June 30, | |
| | | | | | | | | 2022 | 2021 |
| | | | | | | | | $ | $ |
| | | | Equity compensation | | | | | 930 | 1,284 |
| | | | Salaries, bonuses, benefits and directors' fees included in general |
| | | | and administrative expenses | | | | | 1,442 | 840 |
| | | | Salaries, bonuses and benefits included in exploration expenditures | | | | | 174 | 184 |
| | | | Salaries and benefits capitalized to Investment in Cauchari-Olaroz |
| | | | project | | | | | 282 | 542 |
| | | | | | | | | 2,828 | 2,850 |
| | | | | | | | |
| | | | |
| | | | | |
| | | | | | | June 30, 2022 December 31, 2021 |
| | | | | | | | | $ | $ |
| | | | Total due to directors and executive team | | | | | 269 | 671 |
| | | | | | | | |
| | | | | |
|
16. | | | | GENERAL AND ADMINISTRATIVE EXPENSES The fol owing table summarizes the Company’s general and administrative expenses: |
| | | | |
| | | | |
| | | | | | | Six months ended June 30, | |
| | | | | | | | | 2022 | 2021 |
| | | | | | | | | $ | $ |
| | | | Salaries, benefits and directors' fees | | | | | 3,237 | 1,568 |
| | | | Office and administration | | | | | 1,813 | 1,411 |
| | | | Professional fees | | | | | 2,364 | 1,225 |
| | | | Regulatory and filing fees | | | | | 154 | 259 |
| | | | Travel | | | | | 241 | 20 |
| | | | Investor relations | | | | | 699 | 297 |
| | | | Depreciation | | | | | 172 | 99 |
| | | | | | | | | 8,680 | 4,879 |
| | | | | | | | |
| | | | | |
|
| | 22 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
17. | | | | EXPLORATION AND EVALUATION EXPENDITURES |
| | | | The fol owing table summarizes the Company’s exploration and evaluation expenditures: |
| | | | |
| | | | | |
| | | | | | | Six months ended June 30, | |
| | | | | | | 2022 | | | | | | | 2021 |
| | | | | | | | | | | Millennial |
| | | | | | | | | | Thacker Pass | Projects | Thacker Pass |
| | | | | | | $ | $ | | | | | $ |
| | | | Engineering | | | 12,422 | - | | | | | | 8,771 |
| | | | Consulting and salaries | | | 4,261 | 422 | | | | | | 2,963 |
| | | | Permitting and environmental | | | 2,345 | 2 | | | | | | 1,030 |
| | | | Field supplies and other | | | 621 | | | | 1,194 | 503 |
| | | | Depreciation | | | 744 | 100 | | | | | 246 |
| | | | Dril ing and geological expenses | | | 888 | - | | | | | 13 |
| | | | Total exploration expenditures | | | 21,281 | | | | 1,718 | 13,526 |
| | | | | | | | | |
| | | | |
|
18. | | | | SEGMENTED INFORMATION The Company operates in four operating segments in three geographical areas. The Millennial Projects |
| | | | operating segment was added upon acquisition of these projects in Q1 2022. |
| | | | The Thacker Pass and Mil ennial Projects are in the exploration and evaluation stage and the Cauchari- |
| | | | Olaroz Project is in the development stage. The Organoclay segment, classified as a discontinued operation |
| | | | in 2021, was wound up in 2019 and its assets were sold in Q1 2021. |
| | | | The Company’s reportable segments are summarized in the following tables: |
| | | | |
| | Thacker | | | | | | | | Cauchari- | Mil ennial |
| | Pass | | | | | | | | Olaroz | | | | | | | Projects | | Corporate | | | | | | Total |
| | | | | | | | | | | | | |
| | | | | | $ | $ | | | | $ | $ | | | | | $ |
| | | | As at June 30, 2022 | | | | | | | | | | | | |
| | | | Property, plant and equipment | | 4,100 | | | | | - | | | | 4,115 | 953 | | | | | | 9,168 |
| | | | Exploration and evaluation assets | | 9,016 | | | | | - 338,050 | - 347,066 |
| | | | Total assets | | 16,089 218,544 354,002 454,862 1,043,497 |
| | | | Total liabilities | (12,203 ) | | | | | - | | | | (270 ) (219,004 ) (231,477 ) |
| | | | For the six months ended June 30, 2022 | | | | | | | | | | | | |
| | | | Property, plant and equipment additions | | 1,550 | | | | | - | | | | - | 55 | | | | | | 1,605 |
| | | | Net (loss)/Income | (22,081 ) (44,723 ) (1,559 ) | 5,675 (62,688 ) |
| | | | Exploration expenditures | (21,281 ) | | | | | - (1,718 ) | - (22,999 ) |
| | | | Depreciation | | | | | (744 ) | - | | | | (100 ) | (172 ) | | | | | | (1,016 ) |
| | | | For the three months ended June 30, 2022 | | | | | | | | | | | | |
| | | | Property, plant and equipment additions | | 1,021 | | | | | - | | | | - | 21 | | | | | | 1,042 |
| | | | Net (loss)/Income | (12,135 ) (67,388 ) | | | | | | | | | (913 ) 63,879 (16,557 ) |
| | | | Exploration expenditures | (11,743 ) | | | | | - (1,047 ) | - (12,790 ) |
| | | | Depreciation | | | | | (427 ) | - | | | | (56 ) | (87 ) | | | | | (570 ) |
| | | | |
|
| | 23 | |
| |
|
LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
|
18. | | | | SEGMENTED INFORMATION (continued) |
|
| | | | |
| | | | | | Thacker | Cauchari- |
| | | | | | | | | |
| | Organoclay | | | | Pass | | Olaroz | Corporate | | | | | | | | Total |
| | | | | | | | | | | |
| | | | | $ | | $ | | $ | $ | $ |
| | | | As at December 31, 2021 | | | | | | | | | | |
| | | | Property, plant and equipment | | | | - | 3,294 | | | - | 1,074 | | | | | | | | 4,368 |
| | | | Exploration and evaluation assets | | | | - | 5,640 | | | - | - | 5,640 |
| | | | Total assets | | | | - 10,744 274,760 531,838 817,342 |
| | | | Total liabilities | | | | - (10,632 ) | | | | - (270,395 ) (281,027 ) |
| | | | For the six months ended June 30, 2021 | | | | | | | | | | |
| | | | Property, plant and equipment additions | | | | - | | 96 | | - | 23 | | | | | | | | 119 |
| | | | Income from discontinued operations | | | | 90 | | - | | - | - | 90 |
| | | | Net loss | | | | 90 (15,140 ) (1,097 ) (13,105 ) (29,252 ) |
| | | | Exploration expenditures | | | | - (13,526 ) | | | | - | - (13,526 ) |
| | | | Depreciation | | | | - | (246 ) | | | - | (99 ) | | | | | | | | (345 ) |
| | | | For the three months ended June 30, 2021 | | | | | | | | | | |
| | | | Property, plant and equipment additions | | | | - | | 34 | | - | 21 | | | | | | | | 55 |
| | | | Property, plant and equipment deconsolidation | | | | - | | - | | - | - | - |
| | | | Loss from discontinued operations | | | | (18 ) | | - | | - | - | (18 ) |
| | | | Net loss | | | | (18 ) (9,683 ) | | | (597 ) (9,025 ) (19,323 ) |
| | | | Exploration expenditures | | | | - (8,844 ) | | | | - | - (8,844 ) |
| | | | Depreciation | | | | - | (96 ) | | | - | (55 ) | | | | | | | | (151 ) |
| | | | | |
| | | | The Company’s non-current assets are segmented geographical y as follows: |
| | | | |
| | | | | Canada | | United States | Argentina | | | | | | | | Total |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | $ | | $ | | $ | $ |
| |
| | | | Non-current assets (1) | | | | | | | | | |
| | | | As at June 30, 2022 | 13,549 | | | 13,103 391,858 418,510 |
| | | | As at December 31, 2021 | | 1,074 | | | 8,934 190,114 200,122 |
| | | | | | | | | | | | | |
| | | | | 1 |
| | | | Non-current assets attributed to geographical locations exclude financial and other assets. | | | |
|
|
|
19. | | | | SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS Supplementary disclosure of the Company’s transactions is provided in the table below. |
| | | | |
| | | | |
| | | | | | | June 30, 2022 June 30, 2021 |
| | | | | | | $ | | | | | | | | $ |
| | | | Interest paid | | | | | 3,543 | | 3,942 |
| | | | | | | | | | | | | |
| | | | |
| | | | | |
|
|
| | 24 | |
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LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
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20. | | | | FINANCIAL INSTRUMENTS |
| | | | Financial instruments recorded at fair value on the consolidated statements of financial position and |
| | | | presented in fair value disclosures are classified using a fair value hierarchy that reflects the significance |
| | | | of the inputs used in making the measurements. The fair value hierarchy has the following levels: Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than quoted prices that are observable for assets or liabilities, either directly or |
| | | | indirectly; and Level 3 – Inputs for assets and liabilities that are not based on observable market data. |
| | | | The fair value hierarchy requires the use of observable market inputs whenever such inputs exist. A |
| | | | financial instrument is classified in the lowest level of the hierarchy for which a significant input has been |
| | | | considered in measuring fair value. Other than warrants acquired as part of the Arena Minerals investment, |
| | | | common shares acquired as part of the Green Technology Metals investment and the convertible note |
| | | | derivative the Company, did not have any financial instruments measured at fair value on the statement of |
| | | | financial position on a recurring basis. As at June 30, 2022, the fair value of financial instruments not |
| | | | measured at fair value approximate their carrying value. Green Technology shares are classified at level 1 |
| | | | of the fair value hierarchy, and Arena Minerals warrants and convertible note derivatives are classified at |
| | | | level 2 of the fair value hierarchy (refer to Note 5, 6 and 11). |
| | | | The Company manages risks to minimize potential losses. The main objective of the Company’s risk |
| | | | management process is to ensure that the risks are properly identified and monitored, and that the capital |
| | | | base maintained by the Company is adequate in relation to those risks. The principal risks which impact |
| | | | the Company’s financial instruments are described below. | |
| | | | Credit Risk |
| | | | Credit risk is the risk of loss associated with a counterparty’s inability to fulfil its payment obligations. |
| | | | Financial instruments that potential y subject the Company to a concentration of credit risk consist primarily |
| | | | of cash, cash equivalents, receivables, long-term receivable from JEMSE, and loans to Exar Capital. The |
| | | | Company’s maximum exposure to credit risk for cash, cash equivalents, receivables, long-term receivable |
| | | | from JEMSE, and loans to Exar Capital is the amount disclosed in the consolidated statements of financial |
| | | | position. The Company limits its exposure to credit loss by placing its cash and cash equivalents with major |
| | | | financial institutions and invests only in short-term obligations that are guaranteed by the Canadian |
| | | | government or by Canadian and US chartered banks with expected credit losses estimated to be de |
| | | | minimis. | | The Company and its subsidiaries and investees including Minera Exar, may from time to time |
| | | | make short-term investments into Argentinian government securities, financial instruments guaranteed by |
| | | | Argentinian banks and other Argentine securities. These investments may or may not realize short-term |
| | | | gains or losses. |
| | | | Management believes that the credit risk concentration with respect to financial instruments included in |
| | | | cash, cash equivalents, receivables, long-term receivable from JEMSE, and loans to Exar Capital is |
| | | | nominal. |
| | | | Liquidity Risk |
| | | | Liquidity risk is the risk that the Company wil not be able to meet its financial obligations as they fal due. |
| | | | The Company’s approach to managing liquidity is to evaluate current and expected liquidity requirements |
| | | | under both normal and stressed conditions to estimate and maintain sufficient reserves of cash and cash |
| | | | equivalents to meet its liquidity requirements in the short and long-term. |
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LITHIUM AMERICAS CORP. |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
FOR THE SIX MONTHS ENDED JUNE 30, 2022 |
(Expressed in thousands of US dollars, except for per share amounts; shares and equity instruments in thousands) |
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20. | | | | FINANCIAL INSTRUMENTS (continued) As the industry in which the Company operates is very capital intensive, the majority of the Company’s |
| | | | spending or that of its investees is related to capital programs. |
| | | | The Company prepares annual budgets, which are regularly monitored and updated as considered |
| | | | necessary. As at June 30, 2022, the Company had a cash and cash equivalents balance of $440,821 to |
| | | | settle current liabilities of $10,094. |
| | | | The fol owing table summarizes the contractual maturities of the Company’s financial liabilities on an |
| | | | undiscounted basis: |
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| | | | | | | | | | | | | | Years ending December 31, | | | | | | | | |
| | | 2025 |
| | | | | | | 2022 | 2023 2024 | | | and later | Total |
| | | | | | | $ | | | | | | $ | | | | $ | $ | | | | | | $ |
| | | | Convertible senior notes | | | 2,737 | 4,528 4,541 | | | 270,089 | 281,895 |
| | | | Accounts payable and accrued |
| | | | liabilities | | | 6,633 | | | | | | - | - | - | | | | | | 6,633 |
| | | | Obligations under office leases¹ | | | 451 | | | | | | 1,148 1,093 | 1,029 | | | | | | 3,721 |
| | | | Other obligations¹ | | | 15 | | | | | | 8 6,096 | - | | | | | | 6,119 |
| | | | Total | | | 9,836 | 5,684 11,730 | | | 271,118 | 298,368 |
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| | | | | ¹ | Include principal and interest/finance charges. | |
| | | | Market Risk |
| | | | Market risk incorporates a range of risks. Movement in risk factors, such as market price risk, the |
| | | | Company’s share price, and currency risk, affects the fair values of financial assets and liabilities. The |
| | | | Company is exposed to foreign currency risk as described below. |
| | | | Foreign Currency Risk |
| | | | The Company’s operations in foreign countries are subject to currency fluctuations and such fluctuations |
| | | | may affect the Company’s financial results. The Company reports its financial results in United States |
| | | | dollars (“US$”) and incurs expenditures in Canadian dol ars (“CDN$”), Argentine Pesos (“ARS$”) and US$, |
| | | | with the majority of the expenditures being incurred in US$ by the Company’s subsidiaries and investees. |
| | | | The Company and its subsidiaries and associates have a US$ functional currency. As at June 30, 2022, |
| | | | the Company held $2,464 and $191 in CDN$ and ARS$ denominated cash and cash equivalents |
| | | | respectively. Strengthening/(weakening) of a US$ exchange rate versus CDN$ and ARS$ by 10% would |
| | | | have resulted in a foreign exchange (loss)/gain for the Company of $246 and $2 respectively at June 30, |
| | | | 2022. |
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21. | | | | SUBSEQUENT EVENT |
| | | | On July 15, 2022, the Company paid interest of $2,755 due under its Convertible Notes. |
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