(All amounts in US$ unless otherwise
indicated)
Lithium Americas Corp. (TSX: LAC) (NYSE: LAC) (“Lithium
Americas” or the “Company”) is pleased to announce the
closing of a $2.26 billion loan from the U.S. Department of
Energy’s (“DOE”) Loan Programs Office (“LPO”) under
the Advanced Technology Vehicles Manufacturing (“ATVM”) Loan
Program (the “DOE Loan”) for financing the
construction of the processing facilities at Thacker Pass, located
in Humboldt County, Nevada (“Thacker Pass” or the
“Project”).
HIGHLIGHTS
- The DOE Loan for $2.26 billion will have interest rates fixed
from the date of each monthly advance for the term of the loan at
applicable U.S. Treasury rates. The DOE Loan amount includes
funding of interest accrued during construction.
- The DOE Loan will help finance the construction of Thacker
Pass, targeted to produce an initial 40,000 tonnes per annum
(“tpa”) of battery-quality lithium carbonate (“Phase
1”). The Company is targeting to make the final investment
decision (“FID”) and issue full notice to proceed
(“FNTP”) by the end of the year.
- Thacker Pass Phase 1 is expected to create approximately 1,800
direct jobs during its three-year construction period and
approximately 360 full time jobs during operations for its 40-year
mine life.
- Thacker Pass supports the U.S. government’s commitment to
securing a domestic supply chain for critical minerals to reduce
reliance on foreign materials.
- The DOE Loan will be supplemented by the investment agreement
(“Investment Agreement”) announced on October 16, 2024 with
General Motors Holdings LLC (“GM”) to establish a joint
venture (“JV”) for the purpose of funding, developing,
constructing and operating (“JV Transaction”) Thacker Pass.
Under the terms of the Investment Agreement, GM will acquire a 38%
asset-level ownership stake in Thacker Pass for $625 million in
total cash and letters of credit, including a $195 million letter
of credit facility (“LC Facility”) that can be used as
collateral to support reserve account requirements under the DOE
Loan.
“We’re pleased to have the Department of Energy’s support to
advance Thacker Pass to production and significantly improve
domestic output of critical lithium supply to meet the growing
domestic need,” said Jonathan Evans, President and Chief Executive
Officer of Lithium Americas. “This essential loan helps us reduce
dependence on foreign suppliers and secure America’s energy
future.”
Mr. Evans added, “We have substantially de-risked project
financing for Phase 1 and continue to work closely with General
Motors following our announcement of the asset-level joint venture.
We deeply appreciate the U.S. government’s support as we develop
Thacker Pass to become North America’s largest lithium operator and
continue collaborating with all our stakeholders to bring shared
success for our company, local communities and our country.”
DOE ATVM LOAN DETAILS
The key terms and conditions of the DOE Loan are summarized
below:
Loan Quantum
- $2.26 billion — Principal: $1.97 billion — Capitalized interest
during construction: $290 million1
Interest Rate
- U.S. Treasury Rate — Interest rates fixed from the date of each
monthly advance for the term of the loan at the applicable
long-dated U.S. Treasury rate with 0% spread
Tenor
- 24 years — From date of first draw of the DOE Loan
Other Key Terms
- Customary covenants and events of
defaults for a project finance loan facility
- Customary conditions precedent to loan effectiveness and
advances for a project finance loan facility
The closing of the DOE Loan follows receipt of a Conditional
Commitment in March 2024. Over the past several months, the DOE
confirmed the Company satisfied all technical, legal and financial
conditions to close the DOE Loan.
The Company expects to make the first draw on the DOE Loan
sometime in the middle of 2025. Conditions precedent to first draw
include closing the GM JV Transaction, funding DOE Loan reserve
accounts through the GM LC Facility, securing additional corporate
working capital and project finance model bring down.
BACKGROUND
Thacker Pass is currently the largest known Measured and
Indicated lithium resource in North America, targeting total
production capacity of 80,000 tpa of battery-quality lithium
carbonate to be developed in two phases of 40,000 tpa, respectively
(Phase 1 and “Phase 2”). Phase 1 production is anticipated
to commence in 2027. Material sourced from Thacker Pass will
support electric vehicle (“EV”) eligibility for consumer
incentives under the U.S. clean energy tax credits program.
Production could support lithium needs for up to 800,000 EVs
annually.
On October 15, 2024, GM and Lithium Americas entered into an
Investment Agreement to establish a JV for the purpose of funding
the development, construction and operation of Thacker Pass. Under
the terms of the Investment Agreement, GM will acquire a 38%
asset-level ownership stake in Thacker Pass for $625 million in
total cash and letters of credit, including $430 million of direct
cash funding to the JV to support the construction of Phase 1 of
Thacker Pass and a $195 million LC Facility that can be used as
collateral to support reserve accounts requirements under the DOE
Loan. The JV announcement follows GM’s January 2023 investment of
$320 million in Lithium Americas, which resulted in GM acquiring
approximately 15 million common shares of Lithium Americas. GM’s
investments in Lithium Americas and Thacker Pass represent the
largest ever publicly announced investment by a U.S. OEM in a
lithium carbonate project. GM has exclusive offtake rights for up
to 100% of the lithium production from Phase 1 for up to 20 years
and a 20-year offtake agreement for up to 38% of Phase 2 production
volumes.
Initial construction commenced in early 2023 with site
preparation for major construction completed. The Company is
currently focused on advancing detailed engineering, procurement
and execution planning ahead of making FID, expected by the end of
the year, following closing of the GM JV Transaction.
TRANSACTION ADVISORS
In connection with the DOE Loan, Goldman Sachs & Co. LLC is
serving as financial advisor, and Vinson & Elkins LLP is
serving as legal counsel to Lithium Americas.
TECHNICAL INFORMATION
The scientific and technical information in this news release
has been reviewed and approved by Rene LeBlanc, PhD, SME, Vice
President, Growth and Product Strategy of the Company, and a
“qualified person” as defined under National Instrument 43-101 and
Subpart 1300 of Regulation S-K under the United States Securities
Act of 1933.
ABOUT LITHIUM AMERICAS
Lithium Americas is committed to responsibly developing the
Thacker Pass project located in Humboldt County in northern Nevada,
which hosts the largest known Measured and Indicated lithium
resource in North America. The Company is focused on advancing
Thacker Pass Phase 1 towards production; targeting nameplate
capacity of 40,000 tpa of battery-quality lithium carbonate. The
Company and its engineering, procurement and construction
management contractor, Bechtel, entered into a National
Construction Agreement (Project Labor Agreement) with the North
America’s Building Trades Unions for construction of Thacker Pass.
The three-year construction build is expected to create
approximately 1,800 direct jobs. Lithium Americas’ shares are
listed on the Toronto Stock Exchange and New York Stock Exchange
under the symbol LAC. To learn more, visit www.lithiumamericas.com
or follow @LithiumAmericas on social media.
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, (i) the decision to make,
and the targeted timing to make, an FID and FNTP; (ii) the
completion of, as well as timing for completion of, the JV
Transaction with GM; (iii) satisfaction of draw-down conditions for
the DOE Loan; (iv) expectations and timing on the commencement of
major construction; (v) expectation and timing on commencement of
production; expectations related to the construction build, job
creation and nameplate capacity for the Thacker Pass Project; (vi)
eligibility of production for consumer incentives under the U.S.
clean energy tax credits program; (vii) the extent to which
production from the Thacker Pass Project will support annual EV
production volumes; as well as other statements with respect to the
Company’s future objectives and strategies to achieve these
objectives, and 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, satisfaction of conditions to completion of the DOE
Loan, including obtaining additional financing, amendments to
accommodate the JV Transaction in the DOE Loan and other customary
draw-down conditions; the ability of the Company to satisfy all
closing conditions for the JV Transaction and the DOE Loan in a
timely manner; expectations regarding the Company's financial
resources and future prospects; the ability to meet future
objectives and priorities; a cordial business relationship between
the Company and third party strategic and contractual partners;
general business and economic uncertainties and adverse market
conditions; the absence of material adverse events affecting the
Company during this time; the availability of equipment and
facilities necessary to complete development and construction at
the Project; unforeseen technological and engineering problems;
political factors, including the impact of the 2024 U.S.
presidential election on, among other things, the extractive
resource industry, the green energy transition and the electric
vehicle market; the being no adverse changes in laws or prevailing
government policy in the United States relating to the extractive
resource industry, green energy transition and the electric vehicle
market; uncertainties inherent to feasibility studies and mineral
resource and mineral reserve estimates; 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; compliance by joint venture partners with
terms of agreements; the regulation of the mining industry by
various governmental agencies; as well as assumptions concerning
general economic and industry growth rates, commodity prices,
resource estimates, currency exchange and interest 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.
_____________________________ 1 Based on assumed 5.2% interest
rate.
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version on businesswire.com: https://www.businesswire.com/news/home/20241028566951/en/
INVESTOR CONTACT
Virginia Morgan, VP, IR and ESG +1-778-726-4070
ir@lithiumamericas.com www.lithiumamericas.com
Lithium Americas (NYSE:LAC)
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