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Business Wire
11-08-2025
- Business
- Business Wire
Piedmont Lithium Announces Adjournment of 2025 Special Meeting of Stockholders Until August 22, 2025
BELMONT, N.C.--(BUSINESS WIRE)--Piedmont Lithium Inc. ('Piedmont,' the 'Company') (Nasdaq: PLL; ASX: PLL), a leading North American supplier of lithium products critical to the U.S. electric vehicle supply chain, today announced that after convening the Company's 2025 Special Meeting of Stockholders (the 'Special Meeting') virtually on Monday, August 11, 2025 at 11 a.m. Eastern Time, the Company adjourned the Special meeting until Friday, August 22, 2025 at 11 a.m. Eastern Time. Piedmont Lithium will be holding its adjourned Special Meeting in virtual-only format, by way of webcast, and no physical or in-person meeting will be held. 'With 47.05% of the shares outstanding and 97.77% of the votes case in favor of the proposed merger with Sayona, we've seen meaningful progress and continued strong support for the proposal over the last week,' said Keith Phillips, President and CEO of Piedmont Lithium. 'However, the fact remains that we have not received votes from the majority of the shares outstanding needed to approve the transaction. This merger cannot move forward without shareholder approval, and we urge every shareholder that has not yet voted to do so as soon as possible.' VOTING INSTRUCTIONS FOR COMMON STOCKHOLDERS: Online – Visit and enter the control number provided with your proxy card. By Phone – If you do not know your control number, call (855) 206-1066 VOTING INSTRUCTIONS FOR CHESS DEPOSITARY INTERESTS ('CDIs') HOLDERS: Online – Visit By Phone – Call 1300-237-569 (within Australia) or +61-2-9066-4055 (outside Australia) At the time of the Special Meeting on August 11, a total of 10,645,325 shares of the Company's common stock, or 48.50% of the common stock outstanding and entitled to vote as of June 16, 2025 (including shares of common stock underlying CDIs), the record date for the Special Meeting (the 'Record Date'), were present at the Special Meeting, either virtually or represented by proxy, which fell short of the majority of shares of common stock outstanding and entitled to vote required to reach quorum. For the sole reason of the lack of quorum, the Company adjourned the Special Meeting to provide the Company's stockholders additional time to vote their shares. The preliminary voting tabulation, as of the time of the August 11 Special Meeting, is set forth below. As a reminder, the polls remain open and we encourage all stockholders to vote their shares if they have not already done so. Details of the final voting results, including votes validly received at the adjourned Special Meeting, will be tabulated and included with the official minutes of the Special Meeting and will be available for all stockholders in our filings with the U.S. Securities and Exchange Commission within four business days. 1. To adopt the Agreement and Plan of Merger, dated as of November 18, 2024 (as it may be further amended from time to time, the 'Merger Agreement'), by and among Sayona Mining Limited, Shock MergeCo Inc., and Piedmont Lithium Inc. (Proposal 1): 2. To approve, on a non-binding, advisory basis, the compensation that will or may become payable by Piedmont to its named executive officers in connection with the merger contemplated by the merger agreement (Proposal 2): 3. To postpone or adjourn the Special Meeting, from time to time, to a later date or dates, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the Special Meeting (Proposal 3): We encourage all stockholders to actively take steps to vote their shares. See below under 'How do I vote' for instructions on how to vote if you have not already voted. We encourage all stockholders and interested parties to refer to the Proxy Statement which can be found on our website at You can also find our proxy materials, including our proxy statement dated June 20, 2025 (the 'Proxy Statement') on our website in the 'Investors' section under 'Financials and Reports.' The Proxy Statement is also available at How can I participate in the adjourned virtual Special Meeting? Stockholders of record as of the close of business on the Record Date are entitled to participate in and vote at the adjourned virtual Special Meeting on August 22, 2025 at 11 a.m. Eastern Time. To participate in the adjourned Special Meeting, including to vote, ask questions and view the list of registered stockholders as of the Record Date during the meeting, stockholders of record should go to the same meeting website at enter the 16-digit control number found on your proxy card or Notice of Internet Availability of Proxy Materials (the 'Notice') and follow the instructions on the website. If your shares are held in street name and your voting instruction form or Notice indicates that you may vote those shares through then you may access, participate in and vote at the adjourned Special Meeting with the 16-digit access code indicated on that voting instruction form or Notice. Otherwise, stockholders who hold their shares in street name should contact their bank, broker or other nominee (preferably at least five days before the adjourned Special Meeting) and obtain a 'legal proxy' in order to be able to attend, participate in or vote at the adjourned Special Meeting. The meeting webcast will begin promptly at 11 a.m. Eastern Time. Online check-in will begin approximately 15 minutes before then, and we encourage you to allow ample time for check-in procedures. If you experience technical difficulties during the check-in process or during the meeting, please call the number listed on the meeting website for technical support. Additional information regarding the rules and procedures for participating in the adjourned Special Meeting will be set forth in our meeting rules of conduct, which stockholders can view during the meeting at the meeting website. Regardless of whether you plan to participate in the adjourned Special Meeting, it is important that your shares be represented and voted. Accordingly, we encourage you to vote in advance of the adjourned Special Meeting. How do I vote? Full details on how to vote, change or revoke a vote, appoint a proxyholder, attend the adjourned virtual Special Meeting, ask questions and other general proxy matters are available in the Proxy Statement, available on the Company's website or the website. The record date for determining stockholders and CDI holders eligible to vote at the Special Meeting will remain the close of business on June 16, 2025. Stockholders and CDI holders who have already submitted a valid proxy or in the case of CDI holders, a CDI voting instruction form, do not need to vote again for the adjourned Special Meeting, as the proxies and CDI voting instructions submitted will remain valid. Stockholders and CDI holders who have already submitted a proxy or CDI voting instruction form and want to change their vote, can update their vote in the manner set forth in the Proxy Statement. CDI holders can either lodge a new CDI voting instruction form provided by the Company's share registry or by using the original CDI voting instruction form which was sent to CDI holders with the Proxy Statement. Your vote will be recorded at the adjourned Special Meeting in accordance with your most recently submitted proxy or CDI voting instruction form. Stockholders and CDI holders who have already submitted a proxy or CDI voting instruction form and do not wish to change their voting instruction do not need to take any action. Piedmont Lithium stockholders and CDI holders as of close of business on the Record Date who have not voted are encouraged to vote by following the instructions in the Proxy Statement. Stockholders that need assistance voting or have questions may contact the Company's proxy solicitation firm, Morrow Sodali, at PLL@ Previously, the voting cut-off date for CDI holders was 7 a.m. Australian Eastern Standard Time, Thursday, August 7, 2025. Due to the adjournment of the Special Meeting, the voting cut-off time for CDI holders has now been extended to Wednesday, August 20, 2025 at 7 a.m. Australian Eastern Standard Time. CDI voting instruction forms received later than this time will be invalid. Whether or not you plan to attend the adjourned virtual Special Meeting, we urge you to vote and submit your proxy or CDI voting instruction form in advance of the Special Meeting by one of the methods described in the Proxy Statement found on our corporate website. About Piedmont Piedmont Lithium Inc. (Nasdaq: PLL; ASX: PLL) is developing a world-class, multi-asset, integrated lithium business focused on enabling the transition to a net zero world and the creation of a clean energy economy in North America. Our goal is to become one of the largest lithium hydroxide producers in North America by processing spodumene concentrate produced from assets where we hold an economic interest. Our projects include our Carolina Lithium project in the United States and partnerships in Quebec with Sayona Mining (ASX: SYA) and in Ghana with Atlantic Lithium (AIM: ALL; ASX: A11). We believe these geographically diversified operations will enable us to play a pivotal role in supporting America's move toward energy independence and the electrification of transportation and energy storage.
Business Wire
07-08-2025
- Business
- Business Wire
Piedmont Lithium Reports Q2 2025 Results
BELMONT, N.C.--(BUSINESS WIRE)--Piedmont Lithium Inc. ('Piedmont,' the 'Company,' 'we,' 'our,' or 'us') (Nasdaq: PLL; ASX: PLL), a leading North American supplier of lithium products critical to the U.S. electric vehicle supply chain, today reported its second quarter 2025 financial results. Piedmont shipped approximately 20,200 dry metric tons ('dmt') of spodumene concentrate (~5.3% Li 2 O) and recognized $11.9 million in revenue in Q2'25. The Company's realized price per dmt was $587 in Q2'25. Piedmont expects to ship approximately 113,000 to 125,000 dmt of spodumene concentrate in 2025 1. Planned production at North American Lithium ('NAL') supports the Company's 2025 shipment guidance. NAL achieved a new quarterly production record of 58,533 dmt of spodumene concentrate in Q2'25, with lithium recovery averaging 73% and mill utilization of 93% – both representing new performance records since the restart of operations in 2023. Unit operating costs improved to A$1,232 (US$791) per dmt sold, declining 10% quarter-over-quarter with the increase in production and operating efficiencies. 2 At our joint venture Ewoyaa Lithium Project ('Ewoyaa'), revised terms of the Mining Lease are being negotiated by Ghana's Cabinet ahead of being presented for review by Parliament. Development of the project remains subject to the outcome of the mining lease ratification, additional regulatory approvals, prevailing market conditions, and project financing. As of June 30, 2025, Piedmont reported cash and cash equivalents of $56.1 million. The Company remains focused on disciplined capital allocation in response to current lithium market conditions. At the Carolina Lithium Project, Piedmont adjusted near-term land acquisitions to conserve capital while continuing to advance critical permits, including the project's air permit application and North Carolina General Stormwater permit. With respect to the proposed merger with Sayona Mining, Piedmont adjourned its Special Meeting of Stockholders (the 'Special Meeting') to August 11, 2025 in order to provide shareholders additional time to vote on the transaction. 'NAL continued to demonstrate strong operational performance in the second quarter amidst a challenging lithium market,' said Keith Phillips, President and CEO of Piedmont Lithium. 'NAL achieved record lithium recovery and mill utilization rates, resulting in record quarterly production and sales, which include over 20,000 tons delivered to and sold by Piedmont. As we approach our Special Meeting on August 11, we encourage all shareholders to vote on the proposed merger with Sayona Mining, which we believe is a strategic step toward enhancing long-term value.' 1 The timing of shipments is subject to shipping logistics, port and weather conditions, and customer requirements. 2 See Sayona Mining Quarterly Activities Report filed with the ASX on July 30, 2025. Expand Proposed Merger of Piedmont Lithium and Sayona Mining Piedmont Lithium and Sayona signed a definitive merger agreement on November 19, 2024 to combine the two companies (the 'Merger') to create a leading North American lithium business. Piedmont convened a Special Meeting of Stockholders (the 'Special Meeting') on Thursday, July 31, 2025 for shareholders to vote on the Merger. At the time of the Special Meeting, a total of 41.52% of the common stock outstanding and entitled to vote were present at the Special Meeting which fell short of the requirement for a majority of shares of common stock outstanding and entitled to vote to reach a quorum and approve the Merger. At the time of the Special Meeting, 97.86% of the votes cast were in favor of the Merger. The Company adjourned the Special Meeting until Monday, August 11, 2025 to provide additional time for shareholders to participate in the vote. Piedmont remains committed to pursuing the Merger and strongly encourages all shareholders to vote. Sayona also held an Extraordinary General Meeting (the 'Sayona EGM') for Sayona shareholders to vote on the Merger on July 30, 2025. Sayona shareholders voted to approve the Merger at the Sayona EGM with 97.34% of votes cast in favor. Second Quarter 2025 Financial Highlights All references to dmt in this release relate to spodumene concentrate. ____________________________________________ (1) Realized price is the average estimated price, net of certain distribution and other fees, which includes reference pricing data up to the respective period end and is subject to final adjustment. The final adjusted price may be higher or lower than the estimated average realized price based on future price movements. (2) Weighted average Li 2 O content for shipments made during the respective period. (3) Realized cost of sales is the average cost of sales including Piedmont's offtake pricing agreement with Sayona Quebec Inc. ('Sayona Quebec') for the purchase of spodumene concentrate at a market price subject to a floor of $500 per dmt and a ceiling of $900 per dmt, adjusted for product grade, freight, and insurance. (4) See non-GAAP Financial Measures at the end of this release for a reconciliation of non-GAAP measures. (5) Cash and cash equivalents are reported as of the end of the period. Expand Second Quarter and Recent Business Highlights Piedmont Lithium Shipped approximately 20,200 dmt (~5.3% Li 2 O) of spodumene concentrate from NAL to customers in Q2'25 and recognized $11.9 million in revenue with an average realized sales price of $587 per dmt. On an SC6 equivalent basis, our realized price per metric ton was $668. Piedmont remains committed to pursuing the proposed merger with Sayona Mining and adjourned the Special Meeting on July 31, 2025 to August 11, 2025 to allow stockholders additional time to vote their shares. At the original time of the meeting, 97.86% of the votes cast were in favor of the transaction with 41.52% of the common stock outstanding and entitled to vote represented. For the merger proposal to pass, Piedmont requires a quorum of more than 50% of the shares of common stock outstanding to vote in favor. In April 2025, Piedmont announced key regulatory approvals for the merger were received in the United States and Canada. In April 2025, Piedmont announced the signing of a revised merger agreement with Sayona which incorporated, among other things, an updated exchange ratio to incorporate the terms of a proposed reverse stock split to be undertaken by Sayona as part of the merger, subject to Sayona shareholder approval. North American Lithium (Quebec, Canada) In Q2'25, NAL achieved quarterly production of 58,533 dmt and shipped approximately 67,000 dmt, with approximately 20,200 dmt sold to Piedmont. Production increased approximately 35% compared to the prior quarter and saw the benefit from new quarterly records for lithium recoveries (73%) and mill utilization (93%). In April 2025, the final results from the 2024 NAL drilling program were released. The results reinforce the potential for a future expansion at NAL and will be incorporated into an updated Mineral Resource Estimate, which is expected to be released in the coming weeks. Concentrate shipped by Piedmont and produced and shipped by NAL: ____________________________________________ (1) Concentrate produced represents 100% of NAL's production. (2) Concentrate shipped represents 100% of NAL's shipments, inclusive of shipments to Piedmont. Note: The table above reports quarterly and year-to-date information in accordance with Piedmont's fiscal year reporting, which is on a calendar-year basis. Concentrate produced and concentrate shipped (above) are reported in the periods in which activities occurred. For financial statement purposes, Piedmont reports income (loss) from its 25% ownership in Sayona Quebec, which includes NAL, on a one-quarter lag. Expand Ewoyaa Lithium Project (Ghana) In June 2025, our joint venture partner Atlantic Lithium announced changes to its corporate leadership team and other initiatives focused on cost-cutting. As part of the initiatives, day-to-day management of Atlantic Lithium was consolidated under Chief Executive Officer Keith Mueller. In July 2025, Atlantic Lithium provided an update related to ongoing negotiations related to the Mining Lease for the Ewoyaa Lithium Project. The update noted that Ghana's Minister of Lands and Natural Resources confirmed that revised terms of the Mining Lease were being negotiated in light of the lithium price environment. Carolina Lithium (North Carolina) Piedmont continues to pursue an air permit application currently under review by North Carolina's Division of Air Quality, which would allow for up to 60,000 tons per year of lithium hydroxide production at Carolina Lithium, and a North Carolina General Stormwater permit. 2025 Outlook Under our offtake agreement with Sayona Quebec, Piedmont has the right to purchase the greater of 50% of production or 113,000 dmt per year. Based on the production projection, customer requirements, and per the Company's offtake agreement, Piedmont currently expects to ship 23,000 to 27,000 dmt in Q3'25 and approximately 113,000 to 125,000 dmt in full-year 2025. Piedmont and Sayona Mining are continuing to explore commingling shipments to achieve material transport cost savings and improve profitability. We expect to spend less than $1 million in capital expenditures in Q3'25, the majority of which relate to permitting efforts at Carolina Lithium. Investments in and advances to affiliates reflect cash contributions to Sayona Quebec and advances to Atlantic Lithium for the Ewoyaa Lithium project. Against the backdrop of a challenging lithium price environment, we increased our outlook for full year cash contributions but continue to maintain operational discipline at NAL and progress approvals at Ewoyaa. Despite the increased outlook, we expect payments to affiliates to substantially reduce in 2025 compared to 2024. Our outlook for forecasted capital expenditures and investments in and advances to affiliates is subject to market conditions. Safety and Sustainability The Company continued policy development and training to support the long-term objective of establishing a robust safety and health management system. Employee engagement in safety events remained strong and identification and reporting of hazards, unsafe acts, conditions, and safety observations, and near misses continued to improve. About Piedmont Piedmont Lithium Inc. (Nasdaq: PLL; ASX: PLL) is developing a world-class, multi-asset, integrated lithium business focused on enabling the transition to a net zero world and the creation of a clean energy economy in North America. Our goal is to become one of the largest lithium hydroxide producers in North America by processing spodumene concentrate produced from assets where we hold an economic interest. Our projects include our Carolina Lithium project in the United States and partnerships in Quebec with Sayona Mining (ASX: SYA) and in Ghana with Atlantic Lithium (AIM: ALL; ASX: A11). We believe these geographically diversified operations will enable us to play a pivotal role in supporting America's move toward energy independence and the electrification of transportation and energy storage. Cautionary Note to U.S. Investors Piedmont's public disclosures are governed by the U.S. Exchange Act of 1934, as amended, including Regulation S-K 1300 thereunder, whereas NAL discloses estimates of 'measured,' 'indicated,' and 'inferred' mineral resources as such terms are used in the JORC Code and Canada's National Instrument 43-101. Although S-K 1300, the JORC Code, and NI 43-101 have similar goals in terms of conveying an appropriate level of confidence in the disclosures being reported, they at times embody different approaches or definitions. Consequently, investors are cautioned that public disclosures by NAL prepared in accordance with the JORC Code or NI 43-101 may not be comparable to similar information made public by companies, including Piedmont, subject to S-K 1300 and the other reporting and disclosure requirements under the U.S. federal securities laws and the rules and regulations thereunder. The statements in the link below were prepared by, and made by, NAL. The following disclosures are not statements of Piedmont and have not been independently verified by Piedmont. NAL is not subject to U.S. reporting requirements or obligations, and investors are cautioned not to put undue reliance on these statements. NAL's original announcements can be found here: Forward-Looking Statements This press release contains forward-looking statements within the meaning of or as described in securities legislation in the United States and Australia, including statements regarding exploration, development, construction, and production activities of Sayona Mining, Atlantic Lithium, and Piedmont; current plans for Piedmont's mineral and chemical processing projects; Piedmont's potential acquisition of an ownership interest in Ewoyaa; and strategy. Such forward-looking statements involve substantial and known and unknown risks, uncertainties, and other risk factors, many of which are beyond our control, and which may cause actual timing of events, results, performance, or achievements and other factors to be materially different from the future timing of events, results, performance, or achievements expressed or implied by the forward-looking statements. Such risk factors include, among others: (i) that Piedmont, Sayona Mining, or Atlantic Lithium may be unable to commercially extract mineral deposits, (ii) that Piedmont's, Sayona Mining's, or Atlantic Lithium's properties may not contain expected reserves, (iii) risks and hazards inherent in the mining business (including risks inherent in exploring, developing, constructing, and operating mining projects, environmental hazards, industrial accidents, weather, or geologically related conditions), (iv) uncertainty about Piedmont's ability to obtain required capital to execute its business plan, (v) Piedmont's ability to hire and retain required personnel, (vi) changes in the market prices of lithium and lithium products, (vii) changes in technology or the development of substitute products, (viii) the uncertainties inherent in exploratory, developmental, and production activities, including risks relating to permitting, zoning, and regulatory delays related to our projects as well as the projects of our partners in Quebec and Ghana, (ix) uncertainties inherent in the estimation of lithium resources, (x) risks related to competition, (xi) risks related to the information, data, and projections related to Sayona Mining or Atlantic Lithium, (xii) occurrences and outcomes of claims, litigation, and regulatory actions, investigations, and proceedings, (xiii) risks regarding our ability to achieve profitability, enter into and deliver product under supply agreements on favorable terms, our ability to obtain sufficient financing to develop and construct our projects, our ability to comply with governmental regulations, and our ability to obtain necessary permits, (xiv) risks related to the completion of our proposed merger with Sayona Mining and related capital raises, and (xv) other uncertainties and risk factors set out in filings made from time to time with the U.S. Securities and Exchange Commission ('SEC') and the Australian Securities Exchange, including Piedmont's most recent filings with the SEC. The forward-looking statements, projections, and estimates are given only as of the date of this press release and actual events, results, performance, and achievements could vary significantly from the forward-looking statements, projections, and estimates presented in this press release. Readers are cautioned not to put undue reliance on forward-looking statements. Piedmont disclaims any intent or obligation to update publicly such forward-looking statements, projections, and estimates, whether as a result of new information, future events or otherwise. Additionally, Piedmont, except as required by applicable law, undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Piedmont, its financial or operating results or its securities. PIEDMONT LITHIUM INC. CONSOLIDATED BALANCE SHEETS (In thousands, except per share amounts) (Unaudited) June 30, 2025 2024 Assets Cash and cash equivalents $ 56,074 $ 87,840 Accounts receivable 4,100 5,613 Other current assets 5,155 9,186 Total current assets 65,329 102,639 Property, plant and mine development, net 135,722 134,544 Advances to affiliates 41,990 39,548 Other non-current assets 1,392 1,519 Equity method investments 74,113 71,635 Total assets $ 318,546 $ 349,885 Liabilities and Stockholders' Equity Accounts payable $ 1,144 $ 5,239 Accrued expenses 2,670 4,313 Payables to affiliates 5,131 6,719 Current debt obligations 26,337 26,472 Other current liabilities 833 3,363 Total current liabilities 36,115 46,106 Long-term debt, net of current portion 2,959 3,652 Operating lease liabilities, net of current portion 769 863 Other non-current liabilities 1,054 1,017 Total liabilities 40,897 51,638 Stockholders' equity: Common stock; $0.0001 par value, 100,000,000 shares authorized; 21,946,069 and 21,825,465 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively 2 2 Additional paid-in capital 499,226 497,878 Accumulated deficit (216,974 ) (191,605 ) Accumulated other comprehensive loss (4,605 ) (8,028 ) Total stockholders' equity 277,649 298,247 Total liabilities and stockholders' equity $ 318,546 $ 349,885 Expand PIEDMONT LITHIUM INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) Six Months Ended June 30, Cash flows from operating activities: 2025 2024 Net loss $ (25,369 ) $ (36,943 ) Adjustments to reconcile net loss to net cash used in operating activities: Stock-based compensation expense 1,873 4,640 Loss from equity method investments 6,074 10,350 Loss on sale of equity method investments — 13,886 Loss (gain) on equity securities 3,944 (1,594 ) Deferred taxes — (6,246 ) Depreciation and amortization 119 156 Noncash lease expense 85 532 Loss on sale of assets 212 656 Unrealized foreign currency translation gains (318 ) (36 ) Changes in assets and liabilities: Accounts receivable 1,513 (12,725 ) Other assets 268 1,950 Operating lease liabilities (82 ) (472 ) Accounts payable (3,948 ) (25 ) Payables to affiliates (1,588 ) (93 ) Deferred revenue — 24,347 Other liabilities and accrued expenses (4,111 ) (27,164 ) Net cash used in operating activities (21,328 ) (28,781 ) Cash flows from investing activities: Capital expenditures (1,646 ) (8,622 ) Advances to affiliates (2,310 ) (8,226 ) Proceeds from sale of marketable securities — 45 Proceeds from sale of shares in equity method investments — 49,103 Additions to equity method investments (5,129 ) (14,966 ) Net cash (used in) provided by investing activities (9,085 ) 17,334 Cash flows from financing activities: Proceeds from Credit Facility 14,116 — Settlements of Credit Facility (14,116 ) — Payments of debt obligations and insurance premiums financed (828 ) (651 ) Payments to tax authorities for employee stock-based compensation (525 ) (654 ) Net cash used in financing activities (1,353 ) (1,305 ) Net decrease in cash (31,766 ) (12,752 ) Cash and cash equivalents at beginning of period 87,840 71,730 Cash and cash equivalents at end of period $ 56,074 $ 58,978 Expand Non-GAAP Financial Measures The following information provides definitions and reconciliations of certain non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP. The non-GAAP financial measures presented do not have any standard meaning prescribed by GAAP and may differ from similarly-titled measures used by other companies. We believe that these adjusted measures provide meaningful information to assist management, investors, and analysts in understanding our financial condition and the results of operations. We believe these adjusted financial measures are important indicators of our recurring operations because they exclude items that may not be indicative of, or are unrelated to, our core operating results, and provide a better baseline for analyzing trends in our underlying businesses. The following are non-GAAP financial measures for Piedmont: Adjusted net (loss) income is defined as net (loss) income, as calculated under GAAP, plus or minus the gain or loss from sale of equity method investments, gain or loss on sale of assets, gain or loss from equity securities, gain or loss from foreign currency exchange, restructuring charges including severance and severance related costs and exit costs, and certain other adjustments we believe are not reflective of our ongoing operations and performance. These items include acquisition costs and other fees, and shelf registration costs. Adjusted diluted earnings per share (or adjusted diluted EPS) is defined as diluted EPS, as calculated under GAAP, before gain or loss on sale of equity method investments, gain or loss on sale of assets, gain or loss from equity securities, gain or loss from foreign currency exchange, restructuring charges including severance and severance related costs and exit costs, and certain other costs we believe are not reflective of our ongoing operations and performance. EBITDA is defined as net income (loss) before interest expenses, income tax expense, and depreciation. Adjusted EBITDA is defined as EBITDA plus or minus the gain or loss on sale of equity method investments, gain or loss on sale of assets, gain or loss from equity securities, gain or loss from foreign currency exchange, restructuring charges including severance and severance related costs and exit costs, and certain other adjustments we believe are not reflective of our ongoing operations and performance. Below are reconciliations of non-GAAP financial measures on a consolidated basis for adjusted net (loss) income, adjusted diluted EPS, EBITDA, and adjusted EBITDA. ______________________________________________________ (1) Loss (gain) on equity securities represents realized and unrealized gains on our equity security holdings in Atlantic Lithium and Ricca Resources. (2) Loss from foreign currency exchange primarily relates to currency fluctuations in our foreign bank accounts denominated in Canadian dollars and Australian dollars and marketable securities denominated in Australian dollars. (3) Restructuring charges relate to severance and reorganization related costs and exit costs related to our 2024 Cost Savings Plan. (4) Other costs include legal and transactional costs related to certain strategic transactions and shelf registration costs. (5) No income tax impacts have been given to any items that were recorded in jurisdictions with full valuation allowances. Expand EBITDA and Adjusted EBITDA Three Months Ended (in thousands) June 30, 2025 March 31, 2025 June 30, 2024 Net loss $ (9,738 ) $ (15,631 ) $ (13,332 ) Interest income, net (5 ) (139 ) (577 ) Income tax benefit — — (2 ) Depreciation and amortization 56 — 75 EBITDA (9,687 ) (15,707 ) (13,836 ) Loss on sale of assets 132 80 656 Loss (gain) on equity securities (1) 304 3,640 (210 ) Loss from foreign currency exchange (2) (290 ) 195 (158 ) Restructuring charges (3) 401 283 314 Other costs (4) 1,459 1,369 81 Adjusted EBITDA $ (7,681 ) $ (10,140 ) $ (13,153 ) Expand ______________________________________________________ (1) Loss (gain) on equity securities represents realized and unrealized gains on our equity security holdings in Atlantic Lithium and Ricca Resources. (2) Loss from foreign currency exchange primarily relates to currency fluctuations in our foreign bank accounts denominated in Canadian dollars and Australian dollars and marketable securities denominated in Australian dollars. (3) Restructuring charges relate to severance and reorganization related costs and exit costs related to our 2024 Cost Savings Plan. (4) Other costs include legal and transactional costs related to certain strategic transactions and shelf registration costs. Expand
Business Wire
29-04-2025
- Business
- Business Wire
Piedmont Lithium Announces Q1'25 North American Lithium Production Results
BELMONT, N.C.--(BUSINESS WIRE)--Piedmont Lithium Inc. ('Piedmont,' the 'Company') (Nasdaq: PLL; ASX: PLL), a leading North American supplier of lithium products critical to the U.S. electric vehicle supply chain, today announced that it shipped approximately 27,000 dry metric tons ('dmt') of spodumene concentrate in Q1'25. NAL, North America's largest producing spodumene mine, is jointly owned by Piedmont (25%) and Sayona Mining Limited (75%) (ASX: SYA). Q1'25 OPERATIONAL RESULTS SUMMARY NAL 1 Units Q1'25 Q4'24 QoQ Variance Q1'24 YoY Variance Ore Mined kt wmt 322.4 370.4 (13%) 351.1 (8%) Concentrate Produced kt dmt 43.3 50.9 (15%) 40.4 7% Plant (Mill) Utilization % 80% 90% (10%) 73% 7% Lithium Recovery % 69% 68% 1% 67% 2% Concentrate Sold kt dmt 27.0 66.0 (59%) 58.1 (53%) Expand In Q1'25, NAL produced 43,261 dmt and sold approximately 27,000 dmt. All tons sold by NAL were sold to Piedmont under the Company's offtake agreement and then shipped to Piedmont's customers. Quarterly production at NAL declined by 15% in Q1'25 compared to the prior quarter but production remains on track to achieve Sayona Mining's fiscal year 2025 production guidance of 190,000 – 210,000 dmt 2. Lithium recovery remained high at 69% and set a new record of 72% in March, while mill utilization declined due the combination of unplanned, weather-related downtime and a 5-day scheduled shutdown. The crushed ore dome mitigated the impact of the weather-related downtime and additional mobile crushing capacity has been brought on site to lessen the impact of weather on a go-forward basis. 'While NAL operated under challenging conditions to begin 2025 and produced fewer tons than anticipated, adjustments implemented since the restart of production have improved operational resilience. These steps give us confidence in our ability to improve performance and reduce weather-related disruptions in the future,' said Keith Phillips, President and CEO of Piedmont Lithium. About Piedmont Piedmont Lithium Inc. (Nasdaq: PLL; ASX: PLL) is developing a world-class, multi-asset, integrated lithium business focused on enabling the transition to a net zero world and the creation of a clean energy economy in North America. Our goal is to become one of the largest lithium hydroxide producers in North America by processing spodumene concentrate produced from assets where we hold an economic interest. Our projects include our Carolina Lithium project in the United States and partnerships in Quebec with Sayona Mining (ASX: SYA) and in Ghana with Atlantic Lithium (AIM: ALL; ASX: A11). We believe these geographically diversified operations will enable us to play a pivotal role in supporting America's move toward energy independence and the electrification of transportation and energy storage. Cautionary Note to U.S. Investors Piedmont's public disclosures are governed by the U.S. Exchange Act of 1934, as amended, including Regulation S-K 1300 thereunder, whereas NAL discloses estimates of 'measured,' 'indicated,' and 'inferred' mineral resources as such terms are used in the JORC Code and Canada's National Instrument 43-101. Although S-K 1300, the JORC Code, and NI 43-101 have similar goals in terms of conveying an appropriate level of confidence in the disclosures being reported, they at times embody different approaches or definitions. Consequently, investors are cautioned that public disclosures by NAL prepared in accordance with the JORC Code or NI 43-101 may not be comparable to similar information made public by companies, including Piedmont, subject to S-K 1300 and the other reporting and disclosure requirements under the U.S. federal securities laws and the rules and regulations thereunder. The statements in the link below were prepared by, and made by, Sayona Mining. The following disclosures are not statements of Piedmont and have not been independently verified by Piedmont. NAL is not subject to U.S. reporting requirements or obligations, and investors are cautioned not to put undue reliance on these statements. Sayona Mining's original announcements can be found here: Forward-Looking Statements This press release contains forward-looking statements within the meaning of or as described in securities legislation in the United States and Australia, including statements regarding exploration, development, construction, and production activities of Sayona Mining, Atlantic Lithium, and Piedmont; current plans for Piedmont's mineral and chemical processing projects; Piedmont's potential acquisition of an ownership interest in Ewoyaa; and strategy. Such forward-looking statements involve substantial and known and unknown risks, uncertainties, and other risk factors, many of which are beyond our control, and which may cause actual timing of events, results, performance, or achievements and other factors to be materially different from the future timing of events, results, performance, or achievements expressed or implied by the forward-looking statements. Such risk factors include, among others: (i) that Piedmont, Sayona Mining, or Atlantic Lithium may be unable to commercially extract mineral deposits, (ii) that Piedmont's, Sayona Mining's, or Atlantic Lithium's properties may not contain expected reserves, (iii) risks and hazards inherent in the mining business (including risks inherent in exploring, developing, constructing, and operating mining projects, environmental hazards, industrial accidents, weather, or geologically related conditions), (iv) uncertainty about Piedmont's ability to obtain required capital to execute its business plan, (v) Piedmont's ability to hire and retain required personnel, (vi) changes in the market prices of lithium and lithium products, (vii) changes in technology or the development of substitute products, (viii) the uncertainties inherent in exploratory, developmental, and production activities, including risks relating to permitting, zoning, and regulatory delays related to our projects as well as the projects of our partners in Quebec and Ghana, (ix) uncertainties inherent in the estimation of lithium resources, (x) risks related to competition, (xi) risks related to the information, data, and projections related to Sayona Mining or Atlantic Lithium, (xii) occurrences and outcomes of claims, litigation, and regulatory actions, investigations, and proceedings, (xiii) risks regarding our ability to achieve profitability, enter into and deliver product under supply agreements on favorable terms, our ability to obtain sufficient financing to develop and construct our projects, our ability to comply with governmental regulations, and our ability to obtain necessary permits, (xiv) risks related to the completion of our proposed merger with Sayona Mining and related capital raises, and (xv) other uncertainties and risk factors set out in filings made from time to time with the U.S. Securities and Exchange Commission ('SEC') and the Australian Securities Exchange, including Piedmont's most recent filings with the SEC. The forward-looking statements, projections, and estimates are given only as of the date of this press release and actual events, results, performance, and achievements could vary significantly from the forward-looking statements, projections, and estimates presented in this press release. Readers are cautioned not to put undue reliance on forward-looking statements. Piedmont disclaims any intent or obligation to update publicly such forward-looking statements, projections, and estimates, whether as a result of new information, future events or otherwise. Additionally, Piedmont, except as required by applicable law, undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Piedmont, its financial or operating results or its securities.
Yahoo
24-04-2025
- Business
- Yahoo
Sayona and Piedmont Lithium amend merger agreement
Piedmont Lithium and Sayona Mining have announced an amendment to their merger agreement, which could see the formation of a new entity, Elevra Lithium. In November 2024, the companies signed a definitive agreement to merge their businesses into a lithium-focused entity, with Sayona emerging as the ultimate parent company (MergeCo). The amendment stipulates that Sayona will seek shareholder approval for a share consolidation at a ratio of 150:1 before the transaction's completion. If approved, an updated exchange ratio of 3.5133 Sayona shares for each Piedmont share will be implemented, compared with the original 527:1 ratio without consolidation. Additionally, one Sayona American Depositary Share will represent 1,500 pre-consolidation Sayona shares or ten post-consolidation shares. Sayona also plans to seek approval to change the company's name to Elevra Lithium, with shares trading under the ticker symbol 'ELV' on the Australian Securities Exchange (ASX) and 'ELVR' on Nasdaq. The amendment also includes the ratification of the issuance of 1.25 billion Sayona shares in an equity financing round completed in November 2024 and a proposal to increase the maximum aggregate directors' fees to reflect the larger board post-merger. Sayona managing director and CEO Lucas Dow said: "This merger represents an exciting new chapter for our companies, our shareholders and the broader lithium industry. 'We are confident that Elevra Lithium will emerge as a leader in the sector, well-positioned to contribute to the global energy transition. I encourage all stakeholders to support the merger ensuring that we capitalise on the significant opportunities ahead." Upon completion, the transaction will result in approximately equal equity holdings for Sayona and Piedmont shareholders in the new Elevra Lithium. The companies have secured necessary approvals under the Investment Canada Act, Hart-Scott-Rodino Act and clearance from the Committee on Foreign Investment in the US. Piedmont Lithium president and CEO Keith Phillips said: 'We are pleased to announce that we have received the necessary regulatory approvals for the transaction, a significant milestone that reflects the important strategic alignment between Piedmont and Sayona. 'Elevra Lithium will be exceptionally well-positioned to serve the growing need for lithium resources and we are excited about the long-term growth and success that this combination will drive.' The completion of the transaction is contingent upon approval from the shareholders of Piedmont and Sayona, as well as other standard conditions typically associated with such transactions. An extraordinary general meeting for Sayona shareholders is set for the first half of 2025 to approve the transaction, a conditional placement of Sayona shares to raise $45m, the share consolidation and the company's name change. The target date for closure of the transaction is set for mid-2025. "Sayona and Piedmont Lithium amend merger agreement" was originally created and published by Mining Technology, a GlobalData owned brand. The information on this site has been included in good faith for general informational purposes only. It is not intended to amount to advice on which you should rely, and we give no representation, warranty or guarantee, whether express or implied as to its accuracy or completeness. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site. Sign in to access your portfolio
Business Wire
23-04-2025
- Business
- Business Wire
High-Grade Drill Results Continue at North American Lithium
BELMONT, N.C.--(BUSINESS WIRE)--Piedmont Lithium Inc. ('Piedmont,' 'the Company,' 'we,' 'our,' or 'us') (Nasdaq: PLL; ASX: PLL), a leading North American supplier of lithium products critical to the U.S. electric vehicle supply chain, announced the final results received from the North American Lithium ('NAL') 2024 drilling program. NAL is North America's largest producing spodumene mine and is jointly owned by Piedmont (25%) and Sayona Mining Limited (75%) (ASX: SYA). The 2024 drilling program was launched in February 2024 and concluded in December 2024. The program focused on the strategic objectives of enhancing the existing Mineral Resource Estimate ('MRE') and identifying additional mineralization which may lead to an increase of the MRE. Piedmont and Sayona will incorporate the latest drill results into an updated MRE, aiming to upgrade resource classification and increase overall resource tonnage. These results also reinforce the potential for expanding production at NAL. At the same time, they support improved mine planning to maximize project value and efficient resource development. 'The positive drilling outcomes support our plans for a potential brownfield expansion at NAL, aiming to increase production capacity to meet the growing global demand for lithium with resources produced in North America,' said Keith Phillips, President and CEO of Piedmont Lithium. 'These developments reinforce our commitment to advancing NAL as a cornerstone asset in our portfolio and contribute to our vision of becoming a leading supplier of lithium products critical to the energy transition.' Cautionary Note to U.S. Investors Piedmont's public disclosures are governed by the U.S. Exchange Act of 1934, including Regulation S-K 1300 thereunder, whereas Sayona discloses estimates of 'measured,' 'indicated,' and 'inferred' mineral resources as such terms are used in the JORC Code and Canada's National Instrument 43-101. Although S-K 1300, the JORC Code, and NI 43-101 have similar goals in terms of conveying an appropriate level of confidence in the disclosures being reported, they at times embody different approaches or definitions. Consequently, investors are cautioned that public disclosures by Sayona prepared in accordance with the JORC Code or NI 43-101 may not be comparable to similar information made public by companies, including Piedmont, subject to S-K 1300 and the other reporting and disclosure requirements under the U.S. federal securities laws and the rules and regulations thereunder. The statements in the link below were prepared by, and made by, Sayona Mining. Such statements are not statements of Piedmont and have not been independently verified by Piedmont. Sayona Mining is not subject to U.S. reporting requirements or obligations, and investors are cautioned not to put undue reliance on these statements. Sayona Mining's original announcements can be found here. About Piedmont Piedmont Lithium Inc. (Nasdaq: PLL; ASX: PLL) is developing a world-class, multi-asset, integrated lithium business focused on enabling the transition to a net zero world and the creation of a clean energy economy in North America. Our goal is to become one of the largest lithium hydroxide producers in North America by processing spodumene concentrate produced from assets where we hold an economic interest. Our projects include our Carolina Lithium project in the United States and partnerships in Quebec with Sayona Mining (ASX: SYA) and in Ghana with Atlantic Lithium (AIM: ALL; ASX: A11). We believe these geographically diversified operations will enable us to play a pivotal role in supporting America's move toward energy independence and the electrification of transportation and energy storage. Forward-Looking Statements This press release contains forward-looking statements within the meaning of or as described in securities legislation in the United States and Australia, including statements regarding exploration, development, construction, and production activities of Sayona Mining, Atlantic Lithium, and Piedmont; current plans for Piedmont's mineral and chemical processing projects; Piedmont's potential acquisition of an ownership interest in Ewoyaa; and strategy. Such forward-looking statements involve substantial and known and unknown risks, uncertainties, and other risk factors, many of which are beyond our control, and which may cause actual timing of events, results, performance, or achievements and other factors to be materially different from the future timing of events, results, performance, or achievements expressed or implied by the forward-looking statements. Such risk factors include, among others: (i) that Piedmont, Sayona Mining, or Atlantic Lithium may be unable to commercially extract mineral deposits, (ii) that Piedmont's, Sayona Mining's, or Atlantic Lithium's properties may not contain expected reserves, (iii) risks and hazards inherent in the mining business (including risks inherent in exploring, developing, constructing, and operating mining projects, environmental hazards, industrial accidents, weather, or geologically related conditions), (iv) uncertainty about Piedmont's ability to obtain required capital to execute its business plan, (v) Piedmont's ability to hire and retain required personnel, (vi) changes in the market prices of lithium and lithium products, (vii) changes in technology or the development of substitute products, (viii) the uncertainties inherent in exploratory, developmental, and production activities, including risks relating to permitting, zoning, and regulatory delays related to our projects as well as the projects of our partners in Quebec and Ghana, (ix) uncertainties inherent in the estimation of lithium resources, (x) risks related to competition, (xi) risks related to the information, data, and projections related to Sayona Mining or Atlantic Lithium, (xii) occurrences and outcomes of claims, litigation, and regulatory actions, investigations, and proceedings, (xiii) risks regarding our ability to achieve profitability, enter into and deliver product under supply agreements on favorable terms, our ability to obtain sufficient financing to develop and construct our projects, our ability to comply with governmental regulations, and our ability to obtain necessary permits, (xiv) risks related to the completion of our proposed merger with Sayona Mining and related capital raises, and (xv) other uncertainties and risk factors set out in filings made from time to time with the U.S. Securities and Exchange Commission ('SEC') and the Australian Securities Exchange, including Piedmont's most recent filings with the SEC. The forward-looking statements, projections, and estimates are given only as of the date of this press release and actual events, results, performance, and achievements could vary significantly from the forward-looking statements, projections, and estimates presented in this press release. Readers are cautioned not to put undue reliance on forward-looking statements. Piedmont disclaims any intent or obligation to update publicly such forward-looking statements, projections, and estimates, whether as a result of new information, future events or otherwise. Additionally, Piedmont, except as required by applicable law, undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Piedmont, its financial or operating results or its securities.
