ioneer Ltd 6-K/A, filed Nov 1, 2022
ioneer Ltd (IONR)
6-K/A
2022-11-01
For: 2022-10-31
View Original
Added on
August 22, 2026
About this 6-K/A
ioneer Ltd filed this 6-K/A on November 1, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
Amendment No. 1
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16
OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2022
Commission File Number: 001-41412
ioneer Ltd
(Translation of registrant’s name into English)
Suite 5.03, Level 5, 140 Arthur Street
North Sydney, NSW 2060, Australia
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40‑F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXPLANATORY NOTE
This Amendment No. 1 on Form 6-K/A (this “Amendment No. 1”) is an amendment to the Report on Form 6-K of ioneer Ltd (the “Company”) for the month of October 2022, originally filed with the U.S. Securities and Exchange Commission on October 28,
2022 (the “Original 6-K”). The Company advises that the following correction has been made to the September 2022 Quarterly Activities Report included as Exhibit 99.1 (the “Original Quarterly Activities Report”) to the Original 6-K:
| 1. |
Under “Capital Structure,” the Original Quarterly Activities Report reported that cash and cash equivalents was US$97.0 million due to a typographical error. Reported cash and cash equivalents, as shown in the Company’s cash flow report
attached as Exhibit 99.2 to the Original 6-K, was US$77.0 million. The Company is filing a revised Exhibit 99.1 hereto to reflect the correct amount.
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The amended Quarterly Activities Report is filed with this Amendment No. 1 as Exhibit 99.1. Other than as expressly set forth above, this Amendment No. 1 does not, and does not purport to, amend, update or restate the information in any other item
of the Original 6-K, or reflect any events that have occurred after the Original 6-K was originally filed.
EXHIBIT INDEX
The following exhibits are filed as part of this Amendment No. 1:
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Exhibit
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Description
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Quarterly Activities Report
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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ioneer Ltd
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(registrant)
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Date: October 31, 2022
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By:
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/s/ Ian Bucknell |
| Name: | Ian Bucknell | |
| Title: | Chief Financial Officer & Company Secretary |
Exhibit 99.1
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QUARTERLY ACTIVITIES REPORT
for the period ending 30 September 2022
Highlights
| • |
ioneer signs binding Lithium Offtake Agreement with Ford
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| • |
ioneer signs binding Lithium Offtake Agreement with Prime Planet Energy & Solutions
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| • |
ioneer and Caterpillar complete definitive agreement regarding autonomous haul trucks at Rhyolite Ridge
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Plan of Operations resubmitted to BLM in early July. NOI to start NEPA process, expected December 2022 quarter
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Detailed due diligence process continuing with US Department of Energy’s Loan Programs Office
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Detailed engineering and procurement activities advancing
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Dedicated Tiehm’s buckwheat greenhouse under construction
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Monday October 24, 2022 – ioneer Ltd (ioneer or the Company) (ASX: INR), an emerging American lithium–boron
supplier, is pleased to report on its activities for the quarter ending 30 September 2022 and to provide an update on the development of its 100%-owned Rhyolite Ridge Lithium-Boron Project (Rhyolite
Ridge or the Project) in Nevada, USA.
ioneer Managing Director, Bernard Rowe said:
“We were delighted to announce two lithium offtake agreements in the quarter with world-class automakers, in the Ford Motor Company and Toyota
(through PPES). This is the culmination of several years of work and has required patience, together with a clear strategy of ensuring that our U.S. produced lithium becomes part of the U.S. battery supply chain - something these agreements
achieve. Together with the EcoPro offtake agreement, this completes our pre-production lithium offtake strategy and supports any future debt funding.
“The Company also announced the completion of an agreement with Caterpillar to supply autonomous haul trucks for the Rhyolite Ridge Project. We are
pleased to continue to solidify our partnership with Caterpillar as we work towards commencement of production at Rhyolite Ridge. We continue to believe the incorporation of an autonomous haulage system and other Caterpillar technologies at
Rhyolite Ridge will only further our goal to improve project safety and operational efficiency.”
“Progress continues to be made on permitting and with the DOE Loans Program Office, with tangible results in both workstreams expected in the
coming quarter. The Project has maintained good momentum through the quarter and continues to progress toward a Final Investment Decision.”
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ioneer Ltd. (ASX: INR) Suite 5.03, 140 Arthur Street, North Sydney, NSW 2060 T: +61 2 9922 5800 W: ioneer.com ABN: 76 098 564 606
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Completion of Lithium Offtake Agreements
During the quarter, ioneer signed two binding lithium offtake agreements with the Ford Motor Company (Ford) and Prime Planet Energy & Solutions (PPES), a joint venture between
Toyota Motor Corporation and Panasonic Corporation, which together with the EcoPro Innovations lithium offtake agreement signed in 1Q 2022, represents the completion of pre-production lithium carbonate supply commitments we currently
intend to make for Rhyolite Ridge. The offtakes deliver on ioneer’s strategy to ensure our lithium, produced in the U.S., is delivered into the U.S. supply chain for electric vehicles.
Ford Offtake
Under the agreement, ioneer will deliver 7,000 tonnes per annum (tpa) of lithium carbonate to Ford over a 5-year term, starting in 2025. Ford intends to utilize ioneer's lithium
carbonate to produce batteries for use in Ford electric vehicles through BlueOval SK, the Ford-SK On battery manufacturing joint venture. The agreement represents approximately 34% of annual output in the first 5 years of production.
PPES Offtake
Under the Agreement, ioneer will deliver 4,000 tpa of lithium carbonate to PPES over a 5-year term. PPES will utilise ioneer's lithium carbonate to produce batteries for use in U.S.
electric vehicles. The agreement represents approximately 19% of annual output in the first 5 years of production.
Sales & Marketing
Boric Acid Market and Price
Demand remains strong, and supplies from Rio Tinto and Etimine, the two major producers of boric acid globally, continue to be tight. However, with ocean freight prices dropping from Q2
2022, the Asia spot market price declined by approximately 10% compared to Q2 2022. In contrast, US pricing has remained stable from Q2, and early 2023 contract indications from Rio Tinto and Etimine suggest that they are reluctant to
lower prices;
however, no material deals have been executed yet.
Lithium Market and Price
According to Fastmarkets, Chinese lithium prices are up on persistent tight availability (higher spodumene costs). Seaborne East Asian prices strengthened similarly due to the tight
market. In comparison, European and US lithium prices are moving up slowly amid buyer resistance.
Autonomous Caterpillar Haul Trucks
In September 2022, ioneer and Caterpillar completed a Technology System Supply Agreement, related to the early adoption of a Cat® Command for hauling, Autonomous Haulage System (AHS),
at Rhyolite Ridge for improved operator safety, equipment utilization and site productivity. This definitive agreement builds upon the Memorandum of Understanding signed last year and solidifies the early introduction of the technology.
The operations are scheduled to start in 2024 with a fleet of Cat 785 next generation mining trucks equipped with Command for hauling, and the fleet is scheduled to expand significantly
in 2028. All support equipment will feature the latest MineStarTM technology utilizing high-precision GPS and real-time analytics to maximise efficiency and accuracy in material loading.
This will be the first greenfield operation in North America to utilize AHS and will mark the expansion of Command for hauling automation technology to the 140-tonne class Cat785 next
generation mining truck.
North Basin Exploration
An exploration program commenced at the North Basin, located 5km north of the South Basin (proposed operation). The North Basin was recognised as area with potential to host lithium and
boron mineralisation and was first drilled by US Borax (Rio Tinto) in the 1980’s and 1990’s. ioneer completed a detailed gravity survey covering the entire basin (results pending) and drill core samples from holes drilled by ioneer in
2017 were prepared for leach testwork. Further details will be provided in the coming months.
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ioneer Ltd. (ASX: INR) Suite 5.03, 140 Arthur Street, North Sydney, NSW 2060 T: +61 2 9922 5800 W: ioneer.com ABN: 76 098 564 606
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State and Federal Permitting
ioneer requires three key permits to commence construction at Rhyolite Ridge:
| 1. |
A state-based Air Quality Permit1 - received June 24, 2021
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| 2. |
A state-based Water Pollution Control Permit2 - received July 19, 2021
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| 3. |
The Plan of Operation (Plan) that must be approved by the federal Bureau of Land Management (BLM) – submitted July 15, 2022
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The Plan is the foundational federal permitting document for the Project and will become the basis for compliance during operations and closure. The Plan requires assessment under the
National Environmental Policy Act (NEPA) process, which includes public consultation and preparation of an Environmental Impact Statement (EIS).
During the quarter, ioneer submitted a revised Plan that avoids direct impact on all Tiehm’s buckwheat. Since submitting the revised Plan, ioneer has worked with the various government
agencies to progress it through review with the aim of having a Notice of Intent (NOI) published that would start the NEPA process. We have addressed U.S. Fish and Wildlife Service (FWS) and BLM concerns and are expecting the NOI to be
published in the December 2022 Quarter and to move into NEPA.
Once the NOI is published, the BLM will hold a series of public scoping meetings to provide a description of the Project and allow for public comment. Comments are then collated and
reviewed with potential changes and mitigation measures included in the Plan to address the public comments. This process
1 Refer ASX release titled ‘ioneer Issued Air Quality Permit for Rhyolite Ridge’ announced 24 June 2021
ultimately culminates in an EIS and a Record of Decision (ROD). From the publishing of a NOI through to the ROD can take approximately 12 months, although the details that arise from
public participation and BLM reviews may influence that timeline. Once the Plan has been approved via a ROD, construction of the Rhyolite Ridge Project can begin.
ESG Program
ISO 14001 Implementation
Gap analysis complete
Gap analysis is complete, and an implementation plan is being developed.
Implementation road map is underway
The gap analysis plan is being used to support the development of an Implementation Road Map. The Road Map will provide practical and prioritized steps and tasks to develop and
implement an ISO 14001:2015‐based EMS for the Project. It will include an estimated time of completion for major phases of ISO development and implementation as well as resources needed, and a suggested schedule based on the anticipated
date of certification.
The Implementation Road Map will list recommendations for actions to be taken and provide a priority rating for each future action to provide guidance on the sequence of steps that will
need to be taken to update the existing EMS to meet the new ISO 14001:2015 standard requirements.
ESG Towards Sustainable Mining (TSM) Implementation
Ongoing and work completed
Steps to TSM Program Creation and Accreditation:
| • |
TSM Protocol Review
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| o |
Protocol Review
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| o |
Finalize Protocols
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2 Refer ASX release titled ‘Issuance of Water Pollution Control Permit’ announced 19 July 2021
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p.3
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| • |
Materiality Assessment
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Determine Carbon Footprint
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| o |
TSM Key issues
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Identification of ioneer material issues
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ESG/Sustainability Target Setting
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| o |
Consider all material issues
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Confirm ioneer baseline
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Set manageable interim and long-term targets
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Integration and Disclosure
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TSM Protocol Integration
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| o |
Material Issues Integration
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ESG/Sustainability Guidance
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TSM Accreditation
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TSM protocol review - TSM protocols have been developed and are being reviewed for completeness and
conformance to TSM requirements. This includes a concordance table which identifies specific deficiencies and recommendations on how to address these deficiencies.
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TSM Protocol
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Status Update
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Indigenous and Community Relationships
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Final draft is being reviewed by ioneer
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Crisis Management and Communications Plan
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Final draft is being reviewed by ioneer
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Safety and Health
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Draft protocol developed and revision is underway
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Preventing Child and Forced Labour
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Final draft is being reviewed by ioneer
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Biodiversity and Conservation Management
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Final draft is being reviewed by ioneer
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Water Stewardship
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Final draft is being reviewed by ioneer
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Energy Use and GHG Emissions Management
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Final draft is being reviewed by ioneer
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Tiehm’s buckwheat
Pollinator survey
The fieldwork for the pollinator survey was successfully completed in the June quarter. A wide variety of insects were collected.
Laboratory analysis and evaluation continued in the September quarter. The work will be completed shortly.
Tiehm’s buckwheat greenhouse propagation
To support the propagation of Tiehm’s buckwheat, it was determined that a purpose-built greenhouse would improve propagation efforts. An 864 square foot temperature-controlled
greenhouse capable of holding 13,000 seedlings and associated 720 square foot paired shade house capable of holding 600 adult plants have been procured. Site preparation and construction has commenced, with construction anticipated to be
completed in Q4 2022.
In the interim, approximately 1200 previously collected seeds were cold stratified and approximately 460 seedlings germinated, potted and placed into a leased greenhouse. These plants
will be used for seed bulking and potentially out-planting.
Project Debt Funding
At the end of the December quarter 2021, ioneer announced that the US Department of Energy (DOE) Loan Programs Office (LPO) had invited Ioneer USA Corporation into the LPO’s due
diligence process.
The March, June and September quarters saw good progress on the due diligence process. We have been working closely with the DOE’s external advisors on due diligence and are nearing the
end of this process. Should the process be successful it would be followed by the announcement of a conditional term sheet.
In addition to the DOE workstream described above, the Company continues to engage with a number of potential debt financiers and is encouraged by staged work completed to date.
Sibanye-Stillwater and ioneer are working collaboratively to secure debt financing for the Project on acceptable terms to ensure the Project is fully financed at FID.
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p.4
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The debt funding strategy is expected to be in place by the end of 2022.
Engineering and Vendor Packages
Work continued during the quarter to further progress detail and vendor engineering. The key aim of ongoing activities is to support construction mobilisation following the Full Notice
to Proceed (FNTP) award.
Fluor’s EPCM team was strengthened with the appointment of a new Project Director, with the aim of supporting and expediting the vendor and engineering works.
ioneer advanced the procurement of the following packages:
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Start Up burner
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Ceramic Packing
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Sulphur Lances
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Zecor Liners and Strainers
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Compressed Air System
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Agitators
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Automated Packaging system
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The receipt of vendor engineering allows continued detailed engineering to advance.
Additionally, ioneer is reviewing the construction plan sequence commissioning requirements to optimise the schedule and identify long lead items as more vendor data is now available.
Engineering continues to concentrate on updating detailed engineering deliverables for utilities, pumps, and other items to advance engineering deliverables to an “Issued for
Construction” (IFC) status
Status of procurement activity:
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Package Size
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% Complete
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Large (>US2.5M)
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74%
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Medium (US$1M - 2.5M)
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81%
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Small (<US$1M)
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72%
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Procurement activity has focused on long lead items and items required for initial
construction. Procurement continues to expedite supplier agreements to sustain the engineering deliverables schedule.
An open book contracting strategy has been frequently employed to minimize cost escalation risks.
Upcoming Work Program
The work program over the coming months includes:
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Advancing federal permitting process by obtaining the NOI and commencing the NEPA process
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Securing debt funding including associated due diligence
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Updated Resource estimate for the South Basin to include low-boron and high-boron lithium streams
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Continuing exploration at the North Basin
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Continuing the engineering effort to further decrease execution risk. This will include:
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Releasing further engineering and vendor packages/contracts for bid/award
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ESG target setting activities
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Completion of the greenhouse
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Corporate Activities
During the quarter, the Company announced the retirement of Julian Babarczy as a Non-Executive Director. The Board thanked Julian for his service to the company, with executive Chair,
James D. Calaway noting his experience and measured approach had helped ensure the interests of our shareholders.
The Company announced the appointment of Stephen Gardiner as an independent non-executive Director to the Board, effective 25 August 2022. Stephen Gardiner has over forty years of
corporate finance experience at major international companies listed on the ASX, culminating in 17 years at Oil Search Limited including eight years as Chief Financial Officer.
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p.5
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He has strength in capital management and funding and will chair the Audit & Risk Committee and be a member of the Nomination & Remuneration Committee.
In addition, in early July 2022, the Company advised it had renewed an executive employment agreement for Executive
Chairman James D. Calaway for a further 12-month period, effective July 1, 2022. In renewing this contract, Mr. Calaway continues his close level of involvement in the Company and its
activities, with a particular focus on securing lithium offtake agreements, and with the recent NASDAQ listing, US investor relations and stakeholder meetings.
The Annual General Meeting will be held at 10:00 am (Sydney time) on Friday, 4 November 2022. Shareholders are invited to attend the AGM at Cliftons Venues Sydney, level 13, 60
Margaret Street, Sydney and online. The detailed agenda and instructions to participate in the meeting can be found on the ioneer website.
ASX Additional Information
The Company provides the following information pursuant to ASX Listing Rule requirements.
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ASX LR 5.3.1: Exploration and Evaluation Expenditure during the quarter was
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US$10.1 million. Details of the exploration activity are set out in this report. A breakdown of the expenditure is shown below:
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Expenditure
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US$’000
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Exploration
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97
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Engineering
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8,802
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Environmental
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723
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Sales & Marketing
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201
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Other
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295
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Total
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10,118
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ASX LR 5.3.2: The Company confirms there were no production or development activities during the quarter.
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ASX LR 5.3.5: Related party payments for the quarter totalled US$579K, comprising salaries and fees for
the Company’s executive and non-executive directors. No other payments were made to any related parties of the entity or their associates.
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Capital Structure
Total cash and cash equivalents as of September 30, 2022 was US$77.0 million of which 52% was held in USD with the balance held in AUD. Ioneer has adopted USD as its
reporting currency from July 1, 2022.
At the end of the quarter, ioneer had on issue:
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2.1 billion ordinary shares
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4.4 million options, and
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29.6 million performance rights.
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This ASX release has been authorised by ioneer Managing Director Bernard Rowe.
--ENDS--
Media Contact
Ira M. Gostin
ioneer Ltd
Investor Relations
T: +1 775-993-8563
E: ir@ioneer.com
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About ioneer
ioneer Ltd is the 100% owner of the Rhyolite Ridge Lithium-Boron Project located in Nevada, USA, the only known lithium-boron deposit in North America and one of only two known such
deposits in the world. The Definitive Feasibility Study (DFS) completed in 2020 confirmed Rhyolite Ridge as a world-class lithium and boron project that is expected to become a globally significant, long-life, low-cost source of lithium and
boron vital to a sustainable future. In September 2021, ioneer entered a 50/50 joint venture agreement with Sibanye Stillwater Ltd to advance the Rhyolite Ridge project. The Company has signed lithium offtake agreements Ford Motor Company,
PPES (joint venture between Toyota Motor Corporation and Panasonic Corporation) and EcoPro Innovation. ioneer will be the operator of the Project, which is expected to come onstream in 2025.
Recent Announcements
The table below lists announcements made by the Company during the quarter.
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Date Released
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Title
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01/07/2022
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Appendix 2A, 3H and 3Y
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01/07/2022
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Form 604 – Centaurus Capital
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01/07/2022
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Ioneer Commences Trading on Nasdaq
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04/07/2022
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Retirement of NED – Julian Babarczy
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08/07/2022
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Form 604 – Centaurus Capital
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15/07/2022
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Appendix 2A – Chad Yeftich
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22/07/2022
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Ford Offtake Agreement
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25/07/2022
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June 2022 Quarterly & Appendix 5B
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25/07/2022
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Renewal of Executive Chairmans employment Contract
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29/07/2022
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Appointment of new NED – Stephen Gardiner
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01/08/2022
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Appendix 2A – Yoshio Nagai
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01/08/2022
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PPES Offtake Agreement
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15/08/2022
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Appendix 3Y – Maggi Walker
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25/08/2022
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Appendix 3X and 3G – Stephen Gardiner
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08/09/2022
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Date of 2022 AGM
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12/09/2022
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Appendix 3G – Award of 2022 LTIs
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16/09/2022
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Autonomous Caterpillar Haul Trucks for Rhyolite Ridge
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21/09/2022
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Annual Report to Shareholders
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21/09/2022
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Appendix 4G
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21/09/2022
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Corporate Governance Statement – 30 June 2022
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30/09/2022
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Notice of Annual General Meeting/Proxy Form
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p.7
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Appendix 1 - Schedule of Tenements
ASX listing rule 5.3.3
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Country
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Project
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Tenement ID
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Tenement Name
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Area (km2)
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Interest at beginning of
quarter
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Interest at end of quarter
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Note
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USA
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Rhyolite Ridge
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NMC1118666
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NLB claims (160)
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13
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100%
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100%
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No change
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USA
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Rhyolite Ridge
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NMC1117360
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SLB claims (199)
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16.5
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100%
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100%
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No change
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USA
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Rhyolite Ridge
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NMC1171536
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SLM claims (122)
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9.7
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100%
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100%
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No change
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USA
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Rhyolite Ridge
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NMC 1179516
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RR claims (65)
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5.4
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100%
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100%
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No change
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USA
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Rhyolite Ridge
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NMC 1129523
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BH claims (81)
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7
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0%, option to purchase 100%
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0%, option to purchase 100%
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No change
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USA
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Rhyolite Ridge
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NV105272779
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RMS claims (23)
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0.5
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100%
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100%
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No change
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USA
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Rhyolite Ridge
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NMC1147932
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SLP Claims (120)
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9.7
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100%
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100%
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No change
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USA
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Rhyolite Ridge
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NV105272053
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PR Claims
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0.9
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100%
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100%
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No change
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USA
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SM
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NMC1166813
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SM claims (96)
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7.7
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100%
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100%
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No change
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USA
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GD
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NMC1166909
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GD claims (13)
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1.1
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100%
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100%
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No change
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USA
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CLD
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NMC1167799
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CLD claims (65)
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5.2
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100%
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100%
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No change
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On 16 September 2021, the Company announced a strategic investment by Sibanye-Stillwater3 in the Rhyolite Ridge Project. Under the terms of the agreement, Sibanye-Stillwater will contribute US$490 million for a 50% interest in the Joint Venture, with ioneer to maintain a 50% interest and retain
operatorship. ioneer has also agreed to provide Sibanye-Stillwater with an option to participate in 50% of the North Basin, upon the election of Sibanye-Stillwater to contribute up to an additional US$50 million, subject to certain terms
and conditions. Establishment of the Joint Venture and Sibanye-Stillwater’s funding commitment is subject to certain terms and conditions precedent, including receipt of final permits, commitments for remaining debt financing, and other
customary approvals.
3 Refer ASX release titles ‘Sibanye-Stillwater to invest US$490M in Rhyolite Ridge’ announced on 16 September 2021
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