Lithium Argentina AG 6-K, filed Oct 28, 2022

Lithium Argentina AG (LAR)

6-K 2022-10-28 For: 2022-10-28

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Added on April 11, 2026

About this 6-K

Lithium Argentina AG filed this 6-K on October 28, 2022.

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Lithium Americas Corp.
(Registrant)

By:	“Jonathan Evans”
Name:	Jonathan Evans
Title:	Chief Executive Officer

Exhibit		Description

99.1		Condensed Consolidated Interim Financial Statements for the nine months ended September 30, 2022

99.2		Management’s Discussion and Analysis for the nine months ended September 30, 2022

99.3		CEO Certification

99.4		CFO Certification

99.5		News Release dated October 27, 2022

		September 30,			December 31,
	Note	2022			2021
		$			$
CURRENT ASSETS
Cash and cash equivalents	4		185,558			510,607
Short-term bank deposits	4		206,655			-
Receivables, prepaids and deposits			4,020			1,968
Restricted cash	7		-			20,000
			396,233			532,575

NON-CURRENT ASSETS
Associates and other investments	5		27,279			20,591
Loans to Exar Capital	6		194,021			70,856
Investment in Cauchari-Olaroz Project	6		42,215			156,281
Long-term receivable from JEMSE			6,666			6,231
Deferred transaction costs			-			20,800
Property, plant and equipment	8		8,762			4,368
Exploration and evaluation assets	9		348,745			5,640
			627,688			284,767
TOTAL ASSETS			1,023,921			817,342

CURRENT LIABILITIES
Accounts payable and accrued liabilities			5,671			7,347
Current portion of long-term liabilities	11		1,940			909
			7,611			8,256
NON-CURRENT LIABILITIES
Convertible senior notes	10		235,102			236,156
Credit and loan facilities	11		-			27,915
Decommissioning provision			330			326
Other liabilities	12		8,213			8,374
			243,645			272,771
TOTAL LIABILITIES			251,256			281,027

SHAREHOLDERS’ EQUITY
Share capital			1,028,994			689,993
Contributed surplus			29,498			28,463
Accumulated other comprehensive loss			(3,487	)		(3,487	)
Deficit			(282,340	)		(178,654	)
TOTAL SHAREHOLDERS’ EQUITY			772,665			536,315
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY			1,023,921			817,342

“Fabiana Chubbs”		“George Ireland”
Director		Director

		Three Months Ended September 30,						Nine Months Ended September 30,
	Note	2022			2021			2022			2021
		$			$			$			$

Exploration and evaluation expenditures	16		(10,405	)		(12,376	)		(33,404	)		(25,902	)
General and administrative	15		(5,334	)		(2,307	)		(14,014	)		(7,186	)
Equity compensation	13		(919	)		(925	)		(2,476	)		(3,225	)
Share of loss of Cauchari-Olaroz Project	6		(8,340	)		(862	)		(80,999	)		(1,959	)
Share of loss of Arena Minerals	5		(264	)		(170	)		(701	)		(170	)
			(25,262	)		(16,640	)		(131,594	)		(38,442	)
OTHER ITEMS
Transaction costs			-			-			-			(86	)
Loss on JEMSE transaction			-			-			-			(4,712	)
(Loss)/gain on financial instruments measured at fair value	5,10		(19,090	)		-			5,167			-
Gain on modification of the loans to Exar Capital	6		-			-			20,354			-
Finance costs	17		(5,334	)		(3,429	)		(15,834	)		(8,761	)
Foreign exchange gain/(loss)			877			(142	)		1,767			106
Finance and other income	18		7,811			2,972			16,454			5,314
			(15,736	)		(599	)		27,908			(8,139	)
NET LOSS BEFORE DISCONTINUED OPERATIONS			(40,998	)		(17,239	)		(103,686	)		(46,581	)

INCOME FROM DISCONTINUED OPERATIONS			-			26			-			116

NET LOSS			(40,998	)		(17,213	)		(103,686	)		(46,465	)

TOTAL COMPREHENSIVE LOSS			(40,998	)		(17,213	)		(103,686	)		(46,465	)
BASIC AND DILUTED LOSS PER SHARE FROM CONTINUING OPERATIONS			(0.30	)		(0.14	)		(0.78	)		(0.39	)
BASIC AND DILUTED LOSS PER SHARE			(0.30	)		(0.14	)		(0.78	)		(0.39	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING- BASIC AND DILUTED			134,681			119,931			133,274			118,337

	Share capital
	Number		Amount			Contributed surplus			Accumulated other comprehensive loss			Deficit			Shareholders’ equity
	of shares		$			$			$			$			$
Authorized share capital: Unlimited common shares without par value
Balance, December 31, 2020		101,103		307,152			27,204			(3,487	)		(140,166	)		190,703
Shares issued on conversion of RSUs, DSUs and exercise of stock options		682		2,333			(1,627	)		-			-			706
Shares issued pursuant to the underwritten public offering (Note 13)		18,182		400,000			-			-			-			400,000
Shares issuance costs		-		(22,609	)		-			-			-			(22,609	)
Equity compensation (Note 13)		-		-			5,085			-			-			5,085
Net loss		-		-			-			-			(46,465	)		(46,465	)
Balance, September 30, 2021		119,967		686,876			30,662			(3,487	)		(186,631	)		527,420

Balance, December 31, 2021		120,831		689,993			28,463			(3,487	)		(178,654	)		536,315
Shares issued on conversion of RSUs, DSUs and exercise of stock options		946		5,189			(3,269	)		-			-			1,920
Shares issued pursuant to the acquisition of Millennial (Note 7)		13,199		333,812			-			-			-			333,812
Equity compensation (Note 13)		-		-			2,476			-			-			2,476
RSUs issued in lieu of accrued bonuses		-		-			1,374			-			-			1,374
DSUs issued in lieu of directors' fees		-		-			454			-			-			454
Net loss		-		-			-			-			(103,686	)		(103,686	)
Balance, September 30, 2022		134,976		1,028,994			29,498			(3,487	)		(282,340	)		772,665

			Nine Months Ended September 30,
	Note		2022			2021
			$			$
OPERATING ACTIVITIES
Net loss				(103,686	)		(46,465	)
Items not affecting cash and other items:
Equity compensation		13		2,476			3,225
Depreciation		8		1,712			601
Foreign exchange gain				(1,767	)		(106	)
Share of loss of Cauchari-Olaroz Project		6		80,999			1,959
Share of loss of Arena Minerals		5		701			170
Loss on JEMSE transaction				-			4,712
Gain on modification of the loans to Exar Capital		6		(20,354	)		-
(Loss)/gain on financial instruments measured at fair value	5, 10			(5,167	)		-
Unrealized gain on investments				-			(1,453	)
Other items				1,352			6,937
Payment of interest on the convertible notes and debt facilities				(6,297	)		(8,415	)
Changes in non-cash working capital items:
Increase in receivables, prepaids and deposits				(1,052	)		(607	)
Increase in accounts payable and accrued liabilities				153			2,727
Net cash used in operating activities				(50,930	)		(36,715	)
INVESTING ACTIVITIES
Loans to Exar Capital		6		(56,154	)		(52,920	)
Contribution to Investment in Cauchari-Olaroz project		6		(1,570	)		(1,559	)
Investment in Green Technology Metals		5		(10,000	)		-
Investment in Arena Minerals				-			(4,794	)
Investment in Ascend Elements		5		(5,000	)		-
Investment in short-term bank deposits		4		(205,000	)		-
Cash acquired as a result of Millennial acquisition		7		33,531			-
Transaction costs related to Millennial acquisition				(5,012	)		-
Payment of Millennial's acquisition date payables		7		(17,167	)		-
Release of escrow deposit for Millennial acquisition		7		20,000			-
Proceeds from sale of assets held for sale				-			4,034
Additions to exploration and evaluation assets		9		(5,055	)		(1,294	)
Release of restricted cash				-			150
Additions to property, plant and equipment				(1,218	)		(426	)
Net cash used in investing activities				(252,645	)		(56,809	)
FINANCING ACTIVITIES
Proceeds from stock option exercises		13		1,920			706
Proceeds from public offering		13		-			400,000
Equity offering issuance costs		13		-			(22,609	)
Drawdowns from the credit facilities				-			50,120
Repayment of the subordinate loan facility				(24,708	)		-
Other				(453	)		(745	)
Net cash (used)/provided by financing activities				(23,241	)		427,472
Effect of foreign exchange on cash				1,767			124
CHANGE IN CASH AND CASH EQUIVALENTS				(325,049	)		334,072
CASH AND CASH EQUIVALENTS - BEGINNING OF THE PERIOD				510,607			148,070
CASH AND CASH EQUIVALENTS - END OF THE PERIOD				185,558			482,142

	September 30, 2022		December 31, 2021
	$		$
Cash		15,885		137,714
Bank deposits		169,673		372,893
Cash and cash equivalents		185,558		510,607

	Common shares			Warrants
	$			$
Investment in Arena Minerals, as at December 31, 2020		-			-
Purchase of Arena Minerals shares and warrants		13,375			1,383
Share of loss of Arena Minerals		(342	)		-
Gain on change in fair value of Arena Minerals warrants		-			6,175
Investment in Arena Minerals, as at December 31, 2021		13,033			7,558
Share of loss of Arena Minerals		(701	)		-
Loss on change in fair value of Arena Minerals warrants		-			(4,118	)
Investment in Arena Minerals, as at September 30, 2022		12,332			3,440

	$
Loans to Exar Capital, as at December 31, 2020		34,562
Loans to Exar Capital		60,270
Initial difference between the face value and the fair value of loans to Exar Capital		(29,677	)
Accrued interest		5,701
Loans to Exar Capital, as at December 31, 2021		70,856
Remeasurement due to extinguishment of the loans to Exar Capital		54,991
Loans to Exar Capital		56,154
Accrued interest		12,020
Loans to Exar Capital, as at September 30, 2022		194,021

	$
Investment in Cauchari-Olaroz Project, as at December 31, 2020		131,394
Contribution to Investment in Cauchari-Olaroz Project		31,772
Share of income of Cauchari-Olaroz Project		25,731
Elimination of unrealized gain on intercompany transactions		(22,104	)
Share of decrease in Minera Exar net assets as a result of the JEMSE Transaction		(10,512	)
Investment in Cauchari-Olaroz Project, as at December 31, 2021		156,281
Remeasurement due to extinguishment of the loans to Exar Capital		(34,637	)
Contribution to Investment in Cauchari-Olaroz Project		1,570
Share of loss of Cauchari-Olaroz Project		(62,376	)
Elimination of unrealized gain on intercompany transactions		(18,623	)
Investment in Cauchari-Olaroz Project, as at September 30, 2022		42,215

	$
Cash		105
Lithium Americas common shares		333,812
Transaction costs		25,812
Consideration given		359,729

	$
Cash and cash equivalents		33,636
Receivables, prepaids and deposits		999
Property, plant and equipment		4,211
Exploration and evaluation assets		338,050
Accounts payable and accrued liabilities		(17,167)
Net assets acquired		359,729

	Buildings		Equipment and machinery		Other¹			Total
	$		$		$			$
Cost
As at December 31, 2020		-		1,198		2,108			3,306
Additions		-		118		3,360			3,478
Disposals		-		-		(452	)		(452	)
As at December 31, 2021		-		1,316		5,016			6,332
Acquisition		1,571		2,640		-			4,211
Additions		-		884		1,011			1,895
As at September 30, 2022		1,571		4,840		6,027			12,438

	Thacker Pass		Millennial Projects		Total
	$		$		$
Total exploration and evaluation assets
As at December 31, 2021		5,640		-		5,640
Acquisition		-		338,050		338,050
Additions		3,989		1,066		5,055
As at September 30, 2022		9,629		339,116		348,745

	Debt host			Convertible note derivative			Total
	$			$			$
Convertible notes
As at January 1, 2021		-			-			-
Convertible notes principal		157,331			101,419			258,750
Transaction costs		(5,170	)		(3,329	)		(8,499	)
Gain on change in fair value of convertible notes derivative		-			(15,090	)		(15,090	)
Accrued Interest		1,300			-			1,300
Reclassification of short-term accrued interest to short-term liability		(305	)		-			(305	)
As at December 31, 2021		153,156			83,000			236,156
Gain on change in fair value of convertible notes derivative		-			(12,792	)		(12,792	)
Accrued Interest		15,131			-			15,131
Interest payment		(2,755	)		-			(2,755	)
Reclassification of short-term accrued interest to short-term liability		(638	)		-			(638	)
As at September 30, 2022		164,894			70,208			235,102

	Number of RSUs (in 000's)
Balance, RSUs outstanding as at December 31, 2020		2,290
Converted into shares		(191	)
Granted		256
Balance, RSUs outstanding as at December 31, 2021		2,355
Converted into shares		(54	)
Granted		135
Forfeited		(14	)
Balance, RSUs outstanding as at September 30, 2022		2,422

	Number of DSUs (in 000's)
Balance, DSUs outstanding as at December 31, 2020		218
Granted		24
Balance, DSUs outstanding as at December 31, 2021		242
Granted		16
Converted into common shares		(13	)
Balance, DSUs outstanding as at September 30, 2022		245

Range of Exercise Prices CDN$	Number outstanding and exercisable as at September 30, 2022 (in 000's)		Weighted Average Remaining Contractual Life (years)		Weighted Average Exercise Price (CDN$)

$4.55 - $5.00		160		0.0		4.90
$8.05 - $11.07		530		0.5		8.33
		690		0.4		7.54

	Number of Options (in 000's)			Weighted Average Exercise Price, (CDN$)
Balance, stock options outstanding as at December 31, 2020		2,303			6.05
Exercised		(612	)		(3.05	)
Expired		(9	)		(6.30	)
Balance, stock options outstanding as at December 31, 2021		1,682			7.06
Exercised		(992	)		(6.73	)
Balance, stock options outstanding as at September 30, 2022		690			7.54

	January 28,		January 4,
	2022		2021
Number of PSUs granted	73			162
Risk-free interest rate	1.39	%		0.17	%
Dividend rate	0	%		0	%
Annualized volatility	82.8	%		76.0	%
Peer Group average volatility	55.73	%		72.2	%
Estimated forfeiture rate	10.0	%		10.0	%
Fair value per PSU granted	41.99			19.72

	Number of PSUs (in 000's)
Balance, PSUs outstanding as at December 31, 2020		999
Granted		162
Converted into common shares		(417	)
Balance, PSUs outstanding as at December 31, 2021		744
Granted		73
Forfeited		(51	)
Balance, PSUs outstanding as at September 30, 2022		766

	Three Months Ended September 30,				Nine Months Ended September 30,
		2022		2021		2022		2021
	$		$		$		$
Equity compensation		496		435		1,427		1,719
Salaries, bonuses, benefits and directors' fees included in general and administrative expenses		656		440		2,098		1,280
Salaries, bonuses and benefits included in exploration expenditures		81		77		254		261
Salaries and benefits capitalized to Investment in Cauchari-Olaroz project		141		122		423		664
		1,374		1,074		4,202		3,924

	September 30, 2022		December 31, 2021
	$		$
Total due to directors and executive team		316		671

	Thacker Pass $			Cauchari- Olaroz $			Millennial Projects $			Corporate $			Total $
As at September 30, 2022
Property, plant and equipment		3,755			-			4,115			892			8,762
Exploration and evaluation assets		9,629			-			339,116		-				348,745
Total assets		16,715			242,902			354,281			410,023			1,023,921
Total liabilities		(10,665	)		-			(1,227	)		(239,364	)		(251,256	)
For the nine months ended September 30, 2022
Property, plant and equipment additions		1,763			-			55			77			1,895
Net loss		(31,761	)		(48,190	)		(2,338	)		(21,397	)		(103,686	)
Exploration expenditures		(30,566	)		-			(2,838	)		-			(33,404	)
Depreciation		(1,301	)		-			(150	)		(261	)		(1,712	)
For the three months ended September 30, 2022
Property, plant and equipment additions		213			-			55			22			290
Net loss		(9,680	)		(3,467	)		(779	)		(27,072	)		(40,998	)
Exploration expenditures		(9,285	)		-			(1,120	)		-			(10,405	)
Depreciation		(557	)		-			(50	)		(89	)		(696	)

	Organoclay $		Thacker Pass $			Cauchari- Olaroz $			Corporate $			Total $
As at December 31, 2021
Property, plant and equipment		-		3,294			-			1,074			4,368
Exploration and evaluation assets	-			5,640		-			-				5,640
Total assets		-		10,744			274,760			531,838			817,342
Total liabilities		-		(10,632	)		-			(270,395	)		(281,027	)
For the nine months ended September 30, 2021
Property, plant and equipment additions		-		1,699			-			576			2,275
Income from discontinued operations		116	-				-			-			116
Net income/(loss)		116		(28,550	)		(1,959	)		(16,072	)		(46,465	)
Exploration expenditures	-			(25,902	)		-			-			(25,902	)
Depreciation		-		(419	)		-			(182	)		(601	)
For the three months ended September 30, 2021
Property, plant and equipment additions				1,603			-			495			2,098
Income from discontinued operations		26		-			-			-			26
Net Income/(loss)		26		(13,410	)		(862	)		(2,967	)		(17,213	)
Exploration expenditures				(12,376	)		-			-			(12,376	)
Depreciation				(173	)		-			(83	)		(256	)

	Canada $		United States $		Argentina $		Total $
Non-current assets ⁽¹⁾
As at September 30, 2022		891		13,367		397,796		412,054
As at December 31, 2021		1,074		8,934		190,114		200,122

			Years Ending December 31,
	2022		2023		2024		2025 and later		Total
	$		$		$		$		$
Convertible senior notes		-		4,528		4,530		270,073		279,131
Accounts payable and accrued liabilities		5,671	-		-		-			5,671
Obligations under office leases¹		257		1,148		1,093		1,029		3,527
Other obligations¹		56		2,487		3,504	-			6,047
Total		5,984		8,163		9,127		271,102		294,376

(in US$ millions)	2022									2021												2020
	Q3			Q2			Q1			Q4			Q3			Q2			Q1			Q4
	$			$			$			$			$			$			$			$
Total assets		1,023.9			1,043.5			1,136.2			817.3			716.2			708.6			707.9			326.7
Property, plant and equipment		8.8			9.2			8.7			4.4			3.5			1.6			1.8			1.9
Working capital		388.6			435.4			488.7			524.3			476.1			499.4			512.8			141.7
Total liabilities		251.3			231.5			308.5			281.0			188.7			165.0			146.0			136.0
Expenses		(25.3	)		(90.3	)		(16.0	)		(7.7	)		(16.6	)		(13.0	)		(8.8	)		(8.1	)
Net income/(loss) for the period		(40.9	)		(16.6	)		(46.1	)		8.0			(17.2	)		(19.3	)		(9.9	)		(9.7	)
Basic income/(loss) per common share		(0.30	)		(0.12	)		(0.35	)		0.07			(0.14	)		(0.16	)		(0.09	)		(0.10	)

Financial results	Nine Months Ended September 30,						Change
(in US$ million)	2022			2021
	$			$			$
Exploration and evaluation expenditures		(33.4	)		(25.9	)		(7.5	)
General and administrative		(14.0	)		(7.2	)		(6.8	)
Equity compensation		(2.5	)		(3.2	)		0.7
Share of loss of Cauchari-Olaroz project		(81.0	)		(1.9	)		(79.1	)
Share of loss of Arena Minerals		(0.7	)		(0.2	)		(0.5	)
Transaction costs		-			(0.1	)		0.1
Loss on JEMSE transaction		-			(4.7	)		4.7
Gain on modification of the loans to Exar Capital		20.3			-			20.3
Loss on financial instruments measured at fair value		5.2			-			5.2
Finance costs		(15.8	)		(8.8	)		(7.0	)
Foreign exchange gain/(loss)		1.8			0.1			1.7
Finance and other income		16.5			5.3			11.2
Income from discontinued operations		-			0.1			(0.1	)
Net Loss		(103.6	)		(46.5	)		(57.1	)

Cash Flow Highlights	Nine Months Ended September 30,
(in US$ million)	2022			2021
	$			$
Cash used in operating activities		(50.9	)		(36.7	)
Cash used in investing activities		(252.6	)		(56.8	)
Cash provided by financing activities		(23.2	)		427.4
Effect of foreign exchange on cash		1.7			0.1
Change in cash and cash equivalents		(325.0	)		334.0
Cash and cash equivalents - beginning of the period		510.6			148.1
Cash and cash equivalents - end of the period		185.6			482.1


Common Shares issued and outstanding	135.0 million
Restricted Share Units (RSUs)	2.4 million
Deferred Share Units (DSUs)	0.3 million
Stock Options	0.7 million
Performance Share Units (PSUs)	0.8 million
Fully diluted number of common shares	139.8 million

(in US$ million except per share information)	Quarter ended September 30,
	2022		2021
	$		$
Expenses		(25.3)		(16.6)
Net loss		(40.9)		(17.2)
Loss per share – basic		(0.30)		(0.14)