Lithium Argentina AG 6-K, filed Aug 1, 2022

Lithium Argentina AG (LAR)

6-K 2022-08-01 For: 2022-08-01

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Added on April 11, 2026

About this 6-K

Lithium Argentina AG filed this 6-K on August 1, 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 six months ended June 30, 2022

99.2		Management’s Discussion and Analysis for the six months ended June 30, 2022

99.3		CEO Certification

99.4		CFO Certification

99.5		News Release dated July 28, 2022

		June 30,			December 31,
	Note	2022			2021
		$			$
CURRENT ASSETS
Cash and cash equivalents	4		440,821			510,607
Receivables, prepaids and deposits			4,698			1,968
Restricted cash	8		-			20,000
			445,519			532,575

NON-CURRENT ASSETS
Investment in Green Technology Metals	5		5,782			-
Investment in Arena Minerals	6		12,596			13,033
Warrants to purchase shares in Arena Minerals	6		4,822			7,558
Loans to Exar Capital	7		162,344			70,856
Investment in Cauchari-Olaroz Project	7		49,680			156,281
Long-term receivable from JEMSE			6,520			6,231
Deferred transaction costs			-			20,800
Property, plant and equipment	9		9,168			4,368
Exploration and evaluation assets	10		347,066			5,640
			597,978			284,767
TOTAL ASSETS			1,043,497			817,342

CURRENT LIABILITIES
Accounts payable and accrued liabilities			6,633			7,347
Current portion of long-term liabilities	12		3,461			909
			10,094			8,256
NON-CURRENT LIABILITIES
Convertible senior notes	11		212,601			236,156
Credit and loan facilities	12		-			27,915
Decommissioning provision			330			326
Other liabilities	13		8,452			8,374
			221,383			272,771
TOTAL LIABILITIES			231,477			281,027

SHAREHOLDERS’ EQUITY
Share capital			1,026,935			689,993
Contributed surplus			29,914			28,463
Accumulated other comprehensive loss			(3,487	)		(3,487	)
Deficit			(241,342	)		(178,654	)
TOTAL SHAREHOLDERS’ EQUITY			812,020			536,315
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY			1,043,497			817,342

“Fabiana Chubbs”		“George Ireland”
Director		Director

		Three Months Ended June 30,						Six Months Ended June 30,
	Note	2022			2021			2022			2021
		$			$			$			$

Exploration and evaluation expenditures	17		(12,790	)		(8,844	)		(22,999	)		(13,526	)
General and administrative expenses	16		(5,151	)		(2,586	)		(8,680	)		(4,879	)
Equity compensation	14		(614	)		(1,016	)		(1,557	)		(2,300	)
Share of loss of Cauchari-Olaroz Project	7		(71,510	)		(597	)		(72,659	)		(1,097	)
Share of loss of Arena Minerals	6		(268	)		-			(437	)		-
			(90,333	)		(13,043	)		(106,332	)		(21,802	)
OTHER ITEMS
Transaction costs			-			(71	)		-			(114	)
Loss on JEMSE transaction			-			(4,712	)		-			(4,712	)
Gain on change in fair value of convertible notes derivative	11		81,561			-			31,230			-
Loss on change in fair value of Arena Minerals warrants	6		(3,753	)		-			(2,736	)		-
Gain on modification of the loans to Exar Capital	7		-			-			20,354			-
Loss on change in fair value of Green Technology Metals shares	5		(4,237	)		-			(4,237	)		-
Finance costs			(5,188	)		(2,836	)		(10,500	)		(5,332	)
Foreign exchange gain			540			134			890			248
Finance and other income			4,853			1,223			8,643			2,370
			73,776			(6,262	)		43,644			(7,540	)
NET LOSS BEFORE DISCONTINUED OPERATIONS			(16,557	)		(19,305	)		(62,688	)		(29,342	)

(LOSS)/INCOME FROM DISCONTINUED OPERATIONS			-			(18	)		-			90

NET LOSS			(16,557	)		(19,323	)		(62,688	)		(29,252	)

TOTAL COMPREHENSIVE LOSS			(16,557	)		(19,323	)		(62,688	)		(29,252	)
BASIC AND DILUTED LOSS PER SHARE FROM CONTINUING OPERATIONS			(0.12	)		(0.16	)		(0.47	)		(0.25	)
BASIC AND DILUTED LOSS PER SHARE			(0.12	)		(0.16	)		(0.47	)		(0.25	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING- BASIC AND DILUTED			134,521			119,864			132,554			117,513

	Share capital
	Number		Amount			Contributed surplus			Accumulated other comprehensive income/(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		580		1,805			(1,099	)		-			-			706
Shares issued pursuant to the underwritten public offering (Note 14)		18,182		400,000			-			-			-			400,000
Shares issuance costs		-		(22,609	)		-			-			-			(22,609	)
Equity compensation (Note 14)		-		-			4,083			-			-			4,083
Net loss		-		-			-			-			(29,252	)		(29,252	)
Balance June 30, 2021		119,865		686,348			30,188			(3,487	)		(169,418	)		543,631

Balance, December 31, 2021		120,831		689,993			28,463			(3,487	)		(178,654	)		536,315
Shares issued on conversion of RSUs, DSUs and exercise of stock options		566		3,130			(1,770	)		-			-			1,360
Shares issued pursuant to the acquisition of Millennial (Note 8)		13,199		333,812			-			-			-			333,812
Equity compensation (Note 14)		-		-			1,557			-			-			1,557
RSUs issued in lieu of accrued bonuses		-		-			1,374			-			-			1,374
DSUs issued in lieu of directors' fees		-		-			290			-			-			290
Net loss		-		-			-			-			(62,688	)		(62,688	)
Balance June 30, 2022		134,596		1,026,935			29,914			(3,487	)		(241,342	)		812,020

	June 30, 2022		December 31, 2021
	$		$
Cash		167,123		137,714
Short-term bank deposits		273,698		372,893
		440,821		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		(437	)		-
Loss on change in fair value of Arena Minerals warrants		-			(2,736	)
Investment in Arena Minerals, as at June 30, 2022		12,596			4,822

	$
Loans to Exar Capital, as at December 31, 2020		34,562
Loans to Exar Capital		60,270
Initial difference between the face value and the fair value of loans to Exar Capital		(29,677	)
Accrued interest		5,701
Loans to Exar Capital, as at December 31, 2021		70,856
Loans to Exar Capital		29,204
Remeasurement due to extinguishment of the loans to Exar Capital		54,991
Accrued Interest		7,293
Loans to Exar Capital, as at June 30, 2022		162,344


	$
Investment in Cauchari-Olaroz Project, as at December 31, 2020		131,394
Contribution to Investment in Cauchari-Olaroz Project		31,772
Share of income of Cauchari-Olaroz Project		25,731
Elimination of unrealized gain on intercompany transactions		(22,104	)
Share of decrease in Minera Exar net assets as a result of the JEMSE Transaction		(10,512	)
Investment in Cauchari-Olaroz Project, as at December 31, 2021		156,281
Remeasurement due to extinguishment of the loans to Exar Capital		(34,637	)
Contribution to Investment in Cauchari-Olaroz Project		695
Share of loss of Cauchari-Olaroz Project		(61,015	)
Elimination of unrealized gain on intercompany transactions		(11,644	)
Investment in Cauchari-Olaroz Project, as at June 30, 2022		49,680

	$
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		-		675		930			1,605
As at June 30, 2022		1,571		4,631		5,946			12,148

	Thacker Pass		Millennial Projects		Total
	$		$		$
Total exploration and evaluation assets
As at December 31, 2021		5,640		-		5,640
Additions		3,376		338,050		341,426
As at June 30, 2022		9,016		338,050		347,066

	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		-			(31,230	)		(31,230	)
Accrued Interest		9,920			-			9,920
Reclassification of short-term accrued interest to short-term liability		(2,245	)		-			(2,245	)
As at June 30, 2022		160,831			51,770			212,601

	Number of RSUs (in 000's)
Balance, RSUs outstanding as at December 31, 2020		2,290
Converted into shares		(191	)
Granted		256
Balance, RSUs outstanding as at December 31, 2021		2,355
Converted into shares		(45	)
Granted		135
Forfeited		(13	)
Balance, RSUs outstanding as at June 30, 2022		2,432

	Number of DSUs (in 000's)
Balance, DSUs outstanding as at December 31, 2020		218
Granted		24
Balance, DSUs outstanding as at December 31, 2021		242
Granted		9
Converted into common shares		(13	)
Balance, DSUs outstanding as at June 30, 2022		238

Range of Exercise Prices CDN$	Number Outstanding and Exercisable as at June 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		973		0.5		8.20
		1,133		0.4		7.74

	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		(549	)		(5.66	)
Balance, stock options outstanding as at June 30, 2022		1,133			7.74

	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 June 30, 2022		766

	June 30, 2022		December 31, 2021
	$		$
Total due to directors and executive team		269		671

	Thacker Pass $			Cauchari- Olaroz $			Millennial Projects $			Corporate $			Total $
As at June 30, 2022
Property, plant and equipment		4,100			-			4,115			953			9,168
Exploration and evaluation assets		9,016			-			338,050		-				347,066
Total assets		16,089			218,544			354,002			454,862			1,043,497
Total liabilities		(12,203	)		-			(270	)		(219,004	)		(231,477	)
For the six months ended June 30, 2022
Property, plant and equipment additions		1,550			-			-			55			1,605
Net (loss)/Income		(22,081	)		(44,723	)		(1,559	)		5,675			(62,688	)
Exploration expenditures		(21,281	)		-			(1,718	)		-			(22,999	)
Depreciation		(744	)		-			(100	)		(172	)		(1,016	)
For the three months ended June 30, 2022
Property, plant and equipment additions		1,021			-			-			21			1,042
Net (loss)/Income		(12,135	)		(67,388	)		(913	)		63,879			(16,557	)
Exploration expenditures		(11,743	)		-			(1,047	)		-			(12,790	)
Depreciation		(427	)		-			(56	)		(87	)		(570	)

	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 six months ended June 30, 2021
Property, plant and equipment additions		-			96			-			23			119
Income from discontinued operations		90		-				-			-			90
Net loss		90			(15,140	)		(1,097	)		(13,105	)		(29,252	)
Exploration expenditures	-				(13,526	)		-			-			(13,526	)
Depreciation		-			(246	)		-			(99	)		(345	)
For the three months ended June 30, 2021
Property, plant and equipment additions		-			34			-			21			55
Property, plant and equipment deconsolidation		-		-				-		-				-
Loss from discontinued operations		(18	)	-				-			-			(18	)
Net loss		(18	)		(9,683	)		(597	)		(9,025	)		(19,323	)
Exploration expenditures	-				(8,844	)		-			-			(8,844	)
Depreciation		-			(96	)		-			(55	)		(151	)

	Canada $		United States $		Argentina $		Total $
Non-current assets ⁽¹⁾
As at June 30, 2022		13,549		13,103		391,858		418,510
As at December 31, 2021		1,074		8,934		190,114		200,122

			Years ending December 31,
	2022		2023		2024		2025 and later		Total
	$		$		$		$		$
Convertible senior notes		2,737		4,528		4,541		270,089		281,895
Accounts payable and accrued liabilities		6,633	-		-		-			6,633
Obligations under office leases¹		451		1,148		1,093		1,029		3,721
Other obligations¹		15		8		6,096	-			6,119
Total		9,836		5,684		11,730		271,118		298,368

(in US$ millions)	2022						2021												2020
	Q2			Q1			Q4			Q3			Q2			Q1			Q4			Q3
	$			$			$			$			$			$			$			$
Total assets		1,043.5			1,136.2			817.3			716.2			708.6			707.9			326.7			232.6
Property, plant and equipment		9.2			8.7			4.4			3.5			1.6			1.8			1.9			1.8
Working capital		435.4			488.7			524.3			476.1			499.4			512.8			141.7			69.4
Total liabilities		231.5			308.5			281.0			188.7			165.0			146.0			136.0			131.3
Expenses		(90.3	)		(16.0	)		(7.7	)		(16.6	)		(13.0	)		(8.8	)		(8.1	)		(5.7	)
Net (loss)/income for the period		(16.6	)		(46.1	)		8.0			(17.2	)		(19.3	)		(9.9	)		(9.7	)		(6.5	)
Basic income/(loss) per common share		(0.12	)		(0.35	)		0.07			(0.14	)		(0.16	)		(0.09	)		(0.10	)		(0.07	)

Financial results	Six Months Ended June 30,						Change
(in US$ million)	2022			2021
	$			$			$
Exploration and evaluation expenditures		(23.0	)		(13.5	)		(9.5	)
General and administrative		(8.7	)		(4.9	)		(3.8	)
Equity compensation		(1.6	)		(2.3	)		0.7
Share of loss of Cauchari-Olaroz project		(72.7	)		(1.1	)		(71.6	)
Share of loss of Arena Minerals		(0.4	)		-			(0.4	)
Loss on JEMSE transaction		-			(4.7	)		4.7
Transaction costs		-			(0.1	)		0.1
Foreign exchange gain		0.9			0.2			0.7
Finance costs		(10.5	)		(5.3	)		(5.2	)
Gain on change in fair value of convertible notes derivative		31.2			-			31.2
Loss on change in fair value of Arena Minerals warrants		(2.7	)		-			(2.7	)
Gain on modification of the loans to Exar Capital		20.4			-			20.4
Loss on change in fair value of Green Technology Metals shares		(4.2	)		-			(4.2	)
Finance and other income		8.6			2.4			6.2
Loss from discontinued operations		-			0.1			(0.1	)
Net Loss		(62.7	)		(29.2	)		(33.5	)

Cash Flow Highlights	Six Months Ended June 30,
(in US$ million)	2022			2021
	$			$
Cash used in operating activities		(34.2	)		(20.0	)
Cash used in investing activities		(12.9	)		(28.6	)
Cash (used in)/provided by financing activities		(23.6	)		405.6
Effect of foreign exchange on cash		0.9			0.1
Change in cash and cash equivalents		(69.8	)		357.1
Cash and cash equivalents - beginning of the period		510.6			148.1
Cash and cash equivalents - end of the period		440.8			505.2


Common Shares issued and outstanding	134.6 million
Restricted Share Units (RSUs)	2.4 million
Deferred Share Units (DSUs)	0.3 million
Stock Options	1.1 million
Performance Share Units (PSUs)	0.8 million
Fully diluted number of common shares	140 million

	Six months ended June 30
(in US$ million)		2022		2021
	$		$
Equity compensation		0.9		1.3
Salaries, bonuses, benefits and directors’ fees included in general and administrative expenses		1.4		0.8
Salaries, bonuses and benefits included in exploration expenditures		0.2		0.2
Salaries and benefits capitalized to Investment in Cauchari-Olaroz project		0.3		0.5
		2.8		2.8

(in US$ million except per share information)	Quarter ended June 30,
	2022		2021
	$		$
Expenses		(90.3)		(13.0)
Net loss		(16.6)		(19.3)
Loss per share – basic		(0.12)		(0.16)