EQUITY METHOD INVESTMENTS IN UNCONSOLIDATED AFFILIATES | EQUITY METHOD INVESTMENTS IN UNCONSOLIDATED AFFILIATES We apply the equity method to investments when we have the ability to exercise significant influence over the operational decision-making authority and financial policies of the investee. We account for our existing investments in Atlantic Lithium Limited (“Atlantic Lithium”), Sayona Mining Limited (“Sayona”), and Sayona Quebec Inc. (“Sayona Quebec”), a subsidiary of Sayona and Piedmont Lithium, as equity method investments. We continue to evaluate operational developments and the impact of the anticipated significant expansion of the operations of our existing equity method investments. As discussed below, Atlantic Lithium’s completion of a prefeasibility study for the Ewoyaa Lithium project (“Ewoyaa”), along with the anticipated restart of Sayona Quebec’s North American Lithium operations, was impactful to the consideration of how we most appropriately reflect our proportional share of income (loss) from our three existing equity method investments. Offtake agreements with our equity method investments are expected to supply the majority of the spodumene concentrate to our wholly-owned Tennessee Lithium project for conversion to lithium hydroxide, or re-sell into the market. Based on our analysis, it was determined that our equity method investments have evolved into a critical, integrated part of our ongoing operations. We have determined this justifies a more meaningful and transparent presentation of our proportional share of income (loss) in our equity method investments as a component of our operating income. As a result, we have reclassified our share of income (loss) in equity method investments to operating income for all periods presented. Our share of the income (loss) from Atlantic Lithium, Sayona and Sayona Quebec is recorded on a one quarter lag within “Loss from operations” in our consolidated statements of operations. Below is a summary of our equity method investments as of September 30, 2022. Sayona We own an equity interest of approximately 14% in Sayona, an Australian company publicly listed on the ASX, and have formed a strategic partnership with Sayona to explore, evaluate, develop, mine, and ultimately produce spodumene concentrate in Quebec, Canada. Sayona completed equity offerings of its shares of common stock to raise additional capital. The issuances of additional shares reduced our ownership interest in Sayona. These shares were issued at a valuation greater than the carrying value of our ownership interest, which was diluted by not participating in these equity offerings. As a result, we recognized a noncash gain of $29.4 million in the three and nine months ended September 30, 2022. The additional share issuances were made during Sayona’s fiscal year ended June 30, 2022. We recorded the cumulative gain in “Gain on dilution of equity investments in unconsolidated affiliates” in our consolidated statements of operations. Certain portions of the gain related to prior periods which were determined by management to be immaterial. Sayona Quebec We own an equity interest of 25% in Sayona Quebec for the purpose of furthering our investment and strategic partnership in Quebec, Canada with Sayona. The remaining 75% equity interest is held by Sayona. Sayona Quebec holds a 100% interest in the existing lithium mining operations of North American Lithium, the Authier Lithium project and the Tansim Lithium project. We have a long-term supply agreement with Sayona Quebec, under which Sayona Quebec will supply Piedmont Lithium the greater of 113,000 metric tons per year or 50% of spodumene concentrate production on a life-of-mine basis. Purchases of spodumene concentrate by Piedmont Lithium from Sayona Quebec are subject to market pricing with a price floor of $500 per metric ton and a price ceiling of $900 per metric ton. In addition to spodumene mining and concentrate production, the North American Lithium complex also includes a partially completed lithium carbonate refinery, which was developed by a prior operator of North American Lithium. In the event Piedmont Lithium and Sayona decide to jointly construct and operate a lithium conversion plant through their jointly owned entity, Sayona Quebec, then spodumene concentrate produced from North American Lithium would be preferentially delivered to that conversion plant upon commencement of conversion operations. Any remaining spodumene concentrate not delivered to a jointly owned conversion plant would first be delivered to Piedmont Lithium up to Piedmont Lithium’s offtake right and then to third parties. Any decision to construct jointly-owned lithium conversion capacity must be agreed by both parties. Atlantic Lithium We own an equity interest of approximately 9% in Atlantic Lithium, an Australian company publicly listed on the Alternative Investment Market of the London Stock Exchange and the ASX, and have formed a strategic partnership with Atlantic Lithium to explore, evaluate, mine, develop, and ultimately produce spodumene concentrate in Ghana. We have the right to acquire a 50% equity interest in Atlantic Lithium’s Ghanaian-based lithium portfolio companies (collectively, “Atlantic Lithium Ghana”), which are wholly-owned subsidiaries of Atlantic Lithium, through current and future staged investments. We have a long-term supply agreement whereby Atlantic Lithium will sell 50% of spodumene concentrate produced in Ghana for the life of the mine to Piedmont Lithium, subject to us electing to exercise our option to fund construction costs of the Ewoyaa project. See Note 5— Other Assets . The following tables summarize the carrying amounts, including changes therein, of our equity method investments: Three Months Ended September 30, 2022 Sayona Sayona Quebec Atlantic Lithium Total Balance at beginning of period $ 17,117,606 $ 33,047,198 $ 14,068,805 $ 64,233,609 Additional investments — 4,032,068 — 4,032,068 Gain (loss) on dilution of equity method investments (1) 29,401,727 — (34,446) 29,367,281 Loss from equity method investments (228,393) (453,986) (1,320,238) (2,002,617) Share of income (loss) from equity method investments included in other comprehensive income (loss) 1,336,618 — (133,521) 1,203,097 Balance at end of period $ 47,627,558 $ 36,625,280 $ 12,580,600 $ 96,833,438 __________________________ (1) Gain (loss) on dilution of equity method investments relates to: (i) issuances of additional shares of Sayona, as discussed above, which reduced our ownership interest in Sayona, and as a result, we recognized a noncash gain of $29.4 million and (ii) the exercise of certain Atlantic Lithium stock options and share grants which resulted in a reduction of our ownership in Atlantic Lithium. Three Months Ended September 30, 2021 Sayona Sayona Quebec Atlantic Lithium Total Balance at beginning of period $ 11,194,905 $ 5,067,593 $ — $ 16,262,498 Additional investments 7,183,273 19,449,545 15,949,288 42,582,106 Loss from equity method investments (374,151) (36,387) — (410,538) Share of income (loss) from equity method investments included in other comprehensive loss 105,263 — — 105,263 Balance at end of period $ 18,109,290 $ 24,480,751 $ 15,949,288 $ 58,539,329 Nine Months Ended September 30, 2022 Sayona Sayona Quebec Atlantic Lithium Total Balance at beginning of period $ 18,256,488 $ 25,215,851 $ 15,400,371 $ 58,872,710 Additional investments 1,075,921 13,011,051 — 14,086,972 Gain (loss) on dilution of equity method investments (1) 29,401,727 — (34,446) 29,367,281 Loss from equity method investments (2,507,711) (1,646,382) (2,393,406) (6,547,499) Share of income (loss) from equity method investments included in other comprehensive loss 1,401,133 44,760 (391,919) 1,053,974 Balance at end of period $ 47,627,558 $ 36,625,280 $ 12,580,600 $ 96,833,438 __________________________ (1) Gain (loss) on dilution of equity method investments relates to: (i) issuances of additional shares of Sayona, as discussed above, which reduced our ownership interest in Sayona, and as a result, we recognized a noncash gain of $29.4 million and (ii) the exercise of certain Atlantic Lithium stock options and share grants which resulted in a reduction of our ownership in Atlantic Lithium. Nine Months Ended September 30, 2021 Sayona Sayona Quebec Atlantic Lithium Total Balance at beginning of period $ — $ — $ — $ — Additional investments 18,474,092 24,517,138 15,949,288 58,940,518 Loss from equity method investments (438,777) (36,387) — (475,164) Share of income (loss) from equity method investments included in other comprehensive loss 73,975 — — 73,975 Balance at end of period $ 18,109,290 $ 24,480,751 $ 15,949,288 $ 58,539,329 As of September 30, 2022 Sayona Sayona Quebec Atlantic Lithium Fair value of equity investments where market values from publicly traded entities are readily available $ 178,254,197 Not publicly traded $ 28,440,000 The following tables present summarized financial information included in our share of income (loss) from equity method investments noted above for our significant equity investments. The balances below were compiled from information provided to us by each investee and are presented in accordance with U.S. GAAP: Three Months Ended September 30, 2022 2021 Sayona Sayona Quebec Atlantic Lithium Sayona Sayona Quebec Revenue $ — $ — $ — $ — $ — Net loss from operations (1,584,963) (1,815,945) (13,458,082) (1,880,157) (145,550) Other comprehensive income (loss), net of tax 9,275,626 — (1,361,066) 528,961 — Comprehensive income (loss) 7,690,663 (1,815,945) (14,819,148) (1,351,196) (145,550) Nine Months Ended September 30, 2022 2021 Sayona Sayona Quebec Atlantic Lithium Sayona Sayona Quebec Revenue $ — $ — $ — $ — $ — Net loss from operations (15,397,751) (6,585,527) (24,287,222) (2,204,911) (145,550) Other comprehensive income (loss), net of tax 9,666,593 179,041 (3,968,514) 371,737 — Comprehensive loss (5,731,158) (6,406,486) (28,255,736) (1,833,174) (145,550) |