EQUITY METHOD INVESTMENTS | EQUITY METHOD INVESTMENTS 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. The following tables summarize the carrying amounts, including changes therein, of our equity method investments: Three Months Ended June 30, 2024 (in thousands) Sayona Quebec Vinland Lithium Total Balance at March 31, 2024 $ 81,792 $ 1,677 $ 83,469 Additional investments 4,913 5 4,918 Loss from equity method investments (4,860) (50) (4,910) Foreign currency translation adjustments of equity method investments (740) (18) (758) Balance at June 30, 2024 $ 81,105 $ 1,614 $ 82,719 Six Months Ended June 30, 2024 (in thousands) Sayona Mining (2) Sayona Quebec Atlantic Lithium (3) Vinland Lithium Total Balance at December 31, 2023 $ 59,494 $ 76,552 $ 9,825 $ 1,791 $ 147,662 Additional investments — 14,961 — 5 14,966 Gain on dilution of equity method investments (1) — — 186 — 186 Loss from equity method investments (2,094) (7,933) (198) (125) (10,350) Foreign currency translation adjustments of equity method investments 1,228 (2,475) 856 (57) (448) Net proceeds from sale of shares (41,413) — (7,690) — (49,103) (Loss) gain on sale of shares of equity method investments (4) (17,215) — 3,143 — (14,072) Transfer to investments in marketable securities — — (6,122) — (6,122) Balance at June 30, 2024 $ — $ 81,105 $ — $ 1,614 $ 82,719 __________________________ (1) Gain on dilution of equity method investments relates to the exercise of stock options and share grants which resulted in a reduction of our ownership in Atlantic Lithium and is included in “Gain (loss) on sale of equity method investments” in our consolidated financial statements. (2) As of March 31, 2024, Sayona Mining is no longer accounted for as an equity method investment. During the three months ended March 31, 2024, we sold 1,249,806,231 shares of Sayona Mining for an average of $0.03 per share. The shares sold represented our entire holding in Sayona Mining and approximately 12% of Sayona Mining’s outstanding shares and resulted in net proceeds of $41.4 million. The sale of these shares has no impact on our joint venture or offtake rights with Sayona Quebec. (3) As of March 31, 2024, Atlantic Lithium is no longer accounted for as an equity method investment. During the three months ended March 31, 2024, we sold 24,479,868 shares of Atlantic Lithium for an average $0.32 per share. The shares sold represented approximately 4% of Atlantic Lithium’s outstanding shares and resulted in net proceeds of $7.7 million. In connection with the sale of the shares, we no longer hold a board seat with Atlantic Lithium and therefore do not exercise significant influence. Our remaining investment in Atlantic Lithium of approximately 5% is accounted for as an investment in marketable securities and presented at fair value at each reporting date based on the closing price of Atlantic Lithium’s share price on the ASX. See Note 9 —Other Assets and Liabilities . Our reduced ownership in Atlantic Lithium has no impact on our earn-in or offtake rights with Atlantic Lithium and the Ewoyaa project. (4) Amounts reclassified out of accumulated other comprehensive loss into net income related to the sale of shares of equity method investments were $3.0 million and $0.6 million, net of tax, for Sayona Mining and Atlantic Lithium, respectively. Three Months Ended June 30, 2023 (in thousands) Sayona Mining Sayona Quebec Atlantic Lithium Total Balance at March 31, 2023 $ 44,188 $ 50,549 $ 10,659 $ 105,396 Additional investments — 16,085 41 16,126 Gain on dilution of equity method investments (1) 3,975 — — 3,975 Loss from equity method investments (1,013) (1,335) (327) (2,675) Foreign currency translation adjustments of equity method investments 133 1,247 (162) 1,218 Balance at June 30, 2023 $ 47,283 $ 66,546 $ 10,211 $ 124,040 __________________________ (1) Gain on dilution of equity method investments relates to issuances of additional shares of Sayona Mining, which reduced our ownership interest in Sayona Mining and is included in “Gain (loss) on sale of equity method investments” in our consolidated financial statements. Six Months Ended June 30, 2023 (in thousands) Sayona Mining Sayona Quebec Atlantic Lithium Total Balance at December 31, 2022 $ 44,619 $ 39,763 $ 11,265 $ 95,647 Additional investments 102 28,075 41 28,218 Gain on dilution of equity method investments (1) 7,250 — — 7,250 Loss from equity method investments (2,054) (2,604) (759) (5,417) Foreign currency translation adjustments of equity method investments (2,634) 1,312 (336) (1,658) Balance at June 30, 2023 $ 47,283 $ 66,546 $ 10,211 $ 124,040 __________________________ (1) Gain on dilution of equity method investments relates to issuances of additional shares of Sayona Mining, which reduced our ownership interest in Sayona Mining and is included in “Gain (loss) on sale of equity method investments” in our consolidated financial statements. As of June 30, 2024, we accounted for our existing investments in Sayona Quebec and Vinland Lithium as equity method investments. 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. The remaining 75% equity interest is held by Sayona Mining. Sayona Quebec holds a 100% interest in NAL, which consists of a surface mine and a concentrator plant, as well as Authier and Tansim. We hold a life-of-mine offtake agreement with Sayona Quebec for the greater of 113,000 dmt or 50% of spodumene concentrate production per year. Our purchases of spodumene concentrate from Sayona Quebec are subject to market pricing with a price floor of $500 per dmt and a price ceiling of $900 per dmt for 6.0% spodumene concentrate on a DAP (Incoterms 2020) North Carolina basis. In addition to lithium mining and concentrate production, NAL owns a partially completed lithium carbonate plant, which was developed by a prior operator of NAL. Sayona Quebec completed a preliminary technical study for the completion and restart of the NAL carbonate plant during the quarter ended June 30, 2023. If we decide to construct and operate a lithium conversion plant with Sayona Mining through our joint venture, Sayona Quebec, then spodumene concentrate produced from NAL would be preferentially delivered to that conversion plant upon commencement of conversion operations. Any remaining spodumene concentrate not delivered to the conversion plant would first be sold to us up to our offtake right and then to third parties. Any decision to construct jointly-owned lithium conversion capacity must be agreed upon by both parties. In the three months ended June 30, 2024, NAL produced approximately 49,700 dmt of spodumene concentrate and shipped approximately 27,700 dmt, of which approximately 14,000 dmt were sold to Piedmont Lithium. We sold approximately 14,000 dmt of spodumene concentrate and recognized $13.2 million in revenue with a realized sales price of $945 per dmt and a realized cost of sales of $900 per dmt, in the three months ended June 30, 2024. In the six months ended June 30, 2024, NAL produced approximately 90,100 dmt of spodumene concentrate and shipped approximately 85,700 dmt, of which approximately 29,500 dmt were sold to Piedmont Lithium. We sold approximately 29,500 dmt of spodumene concentrate and recognized $26.6 million in revenue with a realized sales price of $903 per dmt and a realized cost of sales of $858 per dmt, in the six months ended June 30, 2024. Realized cost of sales is the average cost of sales based on our offtake pricing agreement with 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, with adjustments for product grade, freight, and insurance. Payables to NAL of $0.1 million and $0.2 million as of June 30, 2024 and December 31, 2023, respectively, are recorded in “Payables to affiliates” in our consolidated balance sheets. Vinland Lithium We own an equity interest of approximately 20% in Vinland Lithium, a Canadian-based entity jointly owned with Sokoman Minerals and Benton Resources. Vinland Lithium currently owns Killick Lithium, a large exploration property prospective for lithium located in southern Newfoundland, Canada. We have entered into an earn-in agreement with Vinland Lithium to acquire up to a 62.5% equity interest in Killick Lithium through current and future phased investments. Our share of income (loss) from equity method investments is recorded on a one-quarter lag in “Loss from equity method investments” within “Loss from operations” in our consolidated statements of operations. Summarized Financial Information The following tables present summarized financial information is included in our share of loss from equity method investments noted above for our significant equity investment Sayona Quebec. The balances below were compiled from information provided to us by Sayona Quebec and are presented in accordance with U.S. GAAP: Three Months Ended Six Months Ended (in thousands) 2024 2023 2024 2023 Revenue $ 34,092 $ — $ 56,982 $ — Gross profit (loss) (18,120) — (32,597) — Net loss from operations (19,590) (5,340) (34,114) (10,418) Net loss (19,439) (5,340) (31,729) (10,418) |