Cover Page
Cover Page - shares | 3 Months Ended | |
Sep. 30, 2022 | Nov. 10, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Entity Registrant Name | 5E ADVANCED MATERIALS, INC. | |
Entity Central Index Key | 0001888654 | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --06-30 | |
Document Transition Report | false | |
Entity File Number | 001-41279 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 87-3426517 | |
Entity Address, Address Line One | 19500 State Highway 249 | |
Entity Address, Address Line Two | Suite 125 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77070 | |
City Area Code | 346 | |
Local Phone Number | 439-9656 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | FEAM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 43,889,172 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 74,205 | $ 31,057 |
Prepaid expenses and other current assets | 1,533 | 1,506 |
Total current assets | 75,738 | 32,563 |
Mineral rights and properties, net | 8,362 | 8,364 |
Construction in progress | 33,294 | 25,625 |
Properties, plant and equipment, net | 2,847 | 2,871 |
Reclamation bond deposit | 1,086 | 1,086 |
Right of use asset | 327 | 371 |
Other assets | 6 | 6 |
Total assets | 121,660 | 70,886 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 9,394 | 7,212 |
Lease liabilities, current | 161 | 164 |
Total current liabilities | 9,555 | 7,376 |
Long-term debt | 31,632 | 148 |
Convertible note derivative liability | 10,987 | 0 |
Lease liability | 170 | 211 |
Accrued reclamation liabilities | 492 | 489 |
Total liabilities | 52,836 | 8,224 |
Commitments and contingencies (Note 13) | ||
Stockholders' Equity: | ||
Common stock, $0.01 par value; 180,000,000 shares authorized; 43,355,315 and 43,305,315 shares outstanding September 30 and June 30, respectively | 434 | 433 |
Additional paid-in capital | 171,148 | 169,593 |
Retained earnings (accumulated deficit) | (102,758) | (107,364) |
Total stockholders' equity | 68,824 | 62,662 |
Total liabilities and stockholders' equity | $ 121,660 | $ 70,886 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Jun. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par or stated value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common Stock, Shares, Outstanding | 43,355,315 | 43,305,315 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Operating expenses | ||
Project expenses | $ 3,595 | $ 4,786 |
General and administrative | 4,886 | 5,841 |
Research and Development | 39 | 0 |
Depreciation and amortization expense | 37 | 20 |
Total operating expenses | 8,557 | 10,647 |
Income (loss) from operations | (8,557) | (10,647) |
Non-operating income (expense) | ||
Other income | 14 | 10 |
Interest income | 61 | 1 |
Derivative gain (loss) | 13,909 | 0 |
Interest expense | (821) | (2) |
Net foreign exchange gain (loss) | 0 | 1,169 |
Total non-operating income (expense) | 13,163 | 1,178 |
Income (loss) before income taxes | 4,606 | (9,469) |
Income tax provision (benefit) | 0 | 0 |
Net income (loss) | $ 4,606 | $ (9,469) |
Earnings Per Share, Basic | $ 0.11 | $ (0.24) |
Earnings Per Share, Diluted | $ 0.11 | $ (0.24) |
Weighted Average Number of Shares Outstanding, Basic | 43,350 | 38,712 |
Weighted Average Number of Shares Outstanding, Diluted | 48,519 | 38,712 |
Comprehensive income (loss) | ||
Net income (loss) | $ 4,606 | $ (9,469) |
Reporting currency translation gain (loss) | 0 | (1,606) |
Comprehensive income (loss) | $ 4,606 | $ (11,075) |
Condensed Consolidated Statem_2
Condensed Consolidated Statement Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows From Operating Activities: | ||
Net income (loss) | $ 4,606 | $ (9,469) |
Adjustments to reconcile net income (loss) to net cash used by operating activities: | ||
Depreciation and amortization | 37 | 20 |
Share based compensation | 1,300 | 1,777 |
Common stock issued for consulting fees | 0 | 1,539 |
Unrealized (gain) loss on convertible note derivative instrument | (13,909) | 0 |
Accretion of reclamation liability | 3 | 1 |
Amortization of debt issuance costs | 550 | 0 |
Amortization of right of use asset | 44 | 0 |
Net foreign exchange (gain) loss | 0 | (1,169) |
Change in: | ||
Prepaid expenses and other current assets | (27) | (42) |
Accounts payable and accrued liabilities | (416) | 2,527 |
Net cash used in operating activities | (7,812) | (4,816) |
Cash Flows From Investing Activities: | ||
Construction in progress | (5,115) | (953) |
Mineral rights and properties | 0 | (86) |
Properties, plant and equipment | (11) | (898) |
Net cash used in investing activities | (5,126) | (1,937) |
Cash Flows From Financing Activities: | ||
Proceeds from issuance of convertible note | 55,840 | 0 |
Payments on note payable | (10) | (1) |
Proceeds from exercise of stock options | 256 | 1,086 |
Net cash provided by financing activities | 56,086 | 1,085 |
Net increase (decrease) in cash and cash equivalents | 43,148 | (5,668) |
Effect of exchange rate fluctuation on cash | 0 | (438) |
Cash and cash equivalents at beginning of period | 31,057 | 40,811 |
Cash and cash equivalents at end of period | 74,205 | 34,705 |
Supplemental Disclosure Of Cash Flow Information: | ||
Interest paid in cash | 2 | 0 |
NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Accounts payable change related to construction in progress additions | 2,554 | 252 |
Recognition of operating lease liabilities and right of use assets | $ 0 | $ 17 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement Of Changes In Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] |
Beginning balance, shares at Jun. 30, 2021 | 38,391 | ||||
Beginning balance at Jun. 30, 2021 | $ 62,329 | $ 384 | $ 101,179 | $ 1,417 | $ (40,651) |
Exercise of stock options,Shares | 303 | 303 | |||
Exercise of stock options | $ 1,086 | $ 3 | 1,083 | ||
Consulting fees, Shares | 150 | ||||
Consulting fees | 1,539 | $ 1 | 1,538 | ||
Share based compensation | 1,777 | 1,777 | |||
Net income (loss) | (9,469) | (9,469) | |||
Other comprehensive income (loss), net of tax | (1,606) | (1,606) | |||
Ending balance, shares at Sep. 30, 2021 | 38,843 | ||||
Ending balance at Sep. 30, 2021 | 55,656 | $ 388 | 105,577 | $ (189) | (50,120) |
Beginning balance, shares at Jun. 30, 2022 | 43,305 | ||||
Beginning balance at Jun. 30, 2022 | $ 62,662 | $ 433 | 169,593 | (107,364) | |
Exercise of stock options,Shares | 50 | 50 | |||
Exercise of stock options | $ 256 | $ 1 | 255 | ||
Share based compensation | 1,300 | 1,300 | |||
Net income (loss) | 4,606 | 4,606 | |||
Ending balance, shares at Sep. 30, 2022 | 43,355 | ||||
Ending balance at Sep. 30, 2022 | $ 68,824 | $ 434 | $ 171,148 | $ (102,758) |
Basis of Financial Statement Pr
Basis of Financial Statement Presentation | 3 Months Ended |
Sep. 30, 2022 | |
Policy Text Block [Abstract] | |
Basis of Financial Statement Presentation | 1. Basis of Financial Statement Presentation These unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and should be read in the context of the consolidated financial statements and footnotes thereto for the year ended June 30, 2022 included in our annual report filed with the Securities and Exchange Commission on Form 10-K. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of our financial position as of September 30, 2022, and our results of operations and cash flows for the three months ended September 30, 2022 and 2021 have been included. Operating results for the three months ended September 30, 2022 are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2023. Basis of Consolidation The unaudited condensed consolidated financial statements comprise the financial statements of 5E Advanced Materials, Inc. and its wholly owned subsidiaries, American Pacific Borates Pty Ltd. and 5E Boron Americas, LLC (formerly Fort Cady (California) Corporation), (collectively, “5E,” “we,” “our,” “us” or the “Company”). Risk and Uncertainties We are subject to a number of risks similar to those of other companies of similar size in our industry, including but not limited to, the success of our exploration activities, need for significant additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, and dependence on key individuals. We currently generate no revenues from operations and will need to rely on raising additional capital or financing to sustain operations in the long-term. There is no guarantee that we will be able to raise such additional capital or financing. We believe, based on our current forecasts, that we have sufficient cash on hand to fund our operations for at least the next twelve months from the date of the issuance of these condensed consolidated financial statements. Significant Accounting Policies Convertible Debt Upon the issuance of convertible debt, we evaluate the embedded conversion features to determine whether the embedded conversion feature(s) should be bifurcated from the host instrument and accounted for separately as a derivative. If the conversion feature does not require derivative treatment, the instrument is evaluated for consideration of any beneficial conversion features. If a conversion feature is deemed to be beneficial, the intrinsic value of the conversion feature is recorded as additional paid in capital. Derivative Financial Instruments We record derivative instruments on the consolidated balance sheet at fair value as either an asset or a liability with changes in fair value recognized currently in earnings. The related cash flow impact of our derivative activities is reflected as cash flows from operating activities unless the derivatives are determined to have a significant financing element at inception, in which case they are classified within financing activities. Currently, our only derivative instrument is the conversion feature of our convertible note that was recorded as a stand-alone derivative at inception (see note 7 - Long-term Debt). Debt Issue Costs Costs incurred in connection with the issuance of debt are recorded as a reduction of the related debt and are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amount is expensed in the period of conversion. Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The authoritative guidance requires disclosure of the framework for measuring fair value and requires that fair value measurements be classified and disclosed in one of the following categories: Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. We consider active markets as those in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 - Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability. This category includes those derivative instruments that can be valued using observable market data. Substantially all of the inputs are observable in the marketplace throughout the full term of the derivative instrument, can be derived from observable data, or are supported by observable levels at which transactions are executed in the marketplace. Level 3 - Measured based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable from objective sources (i.e., supported by little or no market activity). Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy. We periodically review our inputs to ensure the fair value level classification is appropriate. When transfers between levels occur, it is our policy to assume that the transfer occurred at the date of the event or change in circumstances that caused the transfer. Recently Issued and Adopted Accounting Pronouncements In August 2020, FASB issued ASU No. 2020-06–Debt–Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The update is to address issues identified as a result of the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. We adopted this standard during the quarter ended September 30, 2022 . The adoption of this standard did not have an effect on our previously reported consolidated financial statements as we had no transactions that were the subject of the pronouncement. During the current quarter we issued convertible debt and accounted for it in accordance with the updates provided for by ASU No. 2020-06. In May 2021, FASB issued ASU No. 2021-04—Earnings Per Share (Topic 260), Debt— Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40) Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The update is to clarify and reduce diversity in accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. The adoption of this standard during the quarter ended September 30, 2022 did not have an effect on our consolidated financial statements. |
Mineral Rights and Properties,
Mineral Rights and Properties, Net | 3 Months Ended |
Sep. 30, 2022 | |
Mineral Properties, Net [Abstract] | |
Mineral Rights and Properties, Net | 2. Mineral Rights and Properties, Net Mineral Rights and Properties, net consist of the following. September 30, June 30, 2022 2022 (in thousands) Mineral properties $ 6,733 $ 6,733 Hydrology wells 547 547 Mineral interest – Elementis lease 908 908 Asset retirement cost, net of accumulated amortization 8 and $ 6 at September 30 and June 30, 2022, respectively (1) 174 176 Mineral rights and properties, net $ 8,362 $ 8,364 (1) Asset retirement costs represent the carrying value of capitalized costs associated with asset retirement obligations discussed in Note 5. |
Construction in Progress
Construction in Progress | 3 Months Ended |
Sep. 30, 2022 | |
Construction In Progress [Abstract] | |
Construction in Progress | 3. Construction in Progress Construction in Progress consisted of the following. September 30, June 30, 2022 2022 (in thousands) Engineering services $ 8,919 $ 8,656 Equipment 19,010 13,548 Construction 1,849 — Injection and recovery wells 3,516 3,421 Total construction in progress $ 33,294 $ 25,625 |
Properties, Plant and Equipment
Properties, Plant and Equipment, Net | 3 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Properties, Plant and Equipment, Net | 4. Properties, Plant and Equipment, Net Properties, plant, and equipment, net consisted of the following. Asset category Depreciation method Estimated useful life (in years) September 30, 2022 June 30, 2022 (in thousands) Land N/A - $ 1,533 $ 1,533 Buildings Straight-line 7 - 15 873 873 Vehicles Straight-line 5 276 276 Plant and equipment Straight-line 5 - 10 351 340 3,033 3,022 Less accumulated depreciation ( 186 ) ( 151 ) Properties, plant and equipment, net $ 2,847 $ 2,871 For the three months ended September 30, 2022 and 2021, we recognized depreciation expense of approximately $ 34.9 thousand and $ 20.3 thousand, respectively. |
Reclamation Liabilities
Reclamation Liabilities | 3 Months Ended |
Sep. 30, 2022 | |
Reclamation Liabilities Non Current [Abstract] | |
Reclamation Liabilities | . 5. Reclamation Liabilities The change in our ARO during the periods presented, and the balance of our accrued reclamation liabilities at the end of each period is set forth below. September 30, 2022 June 30, 2022 (in thousands) Asset retirement obligation — beginning of period $ 191 $ 79 Obligation incurred during the period — 106 Revisions to previous estimates — ( 3 ) Accretion 3 9 Asset retirement obligation — end of period 194 191 Accrued reclamation costs 298 298 Total accrued reclamation liabilities $ 492 $ 489 Accrued reclamation costs of $ 298 thousand relate to surface reclamation obligations at Fort Cady. |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 3 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | . Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities consisted of the following at the end of each period presented. September 30, June 30, 2022 2022 (in thousands) Accounts payable - trade $ 4,713 $ 3,459 Accrued expenses 3,927 2,935 Accrued payroll 446 780 Accrued interest 269 — Current portion of debt 39 38 Accounts payable and accrued liabilities $ 9,394 $ 7,212 |
Long-term Debt
Long-term Debt | 3 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long-term Debt | . Long-term Debt Long-term debt consisted of the following at the end of each period presented. September 30, June 30, 2022 2022 (in thousands) Convertible note $ 60,000 $ — Vehicle notes payable 177 186 Total debt 60,177 186 Current portion of debt 39 38 Long-term debt 60,138 148 Unamortized convertible note discount - embedded conversion feature ( 24,426 ) Unamortized debt issuance costs - convertible note ( 4,080 ) — Long-term debt, net $ 31,632 $ 148 Interest expense consisted of the following. Three Months Ended September 30, 2022 2021 (in thousands) Convertible note interest $ 269 $ — Notes payable interest — 2 Vehicle notes payable interest 2 — Amortization of debt issuance costs and discount - convertible note 550 — Total interest expense $ 821 $ 2 Convertible Note On August 11, 2022, we executed a $ 60 million private placement of Senior Secured Convertible Note (“the Note” or "Convertible Note"), with Bluescape Energy Partners (“Bluescape”). The Note, which is convertible into our common stock and matures in August 2027 , closed on August 26, 2022. At our election, the Note bears interest at an annual rate of 4.50 % if paid in cash, or at an annual rate of 6.00 % if paid through the issuance of additional notes and contains a financial covenant requiring us to maintain a cash balance of at least $10 million. The purchaser may convert the Note at any time before August 2027 at a conversion price of $ 17.60 (“Conversion Price”). We have the right, at any time on or before the twenty-four (24) month anniversary of the closing date of the Note (“Closing Date”), to convert the Note to our common stock in whole or in part if the closing price of our common stock is at least 200 % of the Conversion Price of the Note (“Threshold Price”) for each of the twenty ( 20 ) consecutive trading days prior to the time we deliver a conversion notice. The Threshold Price for our right to convert the Note decreases to 150 % after the twenty-four (24) month anniversary of the Closing Date and on or before the thirty-six (36) month anniversary of the Closing, and to 130 % at any time after the thirty-six (36) month anniversary of the Closing Date. The conversion feature of the Note was deemed an embedded derivative requiring separate accounting as a stand-alone derivative instrument (convertible note derivative). The Note was recorded at its face amount of $ 60 million less debt issuance costs of $ 4.2 million and the fair value of the convertible note derivative of $ 24.9 million (Note 8). Fair value information for the convertible instrument follows. September 30, August 26, 2022 (in thousands) Fair value of convertible note (Level 2) $ 33,611 $ 35,104 Fair value of embedded conversion feature (Level 3) 10,987 24,896 Total fair value of convertible note instrument $ 44,598 $ 60,000 |
Convertible Note Derivative
Convertible Note Derivative | 3 Months Ended |
Sep. 30, 2022 | |
Convertible Note Derivative [Abstract] | |
Convertible Note Derivative | . Convertible Note Derivative Our convertible note derivative relates to the Convertible Note (Note 7) and valued upon initial recognition at fair value using a with-and-without methodology utilizing a binomial lattice model (Level 3). The convertible note derivative is re-measured at fair value at each period end using a Black-Scholes option valuation model with the resulting gain or loss recognized in the Condensed Consolidated Statement of Operations. The components of the convertible note derivative are summarized as follows. September 30, (in thousands) Convertible note derivative — beginning of period $ — Additions 24,896 Fair value adjustment ( 13,909 ) Convertible note derivative — end of period $ 10,987 The valuation model requires the input of subjective assumptions including expected share price volatility, risk-free interest rate and debt rate. Changes in the input assumptions as well as our underlying share price can materially affect the fair value estimate and reported net income (loss). The assumptions used in the valuation model include the following, with a change in volatility and debt rate having the most significant impact on the valuation. September 30, August 26, 2022 Risk-free interest rate 4.1 % 3.2 % Volatility 40.0 % 40.0 % Debt rate 18.6 % 17.3 % |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 3 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | . Financial Instruments and Fair Value Measurements At September 30, 2022, cash equivalents as well as trade and other payables approximate their fair value due to their short-term nature. Our financial instruments also consist of environmental reclamation bonds which are invested in certificates of deposit and money market funds which are classified as Level 1, and the convertible note derivative is classified as Level 3. There were no transfers into or out of level 3 during the three months ended September 30, 2022 . The reconciliation of changes in the fair value of assets and liabilities classified as Level 3 can be found in Note 7 and 8. |
Share Based Compensation
Share Based Compensation | 3 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share Based Compensation | 10. Share Based Compensation Share based compensation expense is included in general and administrative expense and consisted of the following for the periods presented. Three Months Ended September 30, 2022 2021 (in thousands) Share based compensation expense - service based Employee share option plan $ 961 $ 1,528 2022 Equity Compensation Plan - Options 175 — 2022 Equity Compensation Plan - RSU and DSU's 164 — Total service based compensation 1,300 1,528 Options issued to suppliers — 249 Consulting stock awards — 1,539 Total share based compensation $ 1,300 $ 3,316 Stock Options All options outstanding prior to the three-month period ended September 30, 2022 were granted under our predecessor parent company's employee share option plan. New option grants are made under the 2022 Equity Compensation Plan and vest ratably over three years . The tables below reflect all options granted under both plans. The significant assumptions used to estimate the fair value of stock option awards granted under the plans during the three months ended September 30, 2022 and 2021, using the Black-Scholes option valuation model are as follows. Three Months Ended September 30, 2022 2021 Exercise price $ 25.62 $ 14.62 - $ 18.27 Share price $ 18.03 $ 10.38 Volatility 79 % 85 % Expected term in years 5 0.9 - 3.9 Risk-free interest rate 2.91 % 0.01 % Dividend rate Nil Nil The following table summarizes stock option activity for each of the periods presented. Three Months Ended September 30, 2022 2021 Number of Options Weighted Average Exercise Price Number of Options Weighted Average Exercise Price (In thousands, except per share data) Outstanding at beginning of the period 4,874 $ 9.67 5,554 $ 5.19 Granted 400 25.62 1,400 15.20 Exercised ( 50 ) 5.12 ( 303 ) 3.29 Expired/forfeited — — ( 477 ) 5.48 Outstanding at end of the period 5,224 10.94 6,174 7.53 Vested at the end of the period 3,664 $ 8.02 4,835 $ 7.60 The weighted average remaining life of vested options at September 30, 2022 and 2021 was 1.4 years and 2.4 years, respectively. As of September 30, 2022 , there was $ 7.8 million of unrecognized compensation cost related to 1.6 million unvested stock options. This cost is expected to be recognized over a weighted-average remaining period of approximately 2.3 years. The following table summarizes the activity for unvested options for each of the periods presented. Three Months Ended September 30, 2022 2021 Number of Options Weighted Average Grant Date Fair Value per share Number of Options Weighted Average Grant Date Fair Value per share (In thousands, except per share data) Unvested at beginning of the period 1,507 $ 6.05 270 $ 5.79 Granted 400 10.52 1,400 15.20 Vested ( 347 ) 5.96 ( 331 ) 6.21 Expired/forfeited — — — — Unvested at end of the period 1,560 7.15 1,339 5.98 As of September 30, 2022 , the intrinsic value of both the outstanding stock options and vested options was $ 13.2 million and $ 13.2 million, respectively. The intrinsic value of stock options exercised during the three months ended September 30, 2022 and 2021 was $ 0.8 million and $ 2.9 million, respectively. Restricted Share Units, Director Share Units and Performance Share Units The following table summarizes restricted share ("RSU"), director restricted share ("DSU") and performance share ("PSU") activity under the 2022 Equity Compensation Plan for each of the periods presented. Serviced-Based Shares Weighted Average Grant Date Fair Value per Share Performance- Based Shares Weighted Average Grant Date Fair Value per Unit Total Shares (In thousands, except per share data) Non-vested shares/units outstanding 48.8 $ 18.03 19.2 $ 12.19 68.0 Granted 101.3 14.67 63.5 (2) 14.79 164.8 Non-vested shares/units outstanding 150.1 (1) $ 15.76 82.7 $ 14.23 232.8 (1) Includes approximately 35.6 thousand director share units (2) On September 1, 2022, we granted approximately 63.5 thousand performance share units, which based on the achievement of certain operational targets, could vest within a range of 0 % to 100 %. The operational targets are; 1) commissioning and operation of the SSBF; 2) obtaining formation flow, head grade and impurity profile data from the SSBF; and 3) generate product data to ensure process design for detailed engineering. The determination of the percentage of shares that ultimately vest will be made at the three-year anniversary of the grant date based upon achievement of the performance targets over the period. |
Net Income (Loss) Per Common Sh
Net Income (Loss) Per Common Share | 3 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Common Share | 11. Net Income (Loss) Per Common Share The following is the calculation of basic and diluted weighted-average shares outstanding and earnings (loss) per share (EPS) for the indicated periods. Three Months ended September 30, 2022 2021 (in thousands, except per share data) Basic earnings (loss) per share: Net income (loss) - numerator $ 4,606 $ ( 9,469 ) Weighted-average shares — denominator 43,350 38,712 Basic earnings (loss) per share $ 0.11 $ ( 0.24 ) Diluted earnings (loss) per share: Net income (loss) $ 4,606 $ ( 9,469 ) Interest expense on convertible note 819 — Net income (loss) - numerator $ 5,425 $ ( 9,469 ) Weighted-average shares (denominator): 43,350 38,712 Dilution effect of stock options and unvested restricted stock units and performance share units 1,760 — Additional shares assuming conversion of convertible note 3,409 — Weighted-average shares — diluted 48,519 38,712 Diluted earnings (loss) per share $ 0.11 $ ( 0.24 ) Stock options and unvested restricted stock units and performance share units excluded due to 920 4,305 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | . Commitments and Contingencies We had purchase order commitments of $21.7 million for the construction works in progress, software, drilling, and technical reports. |
Basis of Financial Statement _2
Basis of Financial Statement Presentation (Policies) | 3 Months Ended |
Sep. 30, 2022 | |
Policy Text Block [Abstract] | |
Basis of Presentation | These unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and should be read in the context of the consolidated financial statements and footnotes thereto for the year ended June 30, 2022 included in our annual report filed with the Securities and Exchange Commission on Form 10-K. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of our financial position as of September 30, 2022, and our results of operations and cash flows for the three months ended September 30, 2022 and 2021 have been included. Operating results for the three months ended September 30, 2022 are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2023. |
Basis of Consolidation | Basis of Consolidation The unaudited condensed consolidated financial statements comprise the financial statements of 5E Advanced Materials, Inc. and its wholly owned subsidiaries, American Pacific Borates Pty Ltd. and 5E Boron Americas, LLC (formerly Fort Cady (California) Corporation), (collectively, “5E,” “we,” “our,” “us” or the “Company”). |
Risk and Uncertainties | Risk and Uncertainties We are subject to a number of risks similar to those of other companies of similar size in our industry, including but not limited to, the success of our exploration activities, need for significant additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, and dependence on key individuals. We currently generate no revenues from operations and will need to rely on raising additional capital or financing to sustain operations in the long-term. There is no guarantee that we will be able to raise such additional capital or financing. We believe, based on our current forecasts, that we have sufficient cash on hand to fund our operations for at least the next twelve months from the date of the issuance of these condensed consolidated financial statements. |
Convertible Debt | Convertible Debt Upon the issuance of convertible debt, we evaluate the embedded conversion features to determine whether the embedded conversion feature(s) should be bifurcated from the host instrument and accounted for separately as a derivative. If the conversion feature does not require derivative treatment, the instrument is evaluated for consideration of any beneficial conversion features. If a conversion feature is deemed to be beneficial, the intrinsic value of the conversion feature is recorded as additional paid in capital. |
Derivative Financial Instruments | Derivative Financial Instruments We record derivative instruments on the consolidated balance sheet at fair value as either an asset or a liability with changes in fair value recognized currently in earnings. The related cash flow impact of our derivative activities is reflected as cash flows from operating activities unless the derivatives are determined to have a significant financing element at inception, in which case they are classified within financing activities. Currently, our only derivative instrument is the conversion feature of our convertible note that was recorded as a stand-alone derivative at inception (see note 7 - Long-term Debt). |
Debt Issue Costs | Debt Issue Costs Costs incurred in connection with the issuance of debt are recorded as a reduction of the related debt and are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amount is expensed in the period of conversion. |
Fair Value Measurements | Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The authoritative guidance requires disclosure of the framework for measuring fair value and requires that fair value measurements be classified and disclosed in one of the following categories: Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. We consider active markets as those in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 - Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability. This category includes those derivative instruments that can be valued using observable market data. Substantially all of the inputs are observable in the marketplace throughout the full term of the derivative instrument, can be derived from observable data, or are supported by observable levels at which transactions are executed in the marketplace. Level 3 - Measured based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable from objective sources (i.e., supported by little or no market activity). Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy. We periodically review our inputs to ensure the fair value level classification is appropriate. When transfers between levels occur, it is our policy to assume that the transfer occurred at the date of the event or change in circumstances that caused the transfer. |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements In August 2020, FASB issued ASU No. 2020-06–Debt–Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The update is to address issues identified as a result of the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. We adopted this standard during the quarter ended September 30, 2022 . The adoption of this standard did not have an effect on our previously reported consolidated financial statements as we had no transactions that were the subject of the pronouncement. During the current quarter we issued convertible debt and accounted for it in accordance with the updates provided for by ASU No. 2020-06. In May 2021, FASB issued ASU No. 2021-04—Earnings Per Share (Topic 260), Debt— Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40) Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The update is to clarify and reduce diversity in accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. The adoption of this standard during the quarter ended September 30, 2022 did not have an effect on our consolidated financial statements. |
Mineral Rights and Properties_2
Mineral Rights and Properties, Net (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Mineral Properties, Net [Abstract] | |
Summary of Mineral Interests and Properties | Mineral Rights and Properties, net consist of the following. September 30, June 30, 2022 2022 (in thousands) Mineral properties $ 6,733 $ 6,733 Hydrology wells 547 547 Mineral interest – Elementis lease 908 908 Asset retirement cost, net of accumulated amortization 8 and $ 6 at September 30 and June 30, 2022, respectively (1) 174 176 Mineral rights and properties, net $ 8,362 $ 8,364 (1) Asset retirement costs represent the carrying value of capitalized costs associated with asset retirement obligations discussed in Note 5. |
Construction in Progress (Table
Construction in Progress (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Construction In Progress [Abstract] | |
Summary of Construction in Progress | Construction in Progress consisted of the following. September 30, June 30, 2022 2022 (in thousands) Engineering services $ 8,919 $ 8,656 Equipment 19,010 13,548 Construction 1,849 — Injection and recovery wells 3,516 3,421 Total construction in progress $ 33,294 $ 25,625 |
Properties, Plant and Equipme_2
Properties, Plant and Equipment, Net (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Summary of Properties, Plant and Equipment | Properties, plant, and equipment, net consisted of the following. Asset category Depreciation method Estimated useful life (in years) September 30, 2022 June 30, 2022 (in thousands) Land N/A - $ 1,533 $ 1,533 Buildings Straight-line 7 - 15 873 873 Vehicles Straight-line 5 276 276 Plant and equipment Straight-line 5 - 10 351 340 3,033 3,022 Less accumulated depreciation ( 186 ) ( 151 ) Properties, plant and equipment, net $ 2,847 $ 2,871 |
Reclamation Liabilities (Tables
Reclamation Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Reclamation Liabilities Non Current [Abstract] | |
Schedule Of Change In Asset Retirement Obligation And Balance Of Reclamation Liabilities Including Asset Retirement Obligation Non Current | The change in our ARO during the periods presented, and the balance of our accrued reclamation liabilities at the end of each period is set forth below. September 30, 2022 June 30, 2022 (in thousands) Asset retirement obligation — beginning of period $ 191 $ 79 Obligation incurred during the period — 106 Revisions to previous estimates — ( 3 ) Accretion 3 9 Asset retirement obligation — end of period 194 191 Accrued reclamation costs 298 298 Total accrued reclamation liabilities $ 492 $ 489 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Summary of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities consisted of the following at the end of each period presented. September 30, June 30, 2022 2022 (in thousands) Accounts payable - trade $ 4,713 $ 3,459 Accrued expenses 3,927 2,935 Accrued payroll 446 780 Accrued interest 269 — Current portion of debt 39 38 Accounts payable and accrued liabilities $ 9,394 $ 7,212 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Debt Disclosure | Long-term debt consisted of the following at the end of each period presented. September 30, June 30, 2022 2022 (in thousands) Convertible note $ 60,000 $ — Vehicle notes payable 177 186 Total debt 60,177 186 Current portion of debt 39 38 Long-term debt 60,138 148 Unamortized convertible note discount - embedded conversion feature ( 24,426 ) Unamortized debt issuance costs - convertible note ( 4,080 ) — Long-term debt, net $ 31,632 $ 148 |
Summary of Interest Expense | Interest expense consisted of the following. Three Months Ended September 30, 2022 2021 (in thousands) Convertible note interest $ 269 $ — Notes payable interest — 2 Vehicle notes payable interest 2 — Amortization of debt issuance costs and discount - convertible note 550 — Total interest expense $ 821 $ 2 |
Summary of Fair Value Information for Convertible Instrument | Fair value information for the convertible instrument follows. September 30, August 26, 2022 (in thousands) Fair value of convertible note (Level 2) $ 33,611 $ 35,104 Fair value of embedded conversion feature (Level 3) 10,987 24,896 Total fair value of convertible note instrument $ 44,598 $ 60,000 |
Convertible Note Derivative (Ta
Convertible Note Derivative (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Convertible Note Derivative [Abstract] | |
Schedule of Components of Convertible Note Derivative | The components of the convertible note derivative are summarized as follows. September 30, (in thousands) Convertible note derivative — beginning of period $ — Additions 24,896 Fair value adjustment ( 13,909 ) Convertible note derivative — end of period $ 10,987 |
Schedule of Assumptions used in Valuation Model with Change in Volatility and Debt Rate | The valuation model requires the input of subjective assumptions including expected share price volatility, risk-free interest rate and debt rate. Changes in the input assumptions as well as our underlying share price can materially affect the fair value estimate and reported net income (loss). The assumptions used in the valuation model include the following, with a change in volatility and debt rate having the most significant impact on the valuation. September 30, August 26, 2022 Risk-free interest rate 4.1 % 3.2 % Volatility 40.0 % 40.0 % Debt rate 18.6 % 17.3 % |
Share Based Compensation (Table
Share Based Compensation (Tables) | 3 Months Ended | |
Sep. 30, 2022 | Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount | Share based compensation expense is included in general and administrative expense and consisted of the following for the periods presented. Three Months Ended September 30, 2022 2021 (in thousands) Share based compensation expense - service based Employee share option plan $ 961 $ 1,528 2022 Equity Compensation Plan - Options 175 — 2022 Equity Compensation Plan - RSU and DSU's 164 — Total service based compensation 1,300 1,528 Options issued to suppliers — 249 Consulting stock awards — 1,539 Total share based compensation $ 1,300 $ 3,316 | |
Summary of Share-based Payment Award, Stock Options, Valuation Assumptions | The significant assumptions used to estimate the fair value of stock option awards granted under the plans during the three months ended September 30, 2022 and 2021, using the Black-Scholes option valuation model are as follows. Three Months Ended September 30, 2022 2021 Exercise price $ 25.62 $ 14.62 - $ 18.27 Share price $ 18.03 $ 10.38 Volatility 79 % 85 % Expected term in years 5 0.9 - 3.9 Risk-free interest rate 2.91 % 0.01 % Dividend rate Nil Nil | |
Summary of Share-based Payment Arrangement, Activity | The following table summarizes stock option activity for each of the periods presented. Three Months Ended September 30, 2022 2021 Number of Options Weighted Average Exercise Price Number of Options Weighted Average Exercise Price (In thousands, except per share data) Outstanding at beginning of the period 4,874 $ 9.67 5,554 $ 5.19 Granted 400 25.62 1,400 15.20 Exercised ( 50 ) 5.12 ( 303 ) 3.29 Expired/forfeited — — ( 477 ) 5.48 Outstanding at end of the period 5,224 10.94 6,174 7.53 Vested at the end of the period 3,664 $ 8.02 4,835 $ 7.60 | |
Summary of Nonvested Share Activity | Three Months Ended September 30, 2022 2021 Number of Options Weighted Average Grant Date Fair Value per share Number of Options Weighted Average Grant Date Fair Value per share (In thousands, except per share data) Unvested at beginning of the period 1,507 $ 6.05 270 $ 5.79 Granted 400 10.52 1,400 15.20 Vested ( 347 ) 5.96 ( 331 ) 6.21 Expired/forfeited — — — — Unvested at end of the period 1,560 7.15 1,339 5.98 | |
Share-based Compensation Arrangements by Share-based Payment Award, Performance-based Units, Vested and Expected to Vest | The following table summarizes restricted share ("RSU"), director restricted share ("DSU") and performance share ("PSU") activity under the 2022 Equity Compensation Plan for each of the periods presented. Serviced-Based Shares Weighted Average Grant Date Fair Value per Share Performance- Based Shares Weighted Average Grant Date Fair Value per Unit Total Shares (In thousands, except per share data) Non-vested shares/units outstanding 48.8 $ 18.03 19.2 $ 12.19 68.0 Granted 101.3 14.67 63.5 (2) 14.79 164.8 Non-vested shares/units outstanding 150.1 (1) $ 15.76 82.7 $ 14.23 232.8 (1) Includes approximately 35.6 thousand director share units (2) On September 1, 2022, we granted approximately 63.5 thousand performance share units, which based on the achievement of certain operational targets, could vest within a range of 0 % to 100 %. The operational targets are; 1) commissioning and operation of the SSBF; 2) obtaining formation flow, head grade and impurity profile data from the SSBF; and 3) generate product data to ensure process design for detailed engineering. The determination of the percentage of shares that ultimately vest will be made at the three-year anniversary of the grant date based upon achievement of the performance targets over the period. |
Net Income (Loss) Per Common _2
Net Income (Loss) Per Common Share (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Weighted-Average Shares Outstanding and Earnings (Loss) per Share (EPS) | The following is the calculation of basic and diluted weighted-average shares outstanding and earnings (loss) per share (EPS) for the indicated periods. Three Months ended September 30, 2022 2021 (in thousands, except per share data) Basic earnings (loss) per share: Net income (loss) - numerator $ 4,606 $ ( 9,469 ) Weighted-average shares — denominator 43,350 38,712 Basic earnings (loss) per share $ 0.11 $ ( 0.24 ) Diluted earnings (loss) per share: Net income (loss) $ 4,606 $ ( 9,469 ) Interest expense on convertible note 819 — Net income (loss) - numerator $ 5,425 $ ( 9,469 ) Weighted-average shares (denominator): 43,350 38,712 Dilution effect of stock options and unvested restricted stock units and performance share units 1,760 — Additional shares assuming conversion of convertible note 3,409 — Weighted-average shares — diluted 48,519 38,712 Diluted earnings (loss) per share $ 0.11 $ ( 0.24 ) Stock options and unvested restricted stock units and performance share units excluded due to 920 4,305 |
Basis of Financial Statement _3
Basis of Financial Statement Presentation - Additional Information (Detail) | Sep. 30, 2022 |
Accounting Standards Update 2020-06 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Sep. 30, 2022 |
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true |
Accounting Standards Update 2021-04 [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Sep. 30, 2022 |
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true |
Mineral Rights and Properties_3
Mineral Rights and Properties, Net - Summary of Mineral Rights and Properties, Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 | |
Mineral Properties Net [Line Items] | |||
Asset retirement cost, net of accumulated amortization of $8 and $6 at September 30, 2022 and June 30, 2022, respectively | [1] | $ 174 | $ 176 |
Mineral Properties | 8,362 | 8,364 | |
Mineral properties [Member] | |||
Mineral Properties Net [Line Items] | |||
Mineral Properties, Gross | 6,733 | 6,733 | |
Hydrology Wells [Member] | |||
Mineral Properties Net [Line Items] | |||
Mineral Properties, Gross | 547 | 547 | |
Elementis Lease [Member] | |||
Mineral Properties Net [Line Items] | |||
Mineral Properties, Gross | $ 908 | $ 908 | |
[1] Asset retirement costs represent the carrying value of capitalized costs associated with asset retirement obligations discussed in Note 5. |
Mineral Rights and Properties_4
Mineral Rights and Properties, Net - Summary of Mineral Rights and Properties, Net (Parenthetical) (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Mineral Properties, Net [Abstract] | ||
Asset retirement cost, net of accumulated amortization | $ 8 | $ 6 |
Construction in Progress - Summ
Construction in Progress - Summary of Construction in Progress (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Construction In Progress [Line Items] | ||
Total construction in progress | $ 33,294 | $ 25,625 |
Engineering services [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | 8,919 | 8,656 |
Equipment [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | 19,010 | 13,548 |
Construction [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | 1,849 | 0 |
Injection and recovery wells [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | $ 3,516 | $ 3,421 |
Properties, Plant and Equipme_3
Properties, Plant and Equipment, Net - Summary of Properties, Plant and Equipment (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Jun. 30, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 3,033 | $ 3,022 |
Less accumulated depreciation | (186) | (151) |
Properties, plant and equipment, net | 2,847 | 2,871 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | 1,533 | 1,533 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 873 | 873 |
Depreciation method | Straight-line | |
Buildings [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 15 years | |
Buildings [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 7 years | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 276 | 276 |
Estimated useful life (in years) | 5 years | |
Depreciation method | Straight-line | |
Plant and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 351 | $ 340 |
Depreciation method | Straight-line | |
Plant and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 10 years | |
Plant and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years |
Properties, Plant and Equipme_4
Properties, Plant and Equipment, Net - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 34,900 | $ 20,300 |
Reclamation Liabilities - Sched
Reclamation Liabilities - Schedule Of Change In Asset Retirement Obligation And Balance Of Reclamation Liabilities Including Asset Retirement Obligation Non Current (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Jun. 30, 2022 | |
Reclamation Liabilities Non Current [Abstract] | ||
Asset retirement obligation - beginning of period | $ 191 | $ 79 |
Obligation incurred during the period | 0 | 106 |
Revisions to previous estimates | 0 | (3) |
Accretion | 3 | 9 |
Asset retirement obligation - end of period | 194 | 191 |
Accrued reclamation costs | 298 | 298 |
Total | $ 492 | $ 489 |
Reclamation Liabilities - Addit
Reclamation Liabilities - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Jun. 30, 2022 | |
Reclamation Liabilities Non Current [Line Items] | ||
Asset retirement obligations liabilities incurred | $ 0 | $ 106 |
Accrued reclamation costs | $ 298 | $ 298 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Annual Lease Payments (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Lessee Disclosure [Abstract] | ||
Current portion | $ 161 | $ 164 |
Long-term portion | $ 170 | $ 211 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities - Summary of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Payables and Accruals [Abstract] | ||
Accounts payable - trade | $ 4,713 | $ 3,459 |
Accrued expenses | 3,927 | 2,935 |
Accrued payroll | 446 | 780 |
Accrued interest | 269 | 0 |
Current portion of debt | 39 | 38 |
Accounts payable and accrued liabilities | $ 9,394 | $ 7,212 |
Long-term Debt - Summary of Deb
Long-term Debt - Summary of Debt Disclosure (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Debt Instrument [Line Items] | ||
Total debt | $ 60,177 | $ 186 |
Current portion of debt | 39 | 38 |
Long-term debt | 60,138 | 148 |
Unamortized convertible note discount - embedded conversion feature | (24,426) | |
Unamortized debt issuance costs - convertible note | (4,080) | 0 |
Long-term debt, net | 31,632 | 148 |
Convertible Note [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 60,000 | 0 |
Vehicle Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 177 | $ 186 |
Long-term Debt - Summary of Int
Long-term Debt - Summary of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Debt Disclosure [Abstract] | ||
Convertible note interest | $ 269 | $ 0 |
Notes payable interest | 0 | 2 |
Vehicle notes payable interest | 2 | 0 |
Amortization of debt issuance costs and discount - convertible note | 550 | 0 |
Total interest expense | $ 821 | $ 2 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) $ / shares in Units, $ in Thousands | Aug. 11, 2022 USD ($) Days $ / shares | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) |
Debt Instrument [Line Items] | |||
Debt issuance costs | $ 4,080 | $ 0 | |
Convertible note derivative liability | $ 10,987 | $ 0 | |
Senior Secured Convertible Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 60,000 | ||
Debt instrument maturity date description | 2027 | ||
Debt instrument, convertible, conversion price | $ / shares | $ 17.60 | ||
Debt instrument, convertible, threshold trading days | Days | 20 | ||
Debt issuance costs | $ 4,200 | ||
Convertible note derivative liability | $ 24,900 | ||
Senior Secured Convertible Notes | Debt Conversion On Or Before The24 Month From Closing Date | |||
Debt Instrument [Line Items] | |||
Debt instrument, convertible, threshold percentage of stock price trigger | 200% | ||
Senior Secured Convertible Notes | Debt Conversion After24 Months But Before36 Months From Closing Date | |||
Debt Instrument [Line Items] | |||
Debt instrument, convertible, threshold percentage of stock price trigger | 150% | ||
Senior Secured Convertible Notes | Debt Conversion After36 Months From Closing Date | |||
Debt Instrument [Line Items] | |||
Debt instrument, convertible, threshold percentage of stock price trigger | 130% | ||
Senior Secured Convertible Notes | Debt Instrument Repayable By Cash | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 4.50% | ||
Senior Secured Convertible Notes | Debt Instrument Repayable By Issuing Additional Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 6% |
Long-term Debt - Summary of Fai
Long-term Debt - Summary of Fair Value Information for Convertible Instrument (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Aug. 26, 2022 |
Debt Instrument [Line Items] | ||
Total fair value of convertible note instrument | $ 44,598 | $ 60,000 |
Level 2 | ||
Debt Instrument [Line Items] | ||
Fair value of convertible note | 33,611 | 35,104 |
Level 3 | ||
Debt Instrument [Line Items] | ||
Fair value of embedded conversion feature | $ 10,987 | $ 24,896 |
Convertible Note Derivative - S
Convertible Note Derivative - Schedule of Components of Convertible Note Derivative (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2022 USD ($) | |
Convertible Note Derivative [Abstract] | |
Convertible note derivative - beginning of period | $ 0 |
Additions | 24,896 |
Fair value adjustment | (13,909) |
Convertible note derivative - end of period | $ 10,987 |
Convertible Note Derivative -_2
Convertible Note Derivative - Schedule of Assumptions used in Valuation Model with Change in Volatility and Debt Rate (Details) - Convertible Note Derivative [Member] | Sep. 30, 2022 | Aug. 26, 2022 |
Risk-free Interest Rate [Member] | ||
Derivative [Line Items] | ||
Derivative liability, measurement input | 4.1 | 3.2 |
Volatility [Member] | ||
Derivative [Line Items] | ||
Derivative liability, measurement input | 40 | 40 |
Debt Rate [Member] | ||
Derivative [Line Items] | ||
Derivative liability, measurement input | 18.6 | 17.3 |
Net Income (Loss) Per Common _3
Net Income (Loss) Per Common Share - Calculation of Basic and Diluted Weighted-Average Shares Outstanding and Earnings (Loss) per Share (EPS) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share [Abstract] | ||
Net income (loss) - numerator | $ 4,606 | $ (9,469) |
Weighted-average shares - denominator | 43,350,000 | 38,712,000 |
Basic earnings (loss) per share | $ 0.11 | $ (0.24) |
Net income (loss) | $ 4,606 | $ (9,469) |
Interest expense on convertible note | 819 | 0 |
Net income (loss) - numerator | $ 5,425 | $ (9,469) |
Dilution effect of stock options and unvested restricted stock units and performance share units outstanding at end of period | 1,760,000 | 0 |
Additional shares assuming conversion of convertible note | 3,409,000 | 0 |
Weighted-average shares - diluted | 48,519,000 | 38,712,000 |
Diluted earnings (loss) per share | $ 0.11 | $ (0.24) |
Stock options and unvested restricted stock units and performance share units excluded due to anti-dilutive effect | 920,000 | 4,305,000 |
Shared Based Compensation - Sha
Shared Based Compensation - Share-based payment arrangement, expensed and capitalized, amount (Details) - General and Administrative Expense [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-Based Payment Arrangement, Expense | $ 1,300 | $ 3,316 |
Service Based Compensation [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-Based Payment Arrangement, Expense | 1,300 | 1,528 |
Service Based Compensation [Member] | RSU and DSU's [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-Based Payment Arrangement, Expense | 164 | 0 |
Service Based Compensation [Member] | Employee Share Option Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-Based Payment Arrangement, Expense | 961 | 1,528 |
Service Based Compensation [Member] | 2022 Equity Compensation Plan - Options [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-Based Payment Arrangement, Expense | 175 | 0 |
Option Issued To Suppliers [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-Based Payment Arrangement, Expense | 0 | 249 |
Consulting Stock Awards [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share-Based Payment Arrangement, Expense | $ 0 | $ 1,539 |
Share Based Compensation - Summ
Share Based Compensation - Summary of share-based payment award, stock options, valuation assumptions (Details) - Black Scholes [Member] - $ / shares | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise price | $ 25.62 | |
Share price | $ 18.03 | $ 10.38 |
Volatility | 79% | 85% |
Expected term in years | 5 years | |
Risk-free interest rate | 2.91% | 0.01% |
Dividend rate | 0% | 0% |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise price | $ 14.62 | |
Expected term in years | 10 months 24 days | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise price | $ 18.27 | |
Expected term in years | 3 years 10 months 24 days |
Share Based Compensation - Su_2
Share Based Compensation - Summary Of Share-Based Payment Arrangement, Activity (Detail) - $ / shares shares in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Options, Outstanding at beginning of the period | 4,874 | 5,554 |
Number of Options, Granted | 400 | 1,400 |
Number of Options, Exercised | (50) | (303) |
Number of Options, Expired/forfeited | 0 | (477) |
Number of Options, Outstanding at end of period | 5,224 | 6,174 |
Number of Options, Vested at the end of the period | 3,664 | 4,835 |
Weighted Averaged Exercise Price, Outstanding at beginning of the period | $ 9.67 | $ 5.19 |
Weighted Averaged Exercise Price, Granted | 25.62 | 15.20 |
Weighted Averaged Exercise Price, Exercised | 5.12 | 3.29 |
Weighted Averaged Exercise Price, Expired/forfeited | 0 | 5.48 |
Weighted Averaged Exercise Price, Outstanding at end of period | 10.94 | 7.53 |
Weighted Averaged Exercise Price, Vested at the end of the period | $ 8.02 | $ 7.60 |
Share Based Compensation - Su_3
Share Based Compensation - Summary of Nonvested Share Activity (Details) - $ / shares | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Options, Unvested options at beginning of the period | 1,507,000 | 270,000 |
Number of Options, Granted | 400,000 | 1,400,000 |
Number of Options, Vested | (347,000) | (331,000) |
Number of Options, Expired/forfeited | 0 | 0 |
Number of Options, Unvested options at end of the period | 1,560,000 | 1,339,000 |
Weighted Average Grant Date Fair Value per share, Unvested options at beginning of the period | $ 6.05 | $ 5.79 |
Weighted Average Grant Date Fair Value per share, Granted | 10.52 | 15.20 |
Weighted Average Grant Date Fair Value per share, Vested | 5.96 | 6.21 |
Weighted Average Grant Date Fair Value per share, Expired/forfeited | 0 | 0 |
Weighted Average Grant Date Fair Value per share, Unvested options at end of the period | $ 7.15 | $ 5.98 |
Share Based Compensation - The
Share Based Compensation - The Activity for our Incentive Plan (Details) - 2022 Equity Compensation Plan [Member] | 3 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Restricted Share ("RSU"), Director Restricted Share ("DSU") and Performance Share Units ("PSU") | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Beginning balance | 68,000 |
Granted | 164,800 |
Ending balance | 232,800 |
Serviced-Based Shares [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Beginning balance | 48,800 |
Granted | 101,300 |
Ending balance | 150,100 |
Weighted Average Grant Date Fair Value per Share, Beginning balance | $ / shares | $ 18.03 |
Weighted Average Grant Date Fair Value per Share, Granted | $ / shares | 14.67 |
Weighted Average Grant Date Fair Value per Share, Ending balance | $ / shares | $ 15.76 |
Performance-Based Shares [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Beginning balance | 19,200 |
Granted | 63,500 |
Ending balance | 82,700 |
Weighted Average Grant Date Fair Value per Share, Beginning balance | $ / shares | $ 12.19 |
Weighted Average Grant Date Fair Value per Share, Granted | $ / shares | 14.79 |
Weighted Average Grant Date Fair Value per Share, Ending balance | $ / shares | $ 14.23 |
Share Based Compensation - Th_2
Share Based Compensation - The Activity for our Incentive Plan (Parenthetical) (Details) - 2022 Equity Compensation Plan [Member] | 3 Months Ended |
Sep. 30, 2022 shares | |
Performance-Based Shares [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Share based compensation share based award equity instruments other than options granted during the period | 63,500 |
Serviced-Based Shares [Member] | Director Share Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Share based compensation share based award equity instruments other than options granted during the period | 35,600 |
Maximum [Member] | Performance-Based Shares [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Share based compensation share based award equity instruments other than options vesting percentage | 100% |
Minimum [Member] | Performance-Based Shares [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Share based compensation share based award equity instruments other than options vesting percentage | 0% |
Share Based Compensation - Addi
Share Based Compensation - Additional Information (Detail) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share based compensation by share based award number of options granted during the period | 400 | 1,400 | ||
Stock options vesting period | 3 years | |||
Share based compensation by share based award options outstanding and unvested | 1,560 | 1,339 | 1,507 | 270 |
Adjustment to additional paid in capital share based compensation | $ 1,300 | $ 1,777 | ||
General and Administrative Expense [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Allocated share based compensation | $ 1,300 | $ 3,316 | ||
2022 Equity Compensation Plan [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share based compensation by share based award options outstanding and unvested | 1,600 | |||
Share based compensation by share based award unvested options unrecognized compensation | $ 7,800 | |||
Share based compensation by share based award non vested options intrinsic value | 13,200 | |||
Share based compensation by share based award options vested and expected and to vest aggregate intrinsic value | $ 13,200 | |||
2022 Equity Compensation Plan [Member] | Fully Vested [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share based compensation by share based award options vested and expected to vest weighted average remaining contractual term | 1 year 4 months 24 days | 2 years 4 months 24 days | ||
Share based compensation by share based award aggregate instrinsic value of stock options excercised | $ 800 | $ 2,900 | ||
2022 Equity Compensation Plan [Member] | Share-Based Payment Arrangement, Option [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share based compensation by share based award total compensation not yet recognized period for recognition | 2 years 3 months 18 days |