PHILADELPHIA and PERTH, Australia, March 6, 2025 /PRNewswire/ -- Arcadium Lithium plc (NYSE: ALTM, ASX: LTM, "Arcadium Lithium"), a leading global lithium chemicals producer, announced that the previously announced acquisition by Rio Tinto has been completed. The completion of the acquisition constitutes a Make-Whole Fundamental Change for the 4.125% Convertible Senior Notes due 2025 issued by Livent Corporation, a wholly owned subsidiary of Arcadium Lithium. The Effective Date of the Make-Whole Fundamental ...

Group 1 - Arcadium reported quarterly earnings of $0.01 per share, missing the Zacks Consensus Estimate of $0.04 per share, representing a 75% earnings surprise [1] - The company posted revenues of $289 million for the quarter ended December 2024, surpassing the Zacks Consensus Estimate by 11.97%, compared to year-ago revenues of $181.8 million [2] - Over the last four quarters, Arcadium has surpassed consensus EPS estimates just once and topped consensus revenue estimates two times [2] Group 2 - The stock has gained approximately 13.7% since the beginning of the year, outperforming the S&P 500's gain of 1.3% [3] - The current consensus EPS estimate for the coming quarter is $0.04 on revenues of $282.4 million, and for the current fiscal year, it is $0.22 on revenues of $1.24 billion [7] - The Zacks Industry Rank for Chemical - Specialty is currently in the bottom 23% of over 250 Zacks industries, indicating potential challenges for stock performance [8]

Core Points - Entegris Inc. will replace Arcadium Lithium plc in the S&P MidCap 400 effective March 6, 2025 [1] - Rio Tinto plc is acquiring Arcadium Lithium, with the deal expected to be completed soon [1] Summary by Category Index Changes - Effective March 6, 2025, Entegris will be added to the S&P MidCap 400 under the ticker ENTG in the Information Technology sector [1] - Arcadium Lithium will be deleted from the S&P MidCap 400 under the ticker ALTM in the Materials sector [1]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________________________________________________________________ FORM 10-K _______________________________________________________________________ ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _______ to _ ...

Financial Performance - Fourth quarter revenue was $289.0 million, with a reported GAAP net loss of $14.2 million, or 1 cent per diluted share[4] - Adjusted EBITDA for the fourth quarter was $73.7 million, reflecting a significant increase due to higher volumes across all lithium products and reduced costs[4] - For the full year 2024, revenue totaled $1,007.8 million, with a GAAP net income of $103.2 million, or 9 cents per diluted share[6] - Full year Adjusted EBITDA was $324.5 million, with adjusted earnings per diluted share of 14 cents[6] - Revenue for the three months ended December 31, 2024, was $289.0 million, a 59.3% increase from $181.8 million in the same period of 2023[17] - Gross margin for the twelve months ended December 31, 2024, was $288.6 million, compared to $538.4 million in 2023, reflecting a decrease of 46.6%[17] - Net loss attributable to Arcadium Lithium plc for the three months ended December 31, 2024, was $(14.2) million, compared to net income of $37.7 million in the same period of 2023[29] - Adjusted EBITDA for the twelve months ended December 31, 2024, was $324.5 million, down 35.4% from $502.5 million in 2023[29] Market Conditions - The company reported a decline in average realized pricing across all lithium products for the full year due to a weaker market environment compared to 2023[6] - Average realized pricing for combined lithium hydroxide and carbonate was $15,700 per product metric ton in Q4, down from $16,200 in Q3[4] - Total volumes sold in the fourth quarter were 56% higher on an LCE basis compared to the third quarter, but roughly flat year-over-year[4] Acquisitions and Mergers - Arcadium Lithium is in the process of being acquired by Rio Tinto for $5.85 per share, with shareholder approval obtained on December 23, 2024[7] - The transaction is expected to close on March 6, 2025, pending customary closing conditions[10] - The company assumed total debt of $219.0 million in the Allkem Livent Merger[48] - Costs related to the Allkem Livent Merger amounted to $103.9 million for the twelve months ended December 31, 2024, compared to $54.1 million in 2023[31] Operational Efficiency - The company emphasized its focus on cost and operational discipline while maintaining flexibility to adapt to market changes[6] - The company plans to continue strategic reviews and assess the return on its business, which may lead to further restructuring and management changes[23] Cash Flow and Debt - For the twelve months ended December 31, 2024, the company reported a cash used in operating activities (GAAP) of $176.0 million, compared to cash provided of $297.3 million in 2023[33] - The adjusted cash provided by operations (Non-GAAP) for the twelve months ended December 31, 2024 was $14.6 million, significantly lower than $326.0 million in 2023[33] - The company's long-term debt increased to $960.6 million as of December 31, 2024, up from $302.0 million in 2023[36] - Net debt (Non-GAAP) rose to $867.4 million in 2024, compared to $64.4 million in 2023[36] - Cash and cash equivalents decreased to $93.2 million in 2024 from $237.6 million in 2023[43] - Cash used in investing activities increased to $(445.3) million in 2024 from $(228.3) million in 2023[46] - Cash provided by financing activities was $492.4 million in 2024, compared to $(20.4) million in 2023[46] Impairment and Charges - The company recorded impairment charges of $51.7 million for the twelve months ended December 31, 2024, with no such charges in 2023[22] - The company incurred impairment charges of $51.7 million related to the Mt Cattlin spodumene operation for the twelve months ended December 31, 2024[31] - Restructuring and other charges for the twelve months ended December 31, 2024, totaled $157.2 million, significantly higher than $56.9 million in 2023[29] Shareholder Information - Basic loss per ordinary share for the three months ended December 31, 2024, was $(0.01), compared to earnings of $0.09 per share in the same period of 2023[29] - The weighted average ordinary shares outstanding for diluted earnings per share calculations was 1,138.7 million for the twelve months ended December 31, 2024, compared to 503.4 million in 2023[29]

Core Viewpoint - Arcadium Lithium has received all necessary regulatory approvals for its acquisition by Rio Tinto, paving the way for the transaction to proceed as planned [1]. Regulatory Approvals - The transaction has obtained merger control clearance in Australia, Canada, China, Japan, South Korea, the United Kingdom, and the United States [1]. - Investment screening approval has been satisfied in Australia, Canada, Italy, the United Kingdom, and the United States [1]. Court Hearing and Transaction Timeline - A sanction hearing for Arcadium Lithium's scheme of arrangement is scheduled for March 5, 2025, with the transaction expected to close shortly thereafter on March 6, 2025 [2]. Shareholder Participation - Arcadium Lithium shareholders can attend the court hearing in person or through a Jersey advocate to express their support or opposition to the scheme [3]. Delisting Information - Following the completion of the transaction, Arcadium's shares will be delisted from the New York Stock Exchange (NYSE) and the Australian Securities Exchange (ASX) [4]. Company Overview - Arcadium Lithium is a leading global producer of lithium chemicals, focused on sustainable practices and innovation in lithium extraction and manufacturing [5]. - The company operates facilities and projects in multiple countries, including Argentina, Australia, Canada, China, Japan, the United Kingdom, and the United States [5].

Global Lithium Market Overview - The global lithium market is projected to reach approximately $28.45 billion by 2033, driven by a robust compound annual growth rate (CAGR) of 12.50% [1] - A shift toward a lithium supply deficit is forecasted by 2027, with 2025 potentially marking the peak of the current oversupply [1] - The surplus of lithium carbonate equivalent (LCE) is expected to decrease to 80,000 tonnes in 2025, down from nearly 150,000 tonnes in 2024 [2] - Benchmark analysts highlight the need for $116 billion in investments by 2030 to meet anticipated electric vehicle (EV) production targets [2] Lithium South Development Corporation (TSXV:LIS) (OTC:LISMF) - The company signed a Letter of Intent (LOI) with a private European corporation for the cooperative development of its flagship Hombre Muerto North Lithium Project (HMN Li Project) in Argentina [3] - The partner will procure a capital loan of up to US$10 million for the completion of a Definitive Feasibility Study (DFS) and will fund 80% of the CAPEX as defined in the DFS [4] - Lithium South provided an update on the HMN Li Project, with technical teams harvesting concentrated brine from pilot evaporation ponds [5] - The company is in continuing discussions with interested parties, which likely led to the announced LOI [6] - The HMN Li Project is noted for its solid lithium resource and industry-leading brine chemistry, with recent M&A activity underscoring its value proposition [7] Arcadium Lithium plc (NYSE: ALTM) - The company moved closer to being acquired by Rio Tinto after receiving clearance from the Committee on Foreign Investment in the United States (CFIUS) [7] - Shareholders approved the acquisition, with the CEO expressing confidence in the transaction's future benefits [8] Sigma Lithium Corporation (NASDAQ: SGML) - The company exceeded its Q4 2024 targets with 75,000 tonnes of quintuple zero green lithium produced and is positioned to surpass 270,000 tonnes in 2025 [8][9] - Sigma Lithium's Greentech Industrial Plant is delivering lithium materials aligned with the ethos of EV consumers, reinforcing confidence in surpassing 2025 production targets [9] Lithium Americas Corp. (NYSE: LAC) (TSX: LAC) - The company increased its Mineral Resource and Reserve for its Thacker Pass project in Nevada, with a Proven and Probable mineral reserve estimate of 14.3 million tonnes LCE, a 286% increase from the 2022 Feasibility Study [10] - The Measured and Indicated mineral resource estimate is 44.5 million tonnes LCE, a 177% increase [10] - Thacker Pass is now the largest measured lithium reserve and resource in the world, with potential to generate American jobs and increase domestic production of critical minerals [11] Atlas Lithium Corporation (NASDAQ: ATLX) - The company is advancing its Neves Project in Brazil's Lithium Valley, with recent additions to its team and expansion of its Asian market presence [11] - Atlas Lithium has assembled Brazil's largest portfolio of lithium mineral rights among publicly listed companies, with the Neves Project advancing towards production [12] - The Neves Project is distinguished by large spodumene crystals, which should enable a streamlined production process and deliver lithium concentrate with minimal impurities [13]

PHILADELPHIA and PERTH, Australia, Jan. 8, 2025 /PRNewswire/ -- Arcadium Lithium plc (NYSE: ALTM, ASX: LTM, "Arcadium Lithium"), a leading global lithium chemicals producer, announced that the Committee on Foreign Investment in the United States (CFIUS) has concluded its review of the proposed acquisition of Arcadium Lithium by Rio Tinto (previously announced on October 9, 2024) and determined that there are no unresolved national security concerns.  As of this release, merger control clearance has been sat ...

Core Viewpoint - Arcadium reported quarterly earnings of $0.01 per share, missing the Zacks Consensus Estimate of $0.05 per share, representing an earnings surprise of -80% compared to $0.44 per share a year ago [1] - The company posted revenues of $203.1 million for the quarter ended September 2024, missing the Zacks Consensus Estimate by 22.82%, and down from $211.4 million year-over-year [2] Financial Performance - Over the last four quarters, Arcadium has surpassed consensus EPS estimates only once [2] - The company has also topped consensus revenue estimates just once in the last four quarters [2] - Arcadium shares have declined approximately 69.7% since the beginning of the year, contrasting with the S&P 500's gain of 24.3% [3] Future Outlook - The company's earnings outlook will be crucial for investors, particularly in light of management's commentary on the earnings call [3][4] - Current consensus EPS estimate for the upcoming quarter is $0.05 on revenues of $282.47 million, and $0.21 on revenues of $1.06 billion for the current fiscal year [7] - The estimate revisions trend for Arcadium is mixed, resulting in a Zacks Rank 3 (Hold), indicating expected performance in line with the market [6] Industry Context - The Chemical - Specialty industry, to which Arcadium belongs, is currently ranked in the bottom 46% of over 250 Zacks industries, suggesting potential challenges ahead [8] - Empirical research indicates a strong correlation between near-term stock movements and trends in earnings estimate revisions, which could impact Arcadium's stock performance [5]

Revenue and Market Outlook - Arcadium Lithium expects revenue from lithium hydroxide and lithium carbonate to increase over time, driven by demand in the electric vehicle and energy storage markets[162]. - The long-term demand for lithium products remains strong, driven by the adoption of electric vehicles (EVs) and energy storage applications[173]. - The company expects increased volumes sold in 2024, driven by new production capacity, despite lower spodumene concentrate sales due to reduced production at Mt. Cattlin[174]. - Market prices for lithium products have declined significantly, impacting the company's outlook for the remainder of 2024[174]. - Revenue for the three months ended September 30, 2024, was $203.1 million, a decrease of approximately 4% compared to $211.4 million for the same period in 2023, primarily due to lower lithium hydroxide volumes and pricing[182]. - Revenue for the nine months ended September 30, 2024, was $718.8 million, an increase of approximately 2.6% compared to $700.7 million for the same period in 2023, mainly due to Allkem post-merger contributions[191]. Financial Performance - Revenue for Livent was $146.5 million for the three months ended September 30, 2024, compared to $211.4 million for the same period in 2023, representing a decrease of 30.7%[177]. - Allkem reported revenue of $56.6 million for the three months ended September 30, 2024, down from $475.9 million in the same period of 2023, a decline of 88.1%[177]. - Net income attributable to Arcadium Lithium plc was $16.1 million for the three months ended September 30, 2024, compared to $117.4 million for the same period in 2023, a decrease of 86.3%[177]. - Net income for the 2024 Quarter was $24.7 million, a decrease of approximately 71.7% compared to $87.4 million in the 2023 Quarter, attributed to lower gross margin and higher expenses[188]. - Net income for the 2024 YTD was $139.1 million, a decrease of approximately 52% from $292.4 million in the 2023 YTD, primarily due to lower gross margin and increased restructuring charges[199]. Costs and Expenses - Gross margin for Livent was $59.3 million, while Allkem reported a gross margin of $(3.1) million for the three months ended September 30, 2024[177]. - Total costs and expenses for Livent were $115.0 million, while Allkem's total costs and expenses were $134.2 million for the three months ended September 30, 2024[177]. - Selling, general and administrative expenses for Livent were $22.1 million for the three months ended September 30, 2024, compared to $13.2 million in the same period of 2023[177]. - Selling, general and administrative expenses increased by approximately 201% to $39.7 million in the 2024 Quarter, primarily due to Allkem post-merger costs[184]. - Restructuring and other charges for the 2024 YTD were $111.4 million, an increase of $76.4 million compared to $35.0 million in the 2023 YTD, mainly related to the Allkem Livent Merger[195]. Impairment and Charges - The company plans to place the Mt Cattlin site into care and maintenance by the end of H1 2025, resulting in a non-cash impairment charge of $51.7 million for Q3 2024[166]. - Impairment charges of $51.7 million were recorded for the three and nine months ended September 30, 2024, related to the Mt Cattlin spodumene operation[179]. - In Q3 2024, the company recorded a non-cash impairment charge of $51.7 million due to the evaluation of Mt Cattlin's assets, indicating that undiscounted cash flows were not greater than their carrying value[219]. Mergers and Acquisitions - The Allkem Livent Merger was completed on January 4, 2024, resulting in the integration of Allkem's financials into Arcadium Lithium's reporting[169]. - The company is focused on integrating operations from the Allkem Livent Merger, aiming for cost savings and operational synergies, including rationalizing office space and employee structures[172]. - The Allkem Livent Merger incurred costs of $12.2 million for the three months ended September 30, 2024, and $99.0 million for the nine months ended September 30, 2024[179]. Operational Challenges - In Argentina, the company faces challenges such as depleted foreign currency reserves, high inflation, and political unrest, impacting operations and expansion projects[172]. - The company expects ongoing challenges related to expansion projects in Argentina and Canada, including design modifications and supply chain issues, which may increase costs and extend delivery times[208]. - The company anticipates that economic and geopolitical factors, including inflation and high interest rates, will continue to impact operations in the second half of 2024[208]. Cash Flow and Financing - Cash provided by operating activities was $(158.9) million for 2024 YTD, compared to $261.8 million for 2023 YTD, driven by a decrease in net income and an increase in inventories[203]. - Cash used in investing activities decreased to $129.8 million for 2024 YTD from $315.5 million for 2023 YTD, mainly due to $682 million cash acquired in the Allkem Livent Merger[204]. - Cash provided by financing activities was $203.1 million for 2024 YTD, compared to $(21.5) million for 2023 YTD, primarily due to a $150 million customer prepayment related to the Nemaska customer supply agreement[205]. - As of September 30, 2024, cash and cash equivalents were $137.9 million, down from $237.6 million as of December 31, 2023, with $126.2 million held by foreign subsidiaries[202]. - The remaining borrowing capacity under the Revolving Credit Facility as of September 30, 2024, is $380.3 million, subject to meeting debt covenants[206]. Strategic Plans - The company plans to continue strategic reviews and assess the return on its business, which may lead to management changes or restructuring plans[179]. - The company plans to reduce capital spending to align with anticipated cash generation, particularly in light of current lithium pricing[206]. Regulatory and Market Conditions - The National Congress in Argentina approved the Incentive Regime for Large Investments (RIGI), providing stability guarantees for mining projects for 30 years, effective July 8, 2024[172]. - The cap on mining royalties in Argentina has increased from 3% to 5% of the pithead value of extracted minerals, applicable only to new projects[172]. - The transition to electric drivetrains varies among automakers, with some withdrawing electrification targets while others remain committed[173]. Risk Management - The company has implemented a controlled risk management program to minimize exposure to fluctuations in commodity prices, interest rates, and foreign currency exchange rates[221]. - The company evaluates goodwill for impairment annually or when triggering events occur, using a discounted cash flow model to estimate fair value[220]. - The company does not hedge foreign currency risks associated with the Argentine peso due to limited availability and high costs of suitable derivative instruments[222].