Glossary of Terms and Definitions Provides definitions for key terms used throughout the financial report PART I - Financial Information Presents the company's consolidated financial statements, notes, and management's discussion and analysis of financial performance and condition Item 1. Financial Statements The company experienced a significant decline in gross profit and an increase in net loss for both the three and six months ended June 30, 2025, primarily due to lower lithium prices, despite increased sales volume for the six-month period. Operating expenses decreased due to cost savings, and losses from equity method investments also decreased. The balance sheet shows a decrease in cash and total assets, while cash flow analysis indicates a shift from cash provided by investing activities to cash used, largely due to the absence of major asset sales seen in the prior year Consolidated Statements of Operations Details the company's revenues, gross profit, operating loss, and net loss over specified periods | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | Change ($) | Change (%) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change ($) | Change (%) | | :-------------------- | :----------------------------- | :----------------------------- | :--------- | :--------- | :----------------------------- | :----------------------------- | :--------- | :--------- | | Revenue | $11,857 | $13,227 | $(1,370) | (10.4)% | $31,853 | $26,628 | $5,225 | 19.6% | | Gross profit (loss) | $(1,632) | $626 | $(2,258) | (360.7)% | $(1,498) | $1,317 | $(2,815) | (213.7)% | | Loss from operations | $(9,597) | $(13,623) | $4,026 | (29.6)% | $(21,452) | $(28,299) | $6,847 | (24.2)% | | Net loss | $(9,738) | $(13,332) | $3,594 | (27.0)% | $(25,369) | $(36,943) | $11,574 | (31.3)% | | Net loss per share | $(0.44) | $(0.69) | $0.25 | (36.2)% | $(1.16) | $(1.91) | $0.75 | (39.3)% | Consolidated Statements of Comprehensive Loss Reports the net loss and other comprehensive income/loss components, leading to total comprehensive loss | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Net loss | $(9,738) | $(13,332) | $(25,369) | $(36,943) | | Foreign currency translation adjustment of equity method investments | $3,215 | $(758) | $3,423 | $(671) | | Comprehensive loss | $(6,523) | $(14,090) | $(21,946) | $(37,614) | Consolidated Balance Sheets Provides a snapshot of the company's assets, liabilities, and equity at specific points in time | Metric (in thousands) | June 30, 2025 | December 31, 2024 | Change ($) | Change (%) | | :-------------------- | :------------ | :---------------- | :--------- | :--------- | | Cash and cash equivalents | $56,074 | $87,840 | $(31,766) | (36.2)% | | Total current assets | $65,329 | $102,639 | $(37,310) | (36.4)% | | Total assets | $318,546 | $349,885 | $(31,339) | (9.0)% | | Total current liabilities | $36,115 | $46,106 | $(9,991) | (21.7)% | | Total liabilities | $40,897 | $51,638 | $(10,741) | (20.8)% | | Total stockholders' equity | $277,649 | $298,247 | $(20,598) | (6.9)% | Consolidated Statements of Cash Flows Summarizes the cash inflows and outflows from operating, investing, and financing activities | Metric (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change ($) | | :-------------------- | :----------------------------- | :----------------------------- | :--------- | | Net cash used in operating activities | $(21,328) | $(28,781) | $7,453 | | Net cash (used in) provided by investing activities | $(9,085) | $17,334 | $(26,419) | | Net cash used in financing activities | $(1,353) | $(1,305) | $(48) | | Net decrease in cash | $(31,766) | $(12,752) | $(19,014) | | Cash and cash equivalents at end of period | $56,074 | $58,978 | $(2,904) | Consolidated Statements of Changes in Equity Outlines the changes in the company's equity accounts over a period, including net loss and other comprehensive income | Metric (in thousands) | December 31, 2024 | June 30, 2025 | Change ($) | | :-------------------- | :---------------- | :------------ | :--------- | | Additional Paid-In Capital | $497,878 | $499,226 | $1,348 | | Accumulated Deficit | $(191,605) | $(216,974) | $(25,369) | | Accumulated Other Comprehensive Loss | $(8,028) | $(4,605) | $3,423 | | Total Stockholders' Equity | $298,247 | $277,649 | $(20,598) | Notes to the Consolidated Financial Statements The notes provide detailed information on the company's business, accounting policies, financial performance components, and specific financial instruments and commitments. Key updates include the proposed merger with Sayona Mining, the 2024 Cost Savings Plan, and details on revenue recognition, stock-based compensation, and equity method investments 1. DESCRIPTION OF COMPANY Provides an overview of the company's business, strategic objectives, and financial position - Piedmont Lithium is a U.S.-based, development-stage, multi-asset integrated lithium business aiming to supply lithium hydroxide to the North American EV and battery manufacturing supply chains31123 - The company's project portfolio includes the wholly-owned Carolina Lithium project, strategic investments in Quebec (NAL), Ghana (Ewoyaa), and Newfoundland (Vinland Lithium/Killick Lithium)32125 - Piedmont Lithium incurred net losses of $25.4 million and $36.9 million for the six months ended June 30, 2025 and 2024, respectively, and accumulated deficits of $217.0 million as of June 30, 202538 - The 2024 Cost Savings Plan was implemented to reduce operating expenses, defer capital spending, and limit investments in response to the lithium market decline39184 - A proposed stock-for-stock merger with Sayona Mining is expected to be consummated in August 2025, subject to shareholder approvals42133 2. REVENUE Details the company's revenue recognition policies and performance from product sales | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Spodumene concentrate sales | $13,865 | $13,320 | $34,289 | $26,390 | | Provisional revenue adjustments | $(2,008) | $(93) | $(2,436) | $238 | | Revenue | $11,857 | $13,227 | $31,853 | $26,628 | - Revenue for the six months ended June 30, 2025, increased by 19.6% to $31.9 million, driven by a 60.0% increase in sales volume (47,200 dmt) but partially offset by a 25.2% decline in realized prices ($675 per dmt vs. $903 per dmt in 2024)170171 - As of June 30, 2025, approximately 7,900 dmt with an average provisional price of $660 per dmt were subject to final pricing over the next several months51 3. STOCK-BASED COMPENSATION Explains the accounting for stock-based compensation and its impact on financial statements | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Stock-based compensation, net of forfeitures | $891 | $2,710 | $1,873 | $4,816 | - As of June 30, 2025, 1,477,827 shares of common stock were available for issuance under the Stock Incentive Plan54 - Remaining unvested stock-based compensation expense was $3.0 million to be recognized through December 31, 202655 4. RESTRUCTURING Describes the company's restructuring activities, including workforce reductions and associated charges | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Severance and employee benefits costs | $109 | $58 | $109 | $1,284 | | Stock compensation expense | — | — | — | $554 | | Exit costs | $292 | $148 | $535 | $148 | | Other restructuring related expenses | — | $108 | $40 | $108 | | Total restructuring charges | $401 | $314 | $684 | $2,094 | - The 2024 Cost Savings Plan, approved in Q1 2024, included a 28% workforce reduction and deferral of capital spending64 - Plans to streamline U.S. lithium hydroxide production shifted Tennessee Lithium's capacity to Carolina Lithium, incurring restructuring charges for monofill operations65 5. OTHER (LOSS) INCOME Details non-operating income and expenses, including gains or losses from equity securities and asset sales | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | (Loss) gain on equity securities | $(304) | $210 | $(3,944) | $1,594 | | Loss on sale of assets | $(132) | $(656) | $(212) | $(656) | | Other gain | $290 | $158 | $95 | $27 | | Other (loss) income | $(146) | $(288) | $(4,061) | $965 | 6. EARNINGS PER SHARE Presents the calculation of basic and diluted earnings per share, considering net loss and outstanding shares | Metric (in thousands, except per share amounts) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Net loss | $(9,738) | $(13,332) | $(25,369) | $(36,943) | | Weighted-average shares outstanding | 21,945 | 19,370 | 21,942 | 19,348 | | Basic and diluted net loss per share | $(0.44) | $(0.69) | $(1.16) | $(1.91) | - Potentially dilutive shares (stock options, RSUs, PRAs) totaling 930,000 as of June 30, 2025, were excluded from diluted EPS calculation due to their anti-dilutive effect72 7. INCOME TAXES Discusses the company's income tax expense, benefits, and the impact of tax-related events - Zero tax expense recorded for the three and six months ended June 30, 2025, on losses of $9.7 million and $25.4 million, respectively73 - Income tax benefit decreased from $3.1 million in the six months ended June 30, 2024, primarily due to the non-recurring tax benefit from the sale of Sayona Mining shares in the prior year74 - The OBBBA, signed July 4, 2025, is not expected to have a material impact on the company's income taxes75 8. EQUITY METHOD INVESTMENTS Provides details on the company's investments accounted for under the equity method and their financial impact | Metric (in thousands) | December 31, 2024 | June 30, 2025 | | :-------------------- | :---------------- | :------------ | | Sayona Quebec | $70,172 | $72,599 | | Vinland Lithium | $1,463 | $1,514 | | Total | $71,635 | $74,113 | - Loss from equity method investments decreased by 76.8% to $1.1 million for the three months ended June 30, 2025, and by 41.3% to $6.1 million for the six months ended June 30, 2025163177 - The decrease in loss was primarily due to the sale of Sayona Mining and Atlantic Lithium shares in Q1 2024, which are no longer accounted for under the equity method7880163 - NAL produced approximately 101,794 dmt of spodumene concentrate and shipped approximately 94,000 dmt in the six months ended June 30, 2025, with Piedmont purchasing approximately 47,200 dmt84 9. ADVANCES TO AFFILIATES Outlines financial advances made to affiliated entities and the nature of these relationships | Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------- | :------------ | :---------------- | | Ewoyaa | $39,239 | $36,929 | | Killick Lithium | $2,751 | $2,619 | | Total advances to affiliates | $41,990 | $39,548 | - Piedmont has an earn-in agreement to acquire up to a 50% equity interest in Atlantic Lithium Ghana (Ewoyaa project) and up to a 62.5% equity interest in Killick Lithium909293 10. OTHER ASSETS AND LIABILITIES Details other significant assets and liabilities, including marketable securities and asset retirement obligations | Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------- | :------------ | :---------------- | | Marketable securities | $3,077 | $6,870 | | Total other current assets | $5,155 | $9,186 | | Current tax payable | $— | $3,114 | | Total other current liabilities | $833 | $3,363 | - A loss of $3.9 million was recognized on marketable securities (Atlantic Lithium shares) for the six months ended June 30, 2025, due to fair value changes94 - The asset retirement obligation for the Tennessee monofill facility was $0.4 million, secured by $3.3 million in surety bonds99 11. DEBT OBLIGATIONS Describes the company's debt instruments, terms, and outstanding balances | Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------- | :------------ | :---------------- | | Total debt obligations | $29,296 | $30,124 | | Current debt obligations | $26,337 | $26,472 | | Long-term debt, net of current portion | $2,959 | $3,652 | - The $25.0 million Credit Facility, entered into on September 11, 2024, has an interest rate of SOFR plus 2.4% and expires on December 31, 2028101 - The insurance premium financing loan of $2.1 million was paid in full by March 31, 2025104 12. EQUITY Provides information on the company's capital structure, common stock, and equity-related transactions - As of June 30, 2025, there were 21,946,069 shares of common stock outstanding624 - A universal shelf registration statement allows for the issuance of up to $500 million of securities, expiring September 26, 2027107181 - An ATM Program for up to $50 million of common stock was established in May 2024, but no shares have been issued under it as of June 30, 2025107108 13. SEGMENT REPORTING Explains the company's operating segments and how performance is evaluated by management - The company operates as a single reportable operating segment, with the CEO as the Chief Operating Decision Maker (CODM)110 - Performance is evaluated at the consolidated level using both GAAP net income/loss and adjusted net income/loss, which excludes non-recurring items112113115 14. FAIR VALUE OF FINANCIAL INSTRUMENTS Details the valuation methodologies and hierarchy used for financial instruments measured at fair value - The company uses a three-level valuation hierarchy for fair value measurements, with Level 1 for quoted prices in active markets and Level 2 for observable inputs other than quoted prices117119 - Trade receivables, debt obligations, marketable securities (Atlantic Lithium), and equity securities (Ricca) are valued using Level 1 or Level 2 inputs119 15. COMMITMENTS AND CONTINGENCIES Discloses the company's material contractual commitments and potential contingent liabilities - The Company is not currently a party to any material legal proceedings120 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial condition, operational results, and strategic direction. It highlights the company's role in the U.S. lithium supply chain, the progress of its key projects (Carolina Lithium, NAL, Ewoyaa, Killick Lithium), the proposed merger with Sayona Mining, and the impact of the 2024 Cost Savings Plan on financial performance and liquidity Executive Overview & Strategy Outlines the company's business model, strategic objectives, and key project developments in the lithium industry - Piedmont Lithium is a U.S.-based, development-stage company focused on supplying lithium hydroxide to the North American electric vehicle and battery manufacturing supply chains123 - The company's portfolio includes the wholly-owned Carolina Lithium project, and strategic investments in Quebec (Sayona Quebec's NAL) and Ghana (Atlantic Lithium's Ewoyaa project)125 - Carolina Lithium is being developed as a fully integrated spodumene ore-to-lithium hydroxide project, with plans to produce up to 60,000 metric tons of lithium hydroxide annually125126 - The company's lithium hydroxide capacity is expected to be supported by production of, or offtake rights to, approximately 525,000 metric tons of spodumene concentrate annually126 Proposed Merger with Sayona Mining Describes the terms, timeline, and strategic implications of the proposed stock-for-stock merger with Sayona Mining - Piedmont Lithium entered into a Merger Agreement with Sayona Mining on November 18, 2024 (amended April 22, 2025), for a stock-for-stock combination129 - Upon consummation, Piedmont shareholders will receive 527 Sayona Mining ordinary shares per Piedmont common stock, which will become 3.5133 shares after a 1-for-150 reverse stock split expected in September 2025131 - The merger is expected to close in August 2025, contingent on shareholder approvals from both companies133 - Key regulatory approvals for the merger have been received in the United States and Canada, and the combined business will be renamed Elevra Lithium Limited137 Highlights of Corporate and Project Advancements Summarizes recent operational achievements, project milestones, and strategic initiatives across the company's portfolio - Piedmont sold approximately 20,200 dmt of spodumene concentrate from NAL in Q2 2025, recognizing $11.9 million in revenue at a realized price of $587 per dmt137 - NAL production increased by approximately 35% in Q2 2025 compared to the prior quarter, reaching 58,533 dmt of spodumene concentrate, with mill utilization at 93%145 - Atlantic Lithium is negotiating revised terms for the Ewoyaa Lithium Project's Mining Lease with Ghana's Cabinet140 - Piedmont is delaying capital expenditures for Carolina Lithium, evaluating its land position, and engaging with potential strategic partners and government financing options to advance the project143144 - Piedmont holds an approximately 20% equity interest in Vinland Lithium (Killick Lithium project) and has invested $2.8 million, with earn-in rights up to 62.5% and 100% marketing/offtake rights146147 Critical Accounting Polices and Estimates Discusses the significant accounting policies and estimates that are crucial to understanding the company's financial reporting - No significant changes in critical accounting policies during the six months ended June 30, 2025, from those disclosed in the Annual Report for the year ended December 31, 2024149 Components of our Results of Operations Explains the key revenue and expense categories that contribute to the company's overall financial performance - Revenue is recognized from product sales when control is transferred to the customer, typically upon delivery to the shipping carrier, with pricing subject to provisional adjustments150 - Exploration costs are expensed as incurred until proven and probable mineral reserves are declared, after which development costs are capitalized151 - Loss from equity method investments reflects the proportionate share of investee's net income (loss), recorded on a one-quarter lag154 Results of Operations Analyzes the company's financial performance over the reporting periods, detailing revenue, expenses, and net loss Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024 Compares the company's financial performance for the three-month periods, highlighting changes in revenue, gross profit, and net loss | Metric (in thousands) | 2025 | 2024 | $ Change | % Change | | :-------------------- | :--- | :--- | :------- | :------- | | Revenue | $11,857 | $13,227 | $(1,370) | (10.4)% | | Gross (loss) profit | $(1,632) | $626 | $(2,258) | (360.7)% | | Selling, general and administrative expenses | $6,425 | $9,016 | $(2,591) | (28.7)% | | Loss from equity method investments | $(1,139) | $(4,910) | $3,771 | (76.8)% | | Net loss | $(9,738) | $(13,332) | $3,594 | (27.0)% | - Realized spodumene concentrate prices declined by 37.9% to $587 per dmt in Q2 2025, compared to $945 per dmt in Q2 2024, due to a prolonged decline in lithium prices158 - Sales volume of spodumene concentrate increased by 44.3% to approximately 20,200 dmt in Q2 2025157 Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024 Compares the company's financial performance for the six-month periods, detailing changes in revenue, gross profit, and net loss | Metric (in thousands) | 2025 | 2024 | $ Change | % Change | | :-------------------- | :--- | :--- | :------- | :------- | | Revenue | $31,853 | $26,628 | $5,225 | 19.6% | | Gross (loss) profit | $(1,498) | $1,317 | $(2,815) | (213.7)% | | Selling, general and administrative expenses | $13,196 | $17,110 | $(3,914) | (22.9)% | | Loss from equity method investments | $(6,074) | $(10,350) | $4,276 | (41.3)% | | Net loss | $(25,369) | $(36,943) | $11,574 | (31.3)% | - Sales volume of spodumene concentrate increased by 60.0% to approximately 47,200 dmt in the six months ended June 30, 2025170 - Realized spodumene concentrate prices declined by 25.2% to $675 per dmt in the six months ended June 30, 2025, compared to $903 per dmt in the prior year171 - Other expense decreased by 66.6% to $3.9 million, primarily due to the absence of a $17.2 million loss on sale of Sayona Mining shares in the prior year179 Liquidity and Capital Resources Assesses the company's ability to generate and manage cash, including its sources of funds and capital allocation strategies Overview Provides a summary of the company's current liquidity position and capital resources - As of June 30, 2025, principal sources of liquidity included $56.1 million in cash and cash equivalents and a fully-utilized $25.0 million Credit Facility totaling $25.0 million181 - The 2024 Cost Savings Plan, completed in Q4 2024, aimed to reduce annual operating spend by $10.0 million, defer capital spending, and limit investments in affiliates184 Liquidity Outlook Discusses the company's projected cash needs, funding strategies, and ability to meet its financial obligations in the near future - The company believes cash on hand and the Credit Facility will be sufficient to fund operations for the next twelve months, based on the operating plan and 2024 Cost Savings Plan188 - Planned customer shipments of spodumene concentrate for 2025 are 113,000 dmt to 125,000 dmt186 - Full-year 2025 capital expenditures are projected at $3.0 million to $5.0 million, and investments in and advances to affiliates at $13.0 million to $18.0 million, representing substantial decreases from 2024186 - Funding strategies for Carolina Lithium include an ATVM loan from the DOE and a strategic partnering process, with construction not planned until financing is finalized191 - Land option agreements for Carolina Lithium totaling $8.0 million are being evaluated for deferral or cancellation due to current market conditions187 Cash Flows Analyzes the sources and uses of cash from operating, investing, and financing activities over the reporting period | Metric (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change ($) | | :-------------------- | :----------------------------- | :----------------------------- | :--------- | | Net cash used in operating activities | $(21,328) | $(28,781) | $7,453 | | Net cash (used in) provided by investing activities | $(9,085) | $17,334 | $(26,419) | | Net cash used in financing activities | $(1,353) | $(1,305) | $(48) | - The increase in cash used by investing activities was driven by the absence of $49.1 million in net proceeds from the sale of equity interests in Sayona Mining and Atlantic Lithium in the prior year198 Item 3. Quantitative and Qualitative Disclosures About Market Risk There have been no material changes in the company's market risk factors from those disclosed in its Annual Report for the year ended December 31, 2024 Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes in internal control over financial reporting identified for the quarter - Disclosure controls and procedures were effective as of June 30, 2025202 - No material changes in internal control over financial reporting were identified for the quarter ended June 30, 2025203 PART II - Other Information Presents additional information not covered in Part I, including legal proceedings, risk factors, and other disclosures Item 1. Legal Proceedings The company is not currently a party to any material legal proceedings - The Company is not currently a party to any material legal proceedings120 Item 1A. Risk Factors A new risk factor has been identified regarding tariffs and changes in international trade policy, particularly concerning Canadian goods and critical minerals like lithium, which could adversely affect the business. No other material changes in risk factors were reported from the Annual Report - New risk factor identified regarding tariffs and other changes in international trade policy, specifically mentioning a 25% tariff on Canadian goods (10% for critical minerals like lithium) and potential Canadian countermeasures206 - No other material changes in risk factors from the Annual Report for the year ended December 31, 2024207 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds There were no unregistered sales of equity securities or use of proceeds to report during the period - No unregistered sales of equity securities and use of proceeds208 Item 3. Defaults Upon Senior Securities There were no defaults upon senior securities to report during the period - No defaults upon senior securities209 Item 4. Mine Safety Disclosures Mine safety disclosures are not applicable as the company does not currently operate any mines subject to the U.S. Federal Mine Safety and Health Act of 1977 - Not applicable as the Company does not currently operate any mines subject to the U.S. Federal Mine Safety and Health Act of 1977210 Item 5. Other Information The Rule 10b5-1 trading plan adopted by President and CEO Keith Phillips expired during the quarter ended June 30, 2025, with no further transactions under this plan - The Rule 10b5-1 trading plan adopted by President and CEO Keith Phillips expired during the quarter ended June 30, 2025211 Item 6. Exhibits Lists all supplementary documents and certifications filed as part of the financial report Signatures Contains the official signatures of the company's authorized officers, certifying the accuracy of the report
Piedmont Lithium (PLL) - 2025 Q2 - Quarterly Report