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  Title	Lithium Americas Announces $250 Million Strategic Investment from Orion Res
  ID	7511133
  External ID	7603982730
  Author	Wed Mar
  Published Date	March 5, 2025, 10:37 p.m.
  Summary	Lithium Americas Corp. (TSX: LAC) (NYSE: LAC) (“ Lithium Americas ” or the “ Company ”) announced a strategic investment of $250 million from fund entities managed by Orion Resource Partners LP (colle
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  URL	http://sogotradedev.websol.barchart.com/?module=topnews&storyid=31266349
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  Content ID	4816379
  Key	098394dd-305f-49aa-8c38-8427bcd1ed6f
  Content	Lithium Americas Corp. (TSX: LAC) (NYSE: LAC) (“ Lithium Americas ” or the “ Company ”) announced a strategic investment of $250 million from fund entities managed by Orion Resource Partners LP (collectively, “ Orion ”), a leading global investment firm dedicated to metals and materials, which is expected to achieve fully funded status at the project and corporate level for the development and construction of Phase 1 of the Thacker Pass lithium project in Humboldt County, Nevada (“ Thacker Pass ” or the “ Project ”) for the duration of construction. Completion of Thacker Pass Phase 1 is targeted for late 2027. Orion has committed to purchase senior unsecured convertible notes in the aggregate principal amount of $195 million (the “ Notes ”) and enter into a Production Payment Agreement (“ PPA ”) whereby Orion will pay Lithium Americas $25 million in exchange for payments corresponding to the minerals processed and gross revenue generated by Thacker Pass (together, the Notes and PPA represent an aggregate initial investment of $220 million). Orion has committed, subject to the satisfaction of certain conditions precedent, to purchase an additional $30 million in aggregate principal amount Notes within two years (the “ Delayed Draw Notes ”) upon request by the Company. Together, the Notes, PPA and Delayed Draw Notes represent an aggregate $250 million investment for the development and construction of Phase 1 of Thacker Pass. The investment is expected to close the week of March 10, 2025, subject to the satisfaction of certain closing conditions. The investment establishes a long-term partnership with a premier resource investment firm with extensive experience in landmark projects. In addition, Orion has agreed, on a non-binding basis, to evaluate the potential to support up to $500 million of financing for the construction and development of Phase 2 of Thacker Pass. Oskar Lewnowski, Orion's Founder and Group CEO added, “Orion is excited to make this strategic investment in Lithium Americas to support the development of a domestic lithium supply chain to meet the rising demand across industries.” Istvan Zollei, Managing Partner of Orion added, “Thacker Pass is a world-class project, and we are committed to providing investment solutions for metals and materials critical to sustainable economic growth and the energy transition.” The Company expects that the initial $220 million investment will satisfy all remaining requirements from both the U.S. Department of Energy (“ DOE ”) and General Motors Holdings LLC (“ GM ”) to satisfy all remaining equity capital fundraising requirements under the previously announced $2.26 billion loan from the DOE (the “ DOE Loan ”). The investment positions the Company to be fully funded at both the project and corporate level for the duration of construction and provides Lithium Americas with meaningful liquidity post-final investment decision (“ FID ”) to manage its corporate overhead costs and other expenses during construction. First draw on the DOE Loan is expected to occur sometime in the third quarter of 2025. Lithium Americas expects that the strategic investment from Orion will enable it to make an affirmative FID of the Thacker Pass joint venture (“ JV ”) for Phase 1 of Thacker Pass concurrently with the closing of the initial $220 million investment. The FID decision remains subject to certain conditions precedent, including the approval of GM (together with Lithium Americas, the “ JV Partners ”). In the fourth quarter of 2024, the Company issued Bechtel, the Thacker Pass engineering procurement and construction management (“ EPCM ”) contractor, and other major contractors full notice to proceed (“ FNTP ”) to de-risk the project schedule. Completion of Thacker Pass Phase 1 is targeted for late 2027. ORION INVESTMENT DETAILS Orion will purchase $195 million in aggregate principal amount of the Notes and enter into a PPA whereby Orion will pay Lithium Americas $25 million in exchange for payments corresponding to the minerals processed and gross revenue generated by Thacker Pass. The Notes will mature in 2030, and bear an initial conversion price of $3.78 per share, which represents a 43% premium to Lithium Americas' 5-day VWAP on the New York Stock Exchange ending on March 5, 2025. Lithium Americas will initially pay interest on the Notes in-kind or in cash at a rate of 9.875% per annum until the maturity of the Notes. Under the terms of the PPA, Orion will receive fixed payments of $128 per tonne ($152 per tonne assuming draw of the Delayed Draw Notes) of the total lithium processed each year at Thacker Pass for a period of 72 quarters after first production. Orion will receive additional variable payments of 0.96% of total gross revenue (1.14% of total gross revenue assuming draw of the Delayed Draw Notes) for the life of the Project. Both fixed and variable payments will only apply to the first 41,500 tonnes of lithium processed each year and are subject to certain adjustments relating to total Phase 1 project costs. The production payments are also subject to certain adjustments related to the tonnage of battery-grade lithium carbonate equivalent sold. The variable payments are also subject to certain adjustments related to the future price of lithium. Lithium Americas has granted Orion the right to designate an Independent Engineer and an Independent Environmental and Social Consultant to a newly established technical committee of the Company's management team to monitor development. Although Orion has agreed, on a non-binding basis, to evaluate the potential to support up to $500 million of financing for the construction and development of Phase 2 of Thacker Pass, Orion has not committed or otherwise agreed to any such further investment. Orion will consider such investment, including the type of financing and conditions in respect thereof, at the time that the Company is considering financing Phase 2 of Thacker Pass. ADVISORS Evercore Group L.L.C. and Goldman Sachs & Co. LLC are acting as joint lead placement agents for Lithium Americas, and Vinson & Elkins LLP and Cassels Brock & Blackwell LLP are acting as legal counsel to Lithium Americas. Torys LLP and Davis Graham & Stubbs LLP are acting as legal counsel to Orion Resource Partners. ABOUT ORION RESOURCE PARTNERS Orion Resource Partners LP is a global investment firm specializing in the metals and materials critical to sustainable economic growth and the energy transition, with more than $8 billion of assets under management and a team of more than 80 professionals across five global offices. Orion Resource Partners has successfully invested across the metals and materials value chain for over a decade, operating complementary investment strategies spanning the full liquidity spectrum, finding and capturing opportunities driven by the long-term trends of global decarbonization, the constrained supply of critical resources and advancements in industrial technologies. Orion Resource Partners is a signatory to the UN Principles for Responsible Investment (PRI) and requires adherence to the IFC Performance Standards on Environmental and Social Sustainability where appropriate. For more information visit Lithium Americas is committed to responsibly developing the Thacker Pass project located in Humboldt County in northern Nevada, which hosts the largest known measured lithium resource (Measured and Indicated) and reserve (Proven and Probable) in the world. Thacker Pass is owned by a JV between Lithium Americas (holding a 62% interest and is the manager of the Project), and GM (holding a 38% interest). The Company is focused on advancing Thacker Pass Phase 1 toward production, targeting nominal design capacity of 40,000 t/y of battery-quality lithium carbonate. The Company and its EPCM contractor, Bechtel, entered into a National Construction Agreement (Project Labor Agreement) with North America's Building Trades Unions for construction of Thacker Pass. The three-year construction build is expected to create nearly 2,000 direct jobs, including 1,800 skilled contractors. Lithium Americas' shares are listed on the Toronto Stock Exchange and New York Stock Exchange under the symbol LAC. To learn more, visit or follow @LithiumAmericas on social media. QUALIFIED PERSON The scientific and technical information contained in this news release has been derived from the technical report entitled “NI 43-101 Technical Report on the Thacker Pass Project Humboldt County, Nevada, USA,” dated effective December 31, 2024. The disclosure herein has been reviewed and approved by Rene LeBlanc, RM-SME, Vice President, Growth and Product Strategy of the Company, a Qualified Person as defined under National Instrument 43-101. The technical report is available under the Company's profile on SEDAR+ at , and in the S-K 1300 Technical Report which is available under the Company's profile on EDGAR at and both reports are available on the Company's website. ADDITIONAL INFORMATION AND OTHER DISCLAIMERS Readers are cautioned that the foregoing lists of factors are not exhaustive. There can be no assurance that FLI will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. As such, readers are cautioned not to place undue reliance on this information, and that this information may not be appropriate for any other purpose, including investment purposes. The Company's actual results could differ materially from those anticipated in any FLI as a result of the risk factors set out herein and in the Company's filings with securities regulators. The FLI contained in this news release is expressly qualified by these cautionary statements. All FLI in this news release speaks as of the date of this news release. The Company does not undertake any obligation to update or revise any FLI, whether as a result of new information, future events or otherwise, except as required by law. Additional information about these assumptions and risks and uncertainties is contained in the Company's filings with securities regulators, including the Company's most recent Annual Report on Form 20-F and most recent management's discussion and analysis for our most recently completed financial year and, if applicable, interim financial period, which are available on SEDAR+ at and on EDGAR at All FLI contained in this news release is expressly qualified by the risk factors set out in the aforementioned documents. _______________________ Phase 1 is the initial phase of production at Thacker Pass, targeting 40,000 tonnes per year (“ t/y ”) of battery-grade lithium carbonate. Phase 2 is the second phase of production at Thacker Pass, targeting an additional 40,000 t/y of battery-grade lithium carbonate. View source version on businesswire.com: This article contains syndicated content. We have not reviewed, approved, or endorsed the content, and may receive compensation for placement of the content on this site. For more information please view the Barchart Disclosure Policy
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