(All amounts in US$ unless otherwise indicated)
VANCOUVER, British Columbia--(BUSINESS WIRE)--$LAC #Nevada--Lithium Americas Corp. (TSX: LAC) (NYSE: LAC) (“Lithium Americas,” “LAC” or the “Company”) announced that it has filed its Quarterly Report on Form 10-Q, which includes the Company’s unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2026 (“Q3 2026”). The Company continues to progress major construction at its Thacker Pass lithium project in Humboldt County, Nevada (“Thacker Pass” or the “Project”), with Phase 11 targeting mechanical completion in late 2027, with ramp-up through 2028.




Jonathan Evans, President and Chief Executive Officer of Lithium Americas, said, “Thacker Pass is one of the largest construction projects in Nevada and is on track to deliver America's largest fully integrated source of domestic battery-quality lithium carbonate. Thacker Pass represents more than a strategic supply chain asset, it is an investment in Nevada workers and local communities, creating meaningful, family-supporting jobs. We are proud to build a lithium operation expected to help secure America’s critical mineral independence, which is key for national security.”
Q3 2026 AND SUBSEQUENT TO Q3 2026 HIGHLIGHTS
| ______________ | ||
1 | See the Company's NI 43-101 technical report dated effective December 31, 2024, "National Instrument 43-101 Technical Report - Thacker Pass Project, Humboldt County, Nevada, USA" for full details. | |
CAPITAL EXPENDITURE AND 2026 CAPEX GUIDANCE
The Company has completed an updated Capex Estimate for Thacker Pass Phase 1 that reflects achieving advanced levels of construction, detailed engineering and procurement and further incorporates external factors, which have arisen following declaration of the final investment decision (“FID”) in April 2025. The updated Capex Estimate of $3.83 billion (including contingency) represents an increase from the prior Capex Estimate of $2.93 billion and reflects:
The Capex Estimate risk profile has been lowered with advanced levels of engineering and procurement completed, all earthworks and geotechnical risks have passed, and all remaining key long-lead equipment is expected to mobilize to site during November 2026. Further, the number of craft workers already on site lowers the risk associated with being able to achieve peak labor requirements by the end of 2026. For the remainder of construction, primary risks include costs associated with attraction and retention of quality craft labor and sustaining planned installation rates.
The Company estimates the incremental funding requirement arising from the Capex Estimate and other assumption changes to be approximately $995 million, summarized as follows:
Pursuant to (a) an omnibus waiver, consent, and amendment to the DOE Loan (the “OWCA 3”) signed on November 10, 2026 and related loan documents, and (b) agreements among DOE, the Company, and GM, it is anticipated the incremental funding requirement will be fully met through, collectively, $650 million in contributions from the Company to the Thacker Pass JV level and, as and when required, $315 million currently credited to certain reserve accounts established and funded under the DOE Loan. In addition, amendments to the DOE Loan documents pursuant to the OWCA 3 will decrease the funding requirement of the Sustaining Capex Reserve Account by approximately $30 million during and after the ramp-up period of the Project. These contributions will result in an increase to the Company’s ownership percentage in the JV.
Peak capital expenditure is expected to be in fiscal year 2026, with the balance of capital expenditure spent throughout 2027 and into 2028 during ramp-up.
As of September 30, 2026, a total of $2.4 billion of construction capital costs and other project-related costs had been capitalized, of which $2.3 billion is part of the total Capex Estimate. The Company is now targeting a total Capex Estimate range of $1.7 billion to $2.0 billion for Thacker Pass Phase 1 for fiscal year 2026.
The table below summarizes capital expenditure in the three and nine months ended September 30, 2026, cumulative capital expenditure to September 30, 2026, as well as the Company’s 2026 capital expenditure guidance (“Capex Guidance”).
(in US$ millions, except as noted) |
| For the Three Months Ended September 30, 2026 |
|
| For the Nine Months Ended September 30, 2026 |
| Fiscal Year 2026 Capex Guidance |
| Cumulative to September 30, 2026 | |||
Thacker Pass Phase 1 construction costs included in the total Capex Estimate 1, 2 |
| $ | 639.6 |
|
| $ | 1,398.7 |
| $1.6 - $1.9 billion |
| $ | 2,261.3 |
Other capitalized development costs for Thacker Pass 3 |
|
| 5.7 |
|
|
| 21.1 |
| 30.0 - 40.0 |
|
| 114.2 |
Capitalized interest, including the Orion Notes 4 and DOE Loan |
|
| 17.2 |
|
|
| 45.1 |
| 55.0 - 65.0 |
|
| 72.1 |
Total |
| $ | 662.5 |
|
| $ | 1,464.9 |
| $1.7 - $2.0 billion |
| $ | 2,447.6 |
| 1 | Thacker Pass Phase 1 construction costs cumulative to September 30, 2026 and those estimated for fiscal year 2026, do not include $19.5 million and $8.0 million, respectively, of community contributions that are required to be expensed under U.S. GAAP, though these were included in the Capex Estimate. | |
| 2 | Thacker Pass Phase 1 construction costs cumulative to September 30, 2026, and those estimated for fiscal year 2026, includes actual tariffs incurred through September 30, 2026. Thacker Pass Phase 1 construction costs estimate for fiscal year 2026 also includes estimated tariff exposure, primarily for equipment and construction materials sourced from Canada, China, India, UAE, Turkey and the European Union. The Company continues to closely monitor potential tariff exposure; however, changes in tariffs and trade restrictions can be announced with little or no advance notice. Thacker Pass Phase 1 construction costs estimate for fiscal year 2026 also include an estimate for the movement in the balance of prepaid construction costs and deposits on long-lead equipment during 2026, both of which are excluded from cumulative construction costs until the goods and services have been received at Thacker Pass. | |
3 | Other capitalized development costs are required to be capitalized under U.S. GAAP, though these were not included in the Capex Estimate. | |
4 | Fund entities managed by Orion Resource Partners LP (collectively “Orion”) purchased $195.0 million in aggregate principal amount of senior unsecured convertible notes (the “Orion Notes”). |
RESULTS OF OPERATIONS
The selected consolidated financial information set out below has been derived from the Company's audited consolidated annual financial statements for the year ended December 31, 2025 (“FY 2025”) and unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2026 (“Q3 2026”) and should be read in conjunction with those consolidated financial statements and the related notes thereto.
The Nine Months Ended September 30, 2026 Compared with the Nine Months Ended September 30, 2025
The following table provides a summary of the Company’s unaudited Condensed Consolidated Interim Statements of Income (Loss) for the nine months ended September 30, 2026 (“YTD Q3 2026”) compared with the nine months ended September 30, 2025 (“YTD Q3 2025”).
|
|
For the Nine Months
|
|
|
|
| ||||||
(in US$ millions except for per share amounts) |
| 2026 |
|
| 2025 |
|
| Change |
| |||
Net income (loss) |
| $ | 96.4 |
|
| $ | (223.9 | ) |
| $ | 320.3 |
|
Net income (loss) attributable to LAC stockholders |
|
| 76.4 |
|
|
| (220.8 | ) |
|
| 297.2 |
|
Net income (loss) per share – basic - attributable to common stockholders |
|
| 0.21 |
|
|
| (0.98 | ) |
|
| 1.19 |
|
Net loss per share - diluted - attributable to common stockholders |
|
| (0.13 | ) |
|
| (0.98 | ) |
|
| 0.85 |
|
|
|
|
|
|
|
|
|
|
| |||
Net income (loss) comprised of: |
|
|
|
|
|
|
|
|
| |||
General and administrative expenses |
| $ | (35.5 | ) |
| $ | (24.1 | ) |
| $ | (11.4 | ) |
Transaction costs |
|
| (8.3 | ) |
|
| (18.3 | ) |
|
| 10.0 |
|
Gain (loss) on financial instruments measured at fair value: |
|
|
|
|
|
|
|
|
| |||
Gain on LAC Warrant and JV Warrant obligations |
|
| 58.5 |
|
|
| - |
|
|
| 58.5 |
|
Gain (loss) on convertible debt and conversion feature |
|
| 59.3 |
|
|
| (187.1 | ) |
|
| 246.4 |
|
Gain on convertible debt measured at fair value |
|
| 5.2 |
|
|
| - |
|
|
| 5.2 |
|
Gain (loss) on financial instruments measured at fair value |
|
| (4.8 | ) |
|
| 1.2 |
|
|
| (6.0 | ) |
Other income |
|
| 21.9 |
|
|
| 4.3 |
|
|
| 17.6 |
|
General and administrative expenses increased to $35.5 million in YTD Q3 2026 (YTD Q3 2025 - $24.1 million) due to increased hiring, share-based compensation, community investment, and regulatory and professional fees supporting expanded operations.
Transaction costs decreased to $8.3 million in YTD Q3 2026 (YTD Q3 2025 - $18.3 million). YTD Q3 2026 costs primarily related to advisory and professional fees for the Yorkville Debentures issuance in August 2026 and for the warrants the Company issued to the DOE to purchase up to 18,268,687 common shares (“LAC Warrant”) and the warrants the JV issued to the DOE to purchase 8,656,509,695 non-voting units of the JV (“JV Warrant”) on January 30, 2026 (the “Issuance Date”), while YTD Q3 2025 costs primarily related to the Orion Investment (“Orion Investment”) and advisory fees due upon achieving FID for Thacker Pass Phase 1.
The LAC Warrant and the JV Warrant were initially recognized as financial liabilities on October 7, 2025. A $5.0 million loss on change in fair value of the LAC Warrant was recognized in YTD Q3 2026 (YTD Q3 2025 - $nil), primarily reflecting the increase in the Company’s share price from $4.36 on December 31, 2025 to $4.87 on January 30, 2026, when the LAC Warrant was issued and reclassified to equity. A $63.5 million gain on change in fair value of the JV Warrant, including obligations under the Put, Call and Exchange Agreement, was recognized in YTD Q3 2026 (YTD Q3 2025 - $nil), primarily reflecting the decrease in share price from $4.36 on December 31, 2025 to $2.63 on September 30, 2026.
A $59.3 million gain on change in fair value of the embedded derivative associated with the Orion Notes (the “Embedded Derivative”) was recognized in YTD Q3 2026, primarily reflecting the decrease in the Company’s share price from $4.36 at December 31, 2025 to $2.63 at September 30, 2026. A $187.1 million loss on change in fair value of the Embedded Derivative was recognized in YTD Q3 2025, primarily reflecting the increase in the Company’s share price from $2.76 at April 1, 2025 to $5.71 at September 30, 2025.
A $5.2 million gain on change in fair value of the Yorkville Debentures was recognized in YTD Q3 2026 (YTD Q3 2025 - $nil), primarily reflecting the decrease in the Company’s share price from $3.43 at issuance on August 13, 2026 to $2.63 at September 30, 2026.
A $4.8 million loss on financial instruments measured at fair value was recognized in YTD Q3 2026 (YTD Q3 2025 - $1.2 million gain), primarily consisting of a $4.5 million loss on change in fair value of the Company’s investment in Ascend Elements, Inc. (“Ascend Elements”) (YTD Q3 2025 - $1.4 million gain). During YTD Q3 2026, the Company determined the fair value of the Ascend Elements investment was $nil based on public disclosures indicating significant uncertainty regarding recovery.
Other income for YTD Q3 2026 increased to $21.9 million (YTD Q3 2025 - $4.3 million), primarily due to higher interest income from increased balances in interest-generating bank accounts, driven largely by proceeds from the Company’s ATM programs.
The Three Months Ended September 30, 2026 compared with the Three Months Ended September 30, 2025
The following table provides a summary of the Company’s Condensed Consolidated Interim Statements of Income (Loss) for Q3 2026 compared with the three months ended September 30, 2025 (“Q3 2025”).
|
|
For the Three Months
|
|
|
|
| ||||||
(in US$ millions except for per share amounts) |
| 2026 |
|
| 2025 |
|
| Change |
| |||
Net income (loss) |
| $ | 90.1 |
|
| $ | (199.2 | ) |
| $ | 289.3 |
|
Net income (loss) attributable to LAC stockholders |
|
| 74.7 |
|
|
| (197.7 | ) |
|
| 272.4 |
|
Net income (loss) per share – basic - attributable to common stockholders |
|
| 0.19 |
|
|
| (0.83 | ) |
|
| 1.02 |
|
Net loss per share – diluted - attributable to common stockholders |
|
| (0.05 | ) |
|
| (0.83 | ) |
|
| 0.78 |
|
|
|
|
|
|
|
|
|
|
| |||
Net income (loss) comprised of: |
|
|
|
|
|
|
|
|
| |||
General and administrative expenses |
| $ | (9.3 | ) |
| $ | (9.7 | ) |
| $ | 0.4 |
|
Transaction costs |
|
| (7.3 | ) |
|
| (0.6 | ) |
|
| (6.7 | ) |
Gain (loss) on financial instruments measured at fair value: |
|
|
|
|
|
|
|
|
| |||
Gain on JV Warrant obligation |
|
| 53.6 |
|
|
| - |
|
|
| 53.6 |
|
Gain (loss) on convertible debt and conversion feature |
|
| 39.3 |
|
|
| (193.8 | ) |
|
| 233.1 |
|
Gain on convertible debt measured at fair value |
|
| 5.2 |
|
|
| - |
|
|
| 5.2 |
|
Gain (loss) on financial instruments measured at fair value |
|
| (0.1 | ) |
|
| 3.4 |
|
|
| (3.5 | ) |
Other income |
|
| 8.5 |
|
|
| 1.6 |
|
|
| 6.9 |
|
Transaction costs increased to $7.3 million in Q3 2026 (Q3 2025 - $0.6 million). Q3 2026 costs primarily related to advisory and professional fees for the issuance of the Yorkville Debentures.
The JV Warrant was initially recognized as a financial liability on October 7, 2025. A $53.6 million gain on change in fair value of the JV Warrant, including obligations under the Put, Call and Exchange Agreement, was recognized in Q3 2026 (Q3 2025 - $nil), primarily reflecting the decrease in the Company’s share price from $3.85 on June 30, 2026 to $2.63 on September 30, 2026.
A $39.3 million gain on change in fair value of the Embedded Derivative was recognized in Q3 2026, primarily reflecting the decrease in the Company’s share price from $3.85 at June 30, 2026 to $2.63 at September 30, 2026. A $193.8 million loss on change in fair value of the Embedded Derivative was recognized in Q3 2025, primarily reflecting the increase in the Company’s share price from $2.68 at June 30, 2025 to $5.71 at September 30, 2025.
A $5.2 million gain on change in fair value of the Yorkville Debentures was recognized in Q3 2026 (Q3 2025 - $nil), primarily reflecting the decrease in the Company’s share price from $3.43 at issuance on August 13, 2026 to $2.63 at September 30, 2026.
Other income increased to $8.5 million in Q3 2026 (Q3 2025 - $1.6 million), primarily due to higher interest income from increased balances in interest-generating bank accounts, driven largely by proceeds from the Company’s ATM programs.
Selected financial position information
(in US$ millions) |
|
September 30,
|
|
|
December 31,
|
|
| Change |
| |||
Cash and restricted cash |
| $ | 1,258.7 |
|
| $ | 905.6 |
|
| $ | 353.1 |
|
Mineral properties, plant and equipment, net |
|
| 2,569.9 |
|
|
| 1,344.0 |
|
|
| 1,225.9 |
|
Total assets |
|
| 3,945.8 |
|
|
| 2,579.0 |
|
|
| 1,366.8 |
|
Total liabilities |
|
| 1,853.2 |
|
|
| 992.4 |
|
|
| 860.8 |
|
At September 30, 2026, total assets increased by $1.4 billion from December 31, 2025, driven primarily by a $353.1 million increase in cash and restricted cash and a $1.226 billion net increase in mineral properties, plant and equipment, partially offset by a $205.8 million decrease in deferred financing costs.
INVESTOR CONTACT
Virginia Morgan
Vice President, Investor Relations and ESG
+1-778-726-4070
ir@lithiumamericas.com
| 7 hours | |
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