LITHIUM AMERICAS CORP.
For the period ended Jun 30, 2026. Filed Aug 13, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 13, 2026
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LIQUIDITY AND CAPITAL RESOURCES
The Company has recurring net operational losses (excluding non-cash net gains on financial instruments measured at fair value) and negative operating cash flows and expects to continue operating at an operating loss for the foreseeable future while Thacker Pass Phase 1 is under development. The Company will not generate revenues from operations until after Thacker Pass begins production, with mechanical completion targeted in late 2027 and production ramp-up during 2028.
The Company believes it will have sufficient available liquidity to carry out its business plans, including currently planned development activities at Thacker Pass, for at least the next 12 months. Liquidity includes cash, restricted cash, and available borrowing capacity under the DOE Loan. Beyond 12 months, until the Company generates sufficient operating cash flows, it expects to meet its obligations and fund Thacker Pass development through available cash and restricted cash as well as established financings; however, due to conditions associated with such financings, there can be no assurance the Company will successfully complete all contemplated financing plans. The Company may also engage in capital markets transactions on an opportunistic basis as market conditions permit. The Company does not engage in currency hedging.
At June 30, 2026, the Company had cash of $822.8 million (December 31, 2025 - $568.2 million), restricted cash of $456.4 million (December 31, 2025 - $337.4 million), and working capital (non-GAAP) of $1.0 billion (December 31, 2025 - $734.8 million). DOE Loan advances, cash flows from Thacker Pass, and other amounts received by LN are required to be held in restricted cash accounts owned by LN and managed by a collateral agent, pursuant to the Collateral Agency and Accounts Agreement (as amended, the “Accounts Agreement”) by and among LN, DOE, and Citibank, N.A. as collateral agent (“Collateral Agent”) and depositary bank (“Depositary Bank”). LN must comply with certain reporting and notice requirements to draw upon or deposit amounts in these accounts. DOE Loan advances typically occur quarterly, and the Company draws upon those funds monthly.
The Company has the following sources of liquidity or capital resources, which are also described above in sections Q2 2026 and Subsequent to Q2 2026 Highlights and Material Relationships and Related Agreements.
Debt
On April 1, 2025, the Company closed the Orion Investment for gross proceeds of $220.0 million. Subject to certain conditions, Orion agreed to purchase an additional $30.0 million in Delayed Draw Notes within two years of the Orion Closing Date upon the Company’s request. In October 2025, Orion converted $97.5 million of principal and accrued interest into 25.8 million common shares. At June 30, 2026, the convertible debt principal balance was $116.0 million (December 31, 2025 - $110.5 million), with remaining principal and deferred interest due in April 2030, unless redeemed or converted early.
On October 28, 2024, the Company closed the $2.26 billion DOE Loan under the ATVM Loan Program to finance construction of Phase 1 processing facilities at Thacker Pass. On October 7, 2025, the Company and DOE entered into the OWCA, which reduced the expected total loan amount to $2.23 billion (due to lower estimated capitalized interest of $256.0 million), while principal remained at $1.97 billion. The Company received its initial advance of $435.0 million on October 20, 2025, followed by its second advance of $432.0 million on February 24, 2026, and third advance of $342.0 million on June 3, 2026, with advances totaling $1.209 billion to June 30, 2026. The Company agreed to contribute an additional $120 million to DOE Loan reserve accounts within 12 months of the OWCA. Principal and interest repayments do not commence until January 2029.
On August 5, 2026, the Company entered into the Purchase Agreement for up to $175 million of Yorkville Debentures, of which $150 million will be issued at the initial closing. The Yorkville Debentures will be subordinated to the Notes. See “Yorkville Advisors” above for further discussion.
Joint Venture with GM
On October 15, 2024, the Company and GM entered into the Investment Agreement to establish the JV for funding, developing, constructing, and operating Thacker Pass. As of June 30, 2026, GM has contributed $430.0 million in cash to the JV. In August 2025, GM provided a $195 million letter of credit facility, which bears no interest and matures with the DOE Loan, unless otherwise withdrawn under the Investment Agreement.
At June 30, 2026, the Company's net assets of $1.9 billion included $1.4 billion held in the JV (inclusive of GM's non-controlling interest), of which $1.4 billion was held by LN. The DOE Loan restricts transfers of assets from LN to the Company, including prohibitions on dividend payments, loans, other payments, and transfers of collateral. Exceptions to such restrictions are possible upon satisfaction of certain conditions, including construction milestones. The DOE Loan also requires LN to maintain working capital (non-GAAP) sufficient to cover project-related costs. The JV Transaction documents impose additional restrictions on asset transfers from LN, including transfers of material assets outside the ordinary course or assets exceeding $5.0 million (subject to exceptions for lithium sales in the ordinary course or sales of non-productive assets under $10.0 million).
Equity Offerings
On November 13, 2025, the Company entered into an equity distribution agreement, pursuant to which the Company may sell its common shares, no par value, up to a maximum aggregate offering price of $250.0 million (the “November 2025 ATM Program”). The Company completed the November 2025 ATM Program on January 26, 2026. During the first quarter of 2026, the Company sold 32.5 million common shares at an average price of $5.92 per share, for aggregate net proceeds of $189.7 million after sales agent’s commission and other expenses.
On March 19, 2026, the Company established the March 2026 ATM Program. During Q2 2026, the Company sold 13.0 million common shares at an average price of $5.36 per share for aggregate net proceeds of $68.5 million after sales agent’s commission and other expenses. Subsequent to June 30, 2026, the Company issued and sold 1.1 million common shares at an average price of $3.87 per share pursuant to the March 2026 ATM Program, for net proceeds of $4.2 million after sales agent’s commission and other expenses.
Cash Flow Summary
| For the Six MonthsEnded June 30, | ||
|---|---|---|
| (in US$ millions) | 2026 | 2025 |
| Net cash used in operating activities | $(23.8) | $(49.5) |
| Net cash used in investing activities | (631.6) | (353.5) |
| Net cash provided by financing activities | 1,029.0 | 317.9 |
| Change in cash and restricted cash | 373.6 | (85.1) |
| Cash and restricted cash – beginning of period | 905.6 | 594.2 |
| Cash and restricted cash – end of period | $1,279.2 | $509.1 |
Operating Activities
Net cash used in operating activities in YTD Q2 2026 was $23.8 million, a decrease of $25.7 million from YTD Q2 2025, primarily due to higher interest income of $10.9 million, lower transaction costs of $16.6 million and lower net working capital use (non-GAAP) of $8.5 million, partially offset by higher general and administrative expenses of $11.9 million.
Investing Activities
Net cash used in investing activities in YTD Q2 2026 was $631.6 million, an increase of $278.1 million from YTD Q2 2025, primarily due to higher construction activity and expenditures at Thacker Pass.
Financing Activities
Net cash provided by financing activities in YTD Q2 2026 was $1.0 billion, compared to net cash provided by financing activities of $317.9 million in YTD Q2 2025. YTD Q2 2026 net proceeds received from financing transactions included $189.7 million in net proceeds from the November 2025 ATM Program, $68.5 million in net proceeds from the March 2026 ATM Program, and $774.0 million from DOE Loan advances, partially offset by principal payments for finance lease obligations and financing fees. In YTD Q2 2025, net proceeds received from financing transactions included $211.8 million for the Notes and PPA, $100.0 million contribution from GM to the JV at FID, and $8.5 million in net proceeds from ATM programs, partially offset by principal payments for finance lease obligations and financing fees.
Contractual Obligations
The Company’s contractual obligations, commitments under long-term purchase agreements and other commitments as at June 30, 2026 are disclosed in Notes 4, 7, 8 and 15 to the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2026.
OFF-BALANCE SHEET ARRANGEMENTS
As at June 30, 2026, the Company had no off-balance sheet arrangements that have or are reasonably likely to have a material effect on its financial condition, results of operations, or liquidity.
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