8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

October 15, 2024

LOOP INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Nevada	001-38301	27-2094706
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

480 Fernand-Poitras

Terrebonne, Quebec, Canada, J6Y 1Y4

(Address of principal executive offices, including zip code)

(450) 951-8555

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	LOOP	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On October 15, 2024, Loop Industries, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter of fiscal year ending February 28, 2025. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01 Regulation FD Disclosure.

To satisfy its obligations under Regulation FD, Loop Industries, Inc. is furnishing an investor presentation, which is separately being provided to investors. The presentation slides will be posted on our web site (http://www.loopindustries.com/en/investors/home). The forward-looking statements disclosure included in the presentation slides is incorporated into this Item 7.01 by reference.

Investors and others should note that we announce material financial information to our investors using our investor relations web site (http://www.loopindustries.com/investors/overview), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media, to communicate with our investors and the public about our company, our services and other issues. It is possible that the information we post on social media could be deemed to be material information. Therefore, we encourage investors, the media, and others interested in our company to review the information we post on the United States social media channels listed on our investor relations web site.

The information contained in this Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release, dated October 15, 2024, announcing financial results for the second quarter of fiscal year ending February 28, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	LOOP INDUSTRIES, INC.
Date: October 15, 2024	By:	/s/ Fady Mansour
		Fady Mansour
		Chief Financial Officer

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EX-99.1

EXHIBIT 99.1

LOOP INDUSTRIES REPORTS SECOND QUARTER FISCAL 2025 RESULTS AND PROVIDES UPDATE ON FINANCING AND COMMERCIALIZATION PLANS

· REED FINANCING EXPECTED TO BE FINALIZED IN NOVEMBER 2024

· CONTINUED PROGRESS TOWARDS GROUNDBREAKING OF INFINITE LOOP™ INDIA MANUFACTURING FACILITY ON SCHEDULE

 

LOOP MANAGEMENT TO HOLD UPDATE CALL AT 8:30 AM ET ON OCTOBER 16, 2024

MONTREAL, QC/ACCESSWIRE/OCTOBER 15, 2024 — Loop Industries, Inc. (Nasdaq: LOOP) (the “Company,” “Loop,” “we,” “us,” or “our”), a clean technology company whose mission is to accelerate a circular plastics economy by manufacturing 100% recycled polyethylene terephthalate (“PET”) plastic and polyester fiber, today reported its consolidated financial results for the second quarter for fiscal year 2025 and provided an update on its financing and commercialization activities.

Financing Update

On July 31, 2024, Reed Management SAS (“Reed”) and Societe Generale announced that Societe Generale has agreed to acquire 75% of Reed and provide funding for Reed initially amounting to €250 million, which can be further increased to €350 million. This transaction, which is subject to customary closing conditions including regulatory approval, would secure Reed’s funding for its planned investments, including the financing package for Loop. We are expecting that the remaining closing conditions will have been addressed, and that the financing will be completed, in November 2024. This is expected to provide the initial tranche of €10 million in a Convertible Preferred Security to be issued by Loop, bearing a 13% PIK dividend rate and 5-year term, with further amounts at future dates.

In order to ensure the Company’s continuing liquidity in the event of unanticipated timing delays in closing the transaction with Reed, Loop’s CEO and an independent director of the Company have committed to provide bridge financing of $2 million if required.

Infinite Loop™ India Update

Loop, in collaboration with its joint venture partner, Ester Industries Ltd. ("Ester"), is steadily advancing the upcoming Infinite Loop™ manufacturing facility in India.

The joint venture hired a leading international engineering firm to conduct a land study to find the optimal location in India for the manufacturing facility, based on several key requirements such as infrastructure, proximity to a seaport for exports, renewable energy for a reduction in CO₂ emissions and close proximity to waste PET and polyester feedstocks. Based on the analysis of the findings, the joint venture has selected the Gujarat province as the location for the facility. The province provides for excellent infrastructure and close proximity to the seaport, the ability to use 100% renewable energy as the primary energy source, and close proximity to the Surat region, which is the main hub for the polyester textile industry in India.

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Today, branded apparel companies are in need of a solution to incorporate new materials made from textile-to-textile recycling into their supply chains and to be able to recycle the textile waste from their manufacturing facilities. The polyester textile industry in India will be supplying the Infinite Loop™ manufacturing facility with most of the waste polyester feedstocks required as its raw material input. Using textile waste as the primary feedstock source will allow for Loop to sell polyester resin made from 100% textile waste to the apparel companies. The ability to offer branded apparel companies a true textile-to-textile recycling solution for polyester will be the driving force for the future of our Indian expansion, as 66% of all PET sold globally goes into textiles in Asia.

The facility will also be producing bottle grade PET resin used in the beverage and packaging industries to our global customer base.  

Financial Results and Expense Breakdown

The Company’s financial results for the quarter ended August 31, 2024 include $4.9 million of total expenses, which includes significant and non-recurring legal expenses incurred for regulatory and other purposes, and project costs related to the deployment of Loop’s technology. Excluding these items, and non-cash expenses, the remaining expenses amount to $2.9 million for the current quarter. The Company projects that the prospective run rate for cash expenses will be approximately $1.0 million per month for the balance of fiscal 2025, excluding project costs.

CEO Comment

Daniel Solomita, Founder and CEO of Loop, commented on the recent updates, saying: “We are excited about progressing towards the conclusion of our financing with Reed, which will be an excellent and fully aligned strategic and financial partner. This partnership will allow Loop to accelerate the deployment of our technology in Europe.

We have reached an important milestone in Loop’s strategic development in India. The selection of the Gujarat province provides Loop with the ability to offer apparel companies with a textile-to-textile solution which is a critical consideration for branded apparel customers. Being in India, and specifically in the Gujarat province, will allow Loop to collaborate with the apparel companies on integrating Loop’s material into their supply chains, which are mainly in Asia today. Low-cost manufacturing in India will also allow Loop to be very competitive on pricing at the same time as supplying brands with high quality PET resin and polyester fiber.

The partnership with Ester will also allow for Loop to implement its strategic plan of deploying capital into low-cost manufacturing countries such as India, and to move to more of a licensing model in higher cost manufacturing countries.”

Corporate Update Call

Senior Management of Loop will host a corporate update call, followed by a question-and-answer session, which can be accessed via the dial-in numbers below. Slides supporting Senior Management’s remarks will be available via the Investors section of Loop’s website at http://loopindustries.com/en/investors/overview.

Date:    Wednesday, October 16, 2024

Time:   8:30 am Eastern Time

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Participant joining details (by Telephone):

Joining by Telephone:

United States (Local): +1 404 975 4839

United States (Toll-Free): +1 833 470 1428

Access Code: 377082

OR

Registration Link: https://www.netroadshow.com/events/login?show=777a392f&confId=72283

- Avoid wait time - Bypass speaking with an operator to join the call

- Receive a Calendar Invitation with call access details including your unique PIN

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Results of Operations

The following table summarizes our operating results for the three-month periods ended August 31, 2024 and 2023, in thousands of U.S. Dollars.

	Three months ended August 31,
	2024			2023			Change favorable / (unfavorable)
Revenue from contracts with customers	$	23		$	54		$	(31	)
Expenses
Research and development
External engineering		651			141			(510	)
Employee compensation		862			1,218			356
Stock-based compensation		131			155			24
Plant and laboratory operating expenses		197			447			250
Tax credits		(49	)		(22	)		27
Other		153			99			(54	)
Total research and development		1,945			2,038			93
General and administrative
Professional fees		1,007			912			(95	)
Employee compensation		585			647			62
Stock-based compensation		231			233			2
Insurance		476			709			233
Other		296			342			46
Total general and administrative		2,595			2,843			248
Depreciation and amortization		129			136			7
Interest and other financial expenses		119			44			(75	)
Interest income		(6	)		(219	)		(213	)
Foreign exchange loss (gain)		80			(38	)		(119	)
Total expenses		4,862			4,804			(58	)
Net loss	$	(4,839	)	$	(4,750	)	$	(88	)

Second Quarter Ended August 31, 2024

Revenues

Revenues for the three-month period ended August 31, 2024 decreased $31 to $23, as compared to $54 for the same period in 2023. The revenues resulted from the delivery of initial volumes to customers of Loop^™ PET resin produced using monomers manufactured at the Terrebonne Facility.

Research and Development

Research and development expense for the three-month period ended August 31, 2024 decreased $93 to $1,945, as compared to $2,038 for the same period in 2023. The decrease was primarily attributable to a $356 decrease in employee compensation, and a $250 decrease in plant and laboratory expenses at our Terrebonne Facility. These decreases were partially offset by a $510 increase in external engineering costs for design work for our Infinite Loop^™ manufacturing process.

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General and administrative expenses

General and administrative expenses for the three-month period ended August 31, 2024 decreased $248 to $2,595, as compared to $2,843 for the same period in 2023. The decrease was primarily attributable to a $233 decrease in insurance expenses which is mainly attributable to a favourable renewal of D&O insurance.

Net Loss

The net loss for the three-month period ended August 31, 2024 increased $88 to $4,839, as compared to $4,750 for the same period in 2023. The increase is primarily due to the $213 decrease in interest income and the $119 increase in foreign exchange, partially offset by the $248 decrease in general and administrative expenses.

Six Months Ended August 31, 2024

The following table summarizes our operating results for the six-month periods ended August 31, 2024 and 2023, in thousands of U.S. Dollars.

	Six months ended August 31,
	2024			2023			Change
Revenue from contracts with customers	$	29		$	81		$	(52	)
Expenses
Research and development
External engineering		1,279			1,297			18
Employee compensation		1,877			2,504			627
Machinery and equipment expenditures		3			1,236			1,233
Stock-based compensation		261			315			54
Plant and laboratory operating expenses		467			916			449
Tax credits		(35	)		(47	)		(12	)
Other		330			307			(23	)
Total research and development		4,182			6,528			2,346
General and administrative
Professional fees		2,262			1,531			(731	)
Employee compensation		1,221			1,285			64
Stock-based compensation		471			428			(43	)
Insurance		968			1,412			444
Other		584			652			68
Total general and administrative		5,506			5,308			(198	)
Depreciation and amortization		266			268			2
Interest and other financial expenses		179			98			(81	)
Interest income		(132	)		(318	)		(186	)
Foreign exchange loss (gain)		56			(52	)		(108	)
Total expenses		10,057			11,832			1,775
Net loss	$	(10,028	)	$	(11,751	)	$	1,723

Revenues

Revenues for the six-month period ended August 31, 2024 decreased $52 to $29, as compared to $81 for the same period in 2023. The revenues resulted from the delivery of initial volumes to customers of Loop™ PET resin produced using monomers manufactured at the Terrebonne Facility.

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Research and Development

Research and development expense for the six-month period ended August 31, 2024 decreased $2,346 to $4,182, as compared to $6,528 for the same period in 2023. The decrease was primarily attributable to a $1,233 decrease in purchases of machinery and equipment for the Terrebonne Facility, a $681 decrease in employee compensation expenses, including stock-based compensation, and a $449 decrease in plant and laboratory expenses to operate our Terrebonne Facility.

General and administrative expenses

General and administrative expenses for the six-month period ended August 31, 2024 increased $198 to $5,506, as compared to $5,308 for the same period in 2023. The increase was primarily attributable to a $731 increase in professional fees, partially offset by a decrease in insurance expenses of $444.

Net Loss

The net loss for the six-month period ended August 31, 2024 decreased $1,723 to $10,028, as compared to $11,751 for the same period in 2023. The decrease is primarily due to the decrease in research and development expenses of $2,346, partially offset by $198 increase in research and development expenses, a $186 decrease in interest income, and a $108 increase in foreign exchange.

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Loop Industries, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(in thousands of U.S. dollars, except per share data)	Three Months Ended						Six Months Ended
	August 31, 2024			August 31, 2023			August 31, 2024			August 31, 2023
Revenue from contracts with customers	$	23		$	54		$	29		$	81
Expenses :
Research and development		1,945			2,038			4,182			6,528
General and administrative		2,595			2,843			5,506			5,308
Depreciation and amortization		129			136			266			268
Total expenses		4,669			5,017			9,954			12,104
Other loss (income) :
Interest and other financial expenses		119			44			179			98
Interest income		(6	)		(219	)		(132	)		(318	)
Foreign exchange loss (gain)		80			(38	)		56			(52	)
Total other loss (income)		193			(213	)		103			(272	)
Net loss		(4,839	)		(4,750	)		(10,028	)		(11,751	)
Other comprehensive loss -
Foreign currency translation adjustment		43			84			(12	)		104
Comprehensive loss	$	(4,796	)	$	(4,666	)	$	(10,040	)	$	(11,647	)
Net loss per share
Basic and diluted	$	(0.10	)	$	(0.10	)	$	(0.21	)	$	(0.25	)
Weighted average common shares outstanding
Basic and diluted		47,573,302			47,521,187			47,554,357			47,518,645

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Loop Industries, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands of U.S. dollars, except per share data)	As at
	August 31, 2024			February 29, 2024
Assets
Current assets
Cash and cash equivalents	$	1,395		$	6,958
Sales tax, tax credits and other receivables		392			351
Inventories		81			102
Prepaid expenses and other deposits		492			577
Total current assets		2,360			7,988
Investment in joint venture		381			381
Property, plant and equipment, net		10,476			10,636
Intangible assets, net		1,786			1,548
Total assets	$	15,003		$	20,553
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable and accrued liabilities	$	4,376		$	2,321
Current portion of long-term debt		393			100
Unearned revenue		101			-
Total current liabilities		4,870			2,421
Due to customer		800			770
Long-term debt		4,499			3,220
Total liabilities		10,169			6,411
Stockholders’ Equity
Series A Preferred stock		-			-
Common stock		5			5
Additional paid-in capital		185,868			171,792
Additional paid-in capital – Warrants		7,041			20,385
Accumulated deficit		(186,998	)		(176,970	)
Accumulated other comprehensive loss		(1,082	)		(1,070	)
Total stockholders’ equity		4,834			14,142
Total liabilities and stockholders’ equity	$	15,003		$	20,553

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Loop Industries, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(in thousands of U.S. dollars)	Six Months Ended August 31,
	2024			2023
Cash Flows from Operating Activities
Net loss	$	(10,028	)	$	(11,751	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		266			268
Stock-based compensation expense		732			743
Accretion expense		57			36
Changes in operating assets and liabilities:
Sales tax and tax credits receivable		(39	)		(114	)
Inventories		21			(175	)
Prepaid expenses		84			510
Accounts payable and accrued liabilities		2,031			(522	)
Customer deposits		-			(12	)
Unearned revenue		101			-
Net cash used in operating activities		(6,775	)		(11,017	)
Cash Flows from Investing Activities
Deposits on equipment		-			(5,065	)
Additions to intangible assets		(325	)		(225	)
Net cash used in investing activities		(325	)		(5,290	)
Cash Flows from Financing Activities
Borrowings under credit facility		1,587			-
Repayment of long-term debt		(50	)		(32	)
Net cash (used) provided by financing activities		1,537			(32	)
Effect of exchange rate changes		-			113
Net decrease in cash		(5,563	)		(16,226	)
Cash, cash equivalents and restricted cash, beginning of period		6,958			30,591
Cash, cash equivalents and restricted cash, end of period	$	1,395		$	14,365

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About Loop Industries

Loop Industries is a technology company whose mission is to accelerate the world’s shift toward sustainable PET plastic and polyester fiber and away from our dependence on fossil fuels. Loop Industries owns patented and proprietary technology that depolymerizes no and low-value waste PET plastic and polyester fiber, including plastic bottles and packaging, carpets and textiles of any color, transparency or condition and even ocean plastics that have been degraded by the sun and salt, to its base building blocks (monomers). The monomers are filtered, purified and polymerized to create virgin-quality Loop™ branded PET resin suitable for use in food-grade packaging and polyester fiber, thus enabling our customers to meet their sustainability objectives. Loop™ PET plastic and polyester fiber can be recycled infinitely without degradation of quality, successfully closing the plastic loop. Loop Industries is contributing to the global movement towards a circular economy by reducing plastic waste and recovering waste plastic for a sustainable future.

Common shares of the Company are listed on the NASDAQ Global Market under the symbol “LOOP.”

For more information, please visit www.loopindustries.com. Follow Loop on Twitter: @loopindustries, Instagram: loopindustries, Facebook: Loop Industries and LinkedIn: Loop Industries

Forward-Looking Statements

This news release contains “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. Such statements may be preceded by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “should,” “could,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or “continue,” the negative of such terms or similar words. These forward-looking statements include, without limitation, statements about our anticipated consummation of the financing transaction with Reed, the expected benefits of our joint venture with Ester, the expected construction by the joint venture of a manufacturing facility in Gujarat Province, India, the expected benefits of the location of such facility, Loop’s market opportunity, its strategies, ability to improve and expand its capabilities, competition, expected activities and expenditures as Loop pursues its business plan, the adequacy of its available cash resources, regulatory compliance, plans for future growth and future operations, the size of Loop’s addressable market, and market trends. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond Loop’s control, and cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with among other things: (i) our ability to commercialize our technology and products, (ii) the status of our relationships with our partners, (iii) development and protection of our intellectual property and products, (iv) industry competition, (v) our need for and ability to obtain additional funding relative to our current and future financial commitments, (vi) our ability to continue as a going concern, (vii) engineering, contracting, and building our manufacturing facilities, (viii) our ability to scale, manufacture, and sell our products in order to generate revenues, (ix) our proposed business model and our ability to execute it, (x) our ability to obtain the necessary approvals or satisfy any closing conditions in respect of any of our proposed partnerships, (xi) our joint venture projects and our ability to recover certain expenditures in connection them, (xii) adverse effects on the Company’s business and operations as a result of increased regulatory, media, or financial reporting scrutiny, practices, rumors, or otherwise, (xiii) public health issues, such as disease epidemics, which may lead to reduced access to capital markets, supply chain disruptions, and government-imposed business closures, (xiv) war, regional tensions, and economic or other conflicts that could impact market stability and our business; (xv) the effect of the continuing worldwide macroeconomic uncertainty and its impacts, including inflation, market volatility and fluctuations in foreign currency exchange and interest rates, (xvi) the outcome of any U.S. Securities and Exchange Commission (“SEC”) investigations or class action litigation filed against us, (xvii) our ability to hire and/or retain qualified employees and consultants, (xviii) other events or circumstances over which we have little or no control, and (xix) other factors discussed in Loop’s Annual Report on Form 10-K for the fiscal year ended February 29, 2024 filed with the SEC and in Loop’s subsequent filings with the SEC. More detailed information about Loop and the risk factors that may affect the realization of forward-looking statements is set forth in Loop’s filings with the SEC. Investors and security holders are urged to read these documents free of charge on the SEC’s web site at http://www.sec.gov. Loop assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise, except as required by law.

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For More Information:

Investor Relations:

Kevin C. O’Dowd, Investor Relations

Loop Industries, Inc.

+1 617-755-4602

kodowd@loopindustries.com

Media Inquiries:

Andrea Kostiuk, VP Marketing & Communications

Loop Industries, Inc.

+1 (450) 951-8555

akostiuk@loopindustries.com

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XML

Cover	Oct. 15, 2024
Cover [Abstract]
Entity Registrant Name	LOOP INDUSTRIES, INC.
Entity Central Index Key	0001504678
Document Type	8-K
Amendment Flag	false
Entity Emerging Growth Company	false
Document Period End Date	Oct. 15, 2024
Entity File Number	001-38301
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	27-2094706
Entity Address Address Line 1	480 Fernand-Poitras
Entity Address Address Line 2	Terrebonne
Entity Address City Or Town	Quebec
Entity Address Postal Zip Code	J6Y 1Y4
City Area Code	450
Local Phone Number	951-8555
Security 12b Title	Common stock, par value $0.0001 per share
Trading Symbol	LOOP
Security Exchange Name	NASDAQ
Entity Address Country	CA
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
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