Exhibit 99.1
Condensed Consolidated Interim Financial Statements
(Expressed in Canadian dollars - unaudited)
Three months ended September 30, 2023 and 2022
STANDARD LITHIUM LTD.
Condensed Consolidated Interim Statements of Financial Position
As at September 30, 2023 and June 30, 2023
(Expressed in thousands of Canadian Dollars – unaudited)
September 30, | June 30, | |||||
| 2023 |
| 2023 | |||
ASSETS | ||||||
Current assets |
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Cash | $ | | $ | | ||
Receivables |
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Prepaid expenses |
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Non-current assets |
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Reclamation deposit |
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Exploration and evaluation assets (Note 5) |
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Intangible asset (Note 6) |
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Right of use asset |
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Property, plant and equipment (Note 4) | | | ||||
Advances and deposits | | | ||||
Investment in Aqualung Carbon Capture SA (Note 3) | | | ||||
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TOTAL ASSETS | $ | | $ | | ||
LIABILITIES |
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Current liabilities |
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Accounts payable and accrued liabilities | $ | | $ | | ||
Lease liability – short-term |
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Non-current liabilities |
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Lease liability – long-term |
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Decommissioning provision |
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TOTAL LIABILITIES |
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EQUITY |
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Share capital (Note 8) |
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Reserves (Note 8) |
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Deficit |
| ( |
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Accumulated other comprehensive loss |
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TOTAL EQUITY |
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TOTAL LIABILITIES AND EQUITY | $ | | $ | |
Commitments (Notes 5) and Contingencies (Note 11)
Approved by the Board of Directors and authorized for issue on November 7, 2023.
“Robert Cross” | “Claudia D’Orazio” | |
Director | Director |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
STANDARD LITHIUM LTD.
Condensed Consolidated Interim Statements of Comprehensive Income (Loss)
Three months ended September 30, 2023 and 2022
(Expressed in thousands of Canadian Dollars, except share and per share amounts - unaudited)
Three months ended | ||||||
September 30, | September 30, | |||||
| 2023 |
| 2022 | |||
Expenses |
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Demonstration plant operations (Note 7) | $ | | $ | | ||
Share-based payments | | | ||||
Consulting fees | | | ||||
Office and administration | | | ||||
Management and director fees (Note 9) | | | ||||
Professional fees | | | ||||
Salaries and benefits | | — | ||||
Patent | | | ||||
Amortisation of property, plant and equipment (Note 4) | | | ||||
Filing and transfer agent | | | ||||
Amortisation of office leases | | | ||||
Travel | | | ||||
Project investigation | | | ||||
Advertising and investor relations | | | ||||
Amortisation of intangible assets (Note 6) | | | ||||
Foreign exchange gain | ( | ( | ||||
Loss from operations | ( | ( | ||||
Interest and other income | | | ||||
Interest and accretion expense | ( | ( | ||||
Net loss for the period | ( | ( | ||||
Other comprehensive income (loss) | ||||||
Item that may be reclassified subsequently to income or loss: | ||||||
Currency translation differences of foreign operations | | | ||||
Total comprehensive income (loss) | $ | ( | $ | | ||
Weighted average number of common shares outstanding – basic and diluted | | | ||||
Basic and diluted loss per share | ( | ( |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
STANDARD LITHIUM LTD.
Condensed Consolidated Interim Statements of Changes in Equity
Three months ended September 30, 2023 and 2022
(Expressed in thousands of Canadian Dollars, except share amounts - unaudited)
Accumulated | |||||||||||||||||
Number | other | ||||||||||||||||
of | Share | comprehensive | |||||||||||||||
| shares |
| capital |
| Reserves |
| Deficit |
| income |
| Total equity | ||||||
Balance, June 30, 2022 |
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| $ | |
| $ | |
| $ | ( |
| $ | ( |
| $ | |
Share-based payment |
| — | — | | — | — | | ||||||||||
Stock options exercised |
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| ( |
| — |
| — |
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Net loss for the period |
| — |
| — |
| — |
| ( |
| — |
| ( | |||||
Currency translation differences for foreign operations |
| — |
| — |
| — |
| — |
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Balance, September 30, 2022 |
| | $ | | $ | | $ | ( | $ | | $ | | |||||
Balance, June 30, 2023 |
| | $ | | $ | | $ | ( | $ | ( | $ | | |||||
Share-based payment |
| — |
| — |
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| — |
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Share issuance costs |
| — |
| ( |
| — |
| — |
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| ( | |||||
Stock options exercised |
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| ( |
| — |
| — |
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Net loss for the period |
| — |
| — |
| — |
| ( |
| — |
| ( | |||||
Currency translation differences for foreign operations |
| — |
| — |
| — |
| — |
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Balance, September 30, 2023 |
| | $ | | $ | | $ | ( | $ | | $ | |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
STANDARD LITHIUM LTD.
Condensed Consolidated Interim Statements of Cash Flows
Three months ended September 30, 2023 and 2022
(Expressed in thousands of Canadian Dollars - unaudited)
Three months ended | ||||||
September 30, | September 30, | |||||
| 2023 |
| 2022 | |||
Operating activities |
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Net loss | $ | ( | $ | ( | ||
Add items not affecting cash |
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Share-based payments |
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Foreign exchange |
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Amortisation |
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Amortisation – office leases |
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Interest expense |
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Net changes in non-cash working capital items to operations: |
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Receivables |
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Prepaid expenses |
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Advances | | — | ||||
Accounts payable and accrued liabilities |
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Net cash used in operating activities |
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Investing activities |
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Exploration and evaluation assets |
| ( |
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Purchase of land for future South West Arkansas Project plant |
| ( |
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Aqualung Carbon Capture pilot plant development | ( | — | ||||
Demonstration plant (formerly pilot plant) |
| — |
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Net cash used in investing activities |
| ( |
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Financing activities |
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Exercise of options | | | ||||
Lease payments | ( | ( | ||||
Share issuance costs |
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Net cash from financing activities |
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Effect of exchange rates on cash | | | ||||
Net change in cash |
| ( |
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Cash, beginning of period |
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Cash, end of period | $ | | $ | | ||
Non-cash investing activities: | ||||||
Change in current liabilities relating to Exploration and evaluation assets | | ( |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
1. | Nature of Operations |
Standard Lithium Ltd. (the “Company”) was incorporated under the laws of the Province of British Columbia on August 14, 1998 under the name Tango Capital Corp. On April 7, 1999, the Company changed its name to Patriot Capital Corp. and then to Patriot Petroleum Corp. effective March 5, 2002. On December 1, 2016, the Company continued under the Canadian Business Corporations Act and changed its name to Standard Lithium Ltd. The Company’s principal operations are comprised of exploration for and development of lithium brine properties in the United States of America (“USA”).
The address of the Company’s corporate office and principal place of business is Suite 1625, 1075 West Georgia Street, Vancouver, British Columbia, Canada, V6E 3C9. The Company’s shares are listed on the TSX Venture Exchange and NYSE American Stock Exchange under the symbol “SLI” and the Frankfurt Exchange in “S5L”.
2. Basis of Presentation
a)Statement of compliance
The annual consolidated financial statements of the Company, including comparatives, have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Boards (IFRS). The condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (IAS 34).
These condensed consolidated interim financial statements do not include all of the information required of a complete set of consolidated financial statements and are intended to provide users with an update in relation to events and transactions that are significant to an understanding of the changes in financial position and the performance of the Company since the end of its last annual reporting period. It is therefore recommended that these condensed consolidated interim financial statements be read in conjunction with the annual consolidated financial statements of the Company for the year ended June 30, 2023.
b)Basis of consolidation
The consolidated financial statements of the Company include the accounts of the Company and its 100% wholly owned subsidiaries.
3. Investment
Changes in the Company’s Investment in Aqualung during the period ended September 30, 2023 and year ended June 30, 2023 are summarized as follows:
Balance, June 30, 2022 | $ | | |
Effect of change in fair value | | ||
Balance, June 30, 2023 | | ||
Effect of change in fair value |
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Balance, September 30, 2023 | $ | |
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
4. Property, Plant and Equipment
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| Land for | ||||||||
future | |||||||||||||
South | |||||||||||||
Demonstration | Aqualung | West | |||||||||||
plant (formerly | Carbon | Arkansas |
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Leasehold | Furniture | Pilot plant) | Capture | Project |
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Cost | improvements | and fixtures | (Note 7) | pilot plant | plant | Total | |||||||
$ | $ | $ | $ | $ | $ | ||||||||
June 30, 2022 | — |
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Additions | |
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June 30, 2023 | |
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Additions | — |
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Effect of foreign exchange translation | — | — | | | — | | |||||||
September 30, 2023 | |
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Accumulated amortisation |
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June 30, 2022 | — |
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Amortisation | ( |
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Effect of foreign exchange translation | — |
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June 30, 2023 | ( |
| ( | ( |
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Amortisation | ( |
| ( |
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| ( |
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Effect of foreign exchange translation | — |
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September 30, 2023 | ( |
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Net book value |
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June 30, 2022 | — |
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June 30, 2023 | |
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September 30, 2023 | |
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8
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
5.Exploration and Evaluation Assets
Commercial |
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South West | Plant | ||||||||||
California | Arkansas | Evaluation | Texas | ||||||||
Property | Project | (Lanxess 1A) | Properties | Total | |||||||
| $ |
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| $ | $ |
| $ | |||
Acquisition: |
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Balance, June 30, 2022 |
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Option payments |
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Lanxess brine supply costs | — | ( | | — | — | ||||||
Effect of foreign exchange translation |
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Balance, June 30, 2023 |
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Option payments |
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Effect of foreign exchange translation |
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Balance, September 30, 2023 |
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Exploration and Evaluation: | |||||||||||
Balance, June 30, 2022 |
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Exploration costs |
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Lanxess 1A evaluation costs |
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Effect of foreign exchange translation | | | | — | | ||||||
Balance, June 30, 2023 |
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Exploration costs |
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Lanxess 1A evaluation costs |
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Effect of foreign exchange translation | | | | | | ||||||
Balance, September 30, 2023 |
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Balance, June 30, 2023 | | | | | | ||||||
Balance, September 30, 2023 |
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6.Intangible Assets
The carrying value of the intangible assets acquired is as follows:
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| IP Assets |
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| Patents |
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| Total | |
Balance, June 30, 2022 | $ | | $ | — | $ | | |||
Additions | — | | | ||||||
Amortisation | ( | — | ( | ||||||
Balance, June 30, 2023 | | | | ||||||
Amortisation | ( | ( | ( | ||||||
Balance, September 30, 2023 | $ | | $ | | $ | |
9
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
7. | Demonstration Plant (formerly Pilot Plant) |
As at September 30, 2023, and 2022, demonstration plant costs are comprised of the following:
Three months ended | ||||||
September 30, | ||||||
| 2023 |
| 2022 | |||
Internet | $ | | $ | | ||
Personnel |
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Reagents |
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Repairs and maintenance |
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Supplies |
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Testwork |
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Office trailer rental |
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Utilities |
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Vehicle | | — | ||||
Waste disposal & recycling |
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Total Demonstration plant operations costs | $ | | $ | |
8. | Share Capital |
a)Authorized capital
The Company is authorised to issue an unlimited number of common voting shares without nominal or par value.
During the three months ended September 30, 2023, the Company issued a total of
b)Options
The Company has a stock option plan in place under which it is authorized to grant options to officers, directors, employees, consultants and management company employees enabling them to cumulatively acquire up to
10
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
8. | Share Capital - continued |
b)Options - continued
The weighted average fair value at grant date of options granted during the three months ended September 30, 2023 was $
| Q1-2024 |
| FY2023 |
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Expected stock price volatility | | % | | % | |||
Risk-free interest rate |
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Dividend yield |
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Expected life of options |
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Stock price on date of grant | $ | | $ | | |||
Forfeiture rate |
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Stock option transactions are summarized as follows:
Number of | Weighted average | ||||
| options |
| exercise price | ||
Balance at June 30, 2022 |
| | $ | | |
Options exercised |
| ( |
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Options granted |
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Balance at June 30, 2023 |
| | $ | | |
Options exercised |
| ( |
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Options granted |
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Balance at September 30, 2023 |
| | $ | |
11
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
8. | Share Capital - continued |
b)Options - continued
The following table summarizes stock options outstanding and exercisable at September 30, 2023:
Options Outstanding | Options Exercisable | |||||||||
Weighted | Weighted | Weighted | ||||||||
Average | Average | Average | ||||||||
Exercise | Number | Remaining | Exercise | Exercise | ||||||
Price |
| of |
| Contractual Life |
| Price |
| Number |
| Price |
$ |
| Shares |
| (years) |
| $ |
| Exercisable |
| $ |
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(1) | Options expired on September 4, 2023, however, due to black-out of insider share transactions, these options will remain eligible for exercise for a period of |
c) Long-term Incentive Plan
The Company has an equity incentive plan (“Plan”) in accordance with the policies of the TSX whereby, from time to time at the discretion of the Board of Directors, eligible directors, officer and employees are awarded restricted share units (“RSUs”) and performance share units ("PSUs”). The RSUs and PSUs that are subject to the recipient’s deferral right in accordance with the Income Tax Act (Canada) convert automatically into common shares upon vesting. In addition, the Company may issue deferred share units (“DSUs”). DSUs may be redeemed upon retirement or termination from the Company. The plan is a fixed plan pursuant to which the aggregate number of common shares to be issued shall not exceed
12
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
9.Related Party Transactions
Key management personnel are persons responsible for planning, directing and controlling the activities of the entity, and include directors and officers of the Company.
Compensation to key management is comprised of the following:
| September 30, | September 30, | ||||
| 2023 | 2022 | ||||
Management and director fees | $ | | $ | | ||
Benefits | | — | ||||
Share-based payments | |
| — | |||
$ | | $ | |
As at September 30, 2023, there is $
On June 17, 2022, the Company entered into a Master Services Agreement (“the MSA”) with Telescope Innovations Corp. (“Telescope”). Robert Mintak, CEO of the Company and Dr. Andy Robinson, President and COO of the Company are directors of Telescope Innovations Corp. Under the MSA, Telescope provided various research and development (“R&D”) services for the purpose of developing new technologies. The Company funded an initial project for
As at September 30, 2023, there is $
10.Financial Instruments and Financial Risk Management
The Company’s financial assets and liabilities consist of cash, receivables, long-term investments, accounts payable and accrued liabilities. A fair value hierarchy is used to determine the financial instruments’ fair value that are recorded on the consolidated statements of financial position.
The fair value hierarchy has three levels:
Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 – inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly for similar items in active markets. The Company maximizes the use of observable market data and relies on entity-specific estimates at least possible; and
Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).
13
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
10.Financial Instruments and Financial Risk Management – continued
There were
The following table sets forth the Company’s financial assets measured at fair value by level within the fair value hierarchy:
September 30, 2023 |
| Level 1 |
| Level 2 |
| Level 3 |
| Total | ||||
Investment in Aqualung Carbon Capture SA | $ | — | $ | — | $ | | $ | |
June 30, 2023 |
| Level 1 |
| Level 2 |
| Level 3 |
| Total | ||||
Investment in Aqualung Carbon Capture SA | $ | — | $ | — | $ | | $ | |
The Company’s Board of Directors has the overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company’s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and in response to the Company’s activities. Management regularly monitors compliance with the Company’s risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Company.
The Company is exposed to various risks such as interest rate, credit, and liquidity risk. To manage these risks, management determines what activities must be undertaken to minimize potential exposure to risks. The objectives of the Company in managing risk are as follows:
In order to satisfy these objectives, the Company has adopted the following policies:
(i) | Credit risk |
Credit risk is the risk of loss if counterparties do not fulfill their contractual obligations and arises principally from cash deposits. The maximum credit risk is the total of our cash. The Company maintains substantially all of its cash with
14
STANDARD LITHIUM LTD.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(Expressed in thousand of Canadian Dollars, except where indicated and share and per share amounts - unaudited)
10.Financial Instruments and Financial Risk Management – continued
(ii) | Liquidity risk |
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages this risk by careful management of its working capital (current assets less current liabilities) to try to ensure its expenditures will not exceed available resources. At September 30, 2023, the Company has working capital of $
(iii) | Foreign exchange risk |
Currency risk is the risk to the Company’s earnings that arises from fluctuations of foreign exchange rates and the degree of volatility of these rates. The Company does not use derivative instruments to reduce its exposure to foreign currency risk.
| September 30, 2023 |
| June 30, 2023 | |
$ | $ | |||
Cash | | | ||
Accounts payable | ( | ( |
At September 30, 2023, US Dollar amounts were converted at a rate of USD 1.00 to CAD
11. | Contingencies |
On January 27, 2022, a putative securities class action lawsuit was filed against the Company, Robert Mintak and Kara Norman in the United States District Court for the Eastern District of New York, captioned Gloster v. Standard Lithium Ltd., et al., 22-cv-0507 (E.D.N.Y.) (the “Action”). The complaint purports to seek relief on behalf of a class of investors who purchased or otherwise acquired the Company’s publicly traded securities between May 19, 2020 and November 17, 2021, and asserts violations of Section 10(b) of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”) against all defendants and Section 20(a) of the Exchange Act against the individually-named defendants. On April 27, 2022, the court granted Curtis T. Arata’s motion for appointment as lead plaintiff in the Action. Lead plaintiff filed an amended complaint on June 29, 2022, adding Andrew Robinson as a defendant and extending the class period to February 3, 2022. The amended complaint alleges, among other things, that during the proposed class period, defendants misrepresented and/or failed to disclose certain facts regarding the Company’s LiSTR DLE technology and “final product lithium recovery percentage” at its DLE Demonstration Plant in southern Arkansas. The amended complaint seeks various forms of relief, including monetary damages in an unspecified amount. Defendants filed a motion to dismiss the amended complaint on August 10, 2022, which became fully briefed on September 28, 2022. The Company intends to vigorously defend against the Action. As at September 30, 2023, the Company has not recorded any provision associated with this matter, as the outcome is undeterminable at this time.
12. | Subsequent Event |
On October 31, 2023, the Company exercised its option agreement with TETRA Technologies, Inc. to acquire brine production rights for the South West Arkansas Project.
15