UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________

FORM 10-K/A

(Amendment No.1)

________________________

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2023

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from      to        .

Commission file number 001-40733

________________________

Li-Cycle Holdings Corp.

(Exact Name of Registrant as Specified in Its Charter)

________________________

Province of Ontario, Canada	Not Applicable
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

207 Queens Quay West, Suite 590, Toronto, ON, M5J 1A7, Canada

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (877) 542-9253

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 shares, without par value	LICY	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  o  No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  o  No x

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  x  No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  x  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	o
		Emerging growth company	o

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. o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. x

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. o

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes o No x

The aggregate market value of the registrant's common shares held by non-affiliates, based on the closing sale price as reported by the New York Stock Exchange on June 30, 2023, the last business day of the registrant’s most recently completed fiscal quarter, was approximately $780.8 million. Common

shares beneficially owned by each executive officer, director and holder of more than 10% of common stock have been excluded in that such persons may be deemed to be affiliates.

As of February 29, 2024, the registrant had 179,047,118 common shares outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

None.

EXPLANATORY NOTE

Li-Cycle Holdings Corp. (the “Company”) is filing this Amendment No. 1 (“Amendment No. 1”) to the Annual Report on Form 10-K for the year ended December 31, 2023 (the “Original Form 10-K”) to make the following changes: (1) correct the aggregate market value of the Company’s common shares held by non-affiliates as of the last business day of the Company’s most recently completed second fiscal quarter on the cover page of the Original Form 10-K, (2) update “Item 8. Financial Statements and Supplementary Data” of the Original Form 10-K in order to add unaudited supplementary financial information required by Item 302 of Regulation S-K as a result of the Company’s material retrospective change to its statement of comprehensive income for past periods due to the transition from International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”) to U.S. generally accepted accounting principles (“U.S. GAAP”) in connection with the Company’s transition to being a “U.S. domestic issuer” and (3) correct the numbering of certain management contracts in the exhibit index in “Item 15. Exhibits and Financial Statement Schedules” of the Original Form 10-K.

Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934 (the “Exchange Act”), this Amendment No. 1 also includes as exhibits the certifications of the Principal Executive Officer and Principal Financial Officer of the Company pursuant to Section 302 and 906 of the Sarbanes-Oxley Act of 2002.

This Amendment No. 1 speaks as of March 15, 2024 (the “Original Filing Date”), the filing date of the Original Form 10-K. Except as described above, no changes have been made to the Original Form 10-K, and this Amendment No. 1 does not modify, amend or update the financial or other information contained in the Original Form 10-K. This Amendment No. 1 does not reflect any events that have occurred on or after the Original Filing Date. Among other things, the Company has not revised forward-looking statements made in the Original Form 10-K to reflect events that occurred or facts that became known to the Company after the Original Filing Date. Therefore, this Amendment No. 1 should be read in conjunction with the Original Form 10-K and any other documents that the Company has filed with the Securities and Exchange Commission (the “SEC”) on or after the Original Filing Date.

Part II

ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID 85)

Report of Independent Registered Public Accounting Firm (PCAOB ID 1208)

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Li-Cycle Holdings Corp.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Li-Cycle Holdings Corp. and subsidiaries (the Company) as of December 31, 2023, December 31, 2022 and October 31, 2022, the related consolidated statements of operations and comprehensive income (loss), consolidated statement of equity, and cash flows for the year ended December 31, 2023, the two-month period ended December 31, 2022, and the year ended October 31, 2022, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023, December 31, 2022 and October 31, 2022, and the results of its operations and its cash flows for the year ended December 31, 2023, the two-month period ended December 31, 2022, and the year ended October 31, 2022, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated March 15, 2024 expressed an adverse opinion on the effectiveness of the Company’s internal control over financial reporting.

Going Concern

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1(iii) to the consolidated financial statements, the Company has suffered recurring losses from operations since inception, continued cash outflows from operating activities and paused it’s construction of the Rochester Hub project, that raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 1(iii). The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Evaluation of revenue recognized from the sale of products

As discussed in Note 3 to the consolidated financial statements, product revenue from Black Mass & Equivalents and shredded metal, and the related trade accounts receivables, are measured at initial recognition using provisional prices for the constituent metals on initial recognition and any unsettled sales are remeasured at the end of each reporting period using the market prices of the constituent metals. As discussed in Note 2 to the consolidated financial statements, the final consideration for Black Mass & Equivalents and shredded metal sales is based on the mathematical product of: (i) market prices of certain constituent metals at the date of settlement, (ii) product weight, and (iii) final assay results. As discussed in Note 3 to the consolidated financial statements, the Company reported product sales revenue of $12.6 million for the year ended December 31, 2023, and $5.8 million for the 2 months ended December 31, 2022.

We identified the evaluation of revenue recognized from the sale of products as a critical audit matter. The evaluation of revenue recognized from the sale of products required a high degree of audit effort and judgment due to the complexity of the revenue recognition process, as a result of the nature of the contracts with the customers and the key inputs used for determining revenue from the sale of products.

The following are the primary procedures we performed to address this critical audit matter. We assessed the appropriateness of the Company’s revenue recognition policy by reading the contracts with the Company’s customers. We confirmed the pricing terms used for determining the amount of product revenue from the sale of products with certain customers. We tested market prices of certain constituent metals for a sample of revenue transactions by comparing the market prices per the Company’s sales invoices to publicly available market price information for the constituent metals. We tested product weight for a sample of revenue transactions by comparing product weight per sales invoices to shipping documents. We tested assay results for a sample of revenue transactions by comparing assay results per sales invoices to confirmation received directly from management’s expert used to provide assay results.

Evaluation of long-lived asset impairment

As discussed in Note 2 to the consolidated financial statements, the Company reviews long-lived assets such as plant and equipment, intangible assets with finite useful lives and ROU assets for impairment whenever events or changes in circumstances indicate that the carrying value of the asset or asset group may not be recoverable. The long-lived asset impairment test requires the Company to identify its asset groups and test impairment of each asset group separately. As of the year ended December 31, 2023, the Company had two separate asset groups: its integrated Spoke and future Hub network in North America, and the EMEA Spoke network. The Company’s determination of its asset groups, its primary asset and its remaining useful life, estimated cash flows, cost to complete the assets under construction and timing of the completion are significant factors in assessing the recoverability of the Company’s assets for the purposes of long-lived asset impairment testing. The determination of the future net undiscounted cash flows used in the recoverability test required significant judgments and estimates. For the year ended December 31, 2023, the Company has not experienced impairment losses on its long-lived assets on the basis that the net undiscounted cash flows for the asset groups exceed their carrying values.

We identified the evaluation of long-lived asset impairment as a critical audit matter. A high degree of audit effort and judgment was required to evaluate the Company’s long-lived asset impairment assessment due to the degree of estimation uncertainty and judgment involved in determining the estimated useful life of the primary asset and the estimated cashflows from the sale of products. This included the assessment of assumptions over the recycling capacity utilization, pricing and operating margins which were used in determining the

undiscounted cashflows. Changes to these assumptions could have had a significant impact on the Company's determination of the undiscounted cashflows used in the recoverability test for its asset groups.

The following are the primary procedures we performed to address this critical audit matter. We assessed the determination of the estimated useful life of the primary asset by considering the Company’s business plan and comparing to publicly available information on useful life of similar assets. We assessed the recycling capacity utilization by comparing the forecast utilization rate to publicly available information for similar assets and inspecting contracts with raw materials suppliers. We compared the forecast metal prices to publicly available forward curves for the relevant metal. We assessed the Company’s forecast operating margins by comparing raw material costs to contracts with suppliers and unit cost of raw materials to publicly available forward curves for metals and by comparing other variable and fixed conversion costs to historical conversion costs and forecast recycling capacity utilization. We performed sensitivity analysis over the key assumptions used in performing the recoverability test to assess the impact of changes in those assumptions.

/s/ KPMG LLP

We have served as the Company’s auditor since 2022.

Vaughan, Canada

March 15, 2024

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors

Li-Cycle Holdings Corp.:

Opinion on Internal Control Over Financial Reporting

We have audited Li-Cycle Holdings Corp.’s and subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, because of the effect of the material weaknesses, described below, on the achievement of the objectives of the control criteria, the Company has not maintained effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023, December 31, 2022 and October 31, 2022, the related consolidated statements of operations and comprehensive income (loss), stockholders’ equity, and cash flows for the year ended December 31, 2023, two month period ended December 31, 2022 and year ended October 31, 2022, and the related notes (collectively, the consolidated financial statements), and our report dated March 15, 2024 expressed an unqualified opinion on those consolidated financial statements.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Material weaknesses related to the following have been identified and included in management’s assessment.

•an ineffective control environment due to insufficient number of experienced personnel with the appropriate technical training to allow for a detailed review of transactions that would identify errors in a timely manner.

•an ineffective risk assessment process to identify all relevant risks of material misstatement and to evaluate the implications of relevant risks on its ICFR, resulting from the insufficient number of experienced personnel described above.

•an ineffective information and communication processes, related to insufficient communication of internal control information and the operating ineffectiveness of its general IT controls to ensure the quality and timeliness of information used in control activities, including related to service organizations.

•ineffective process-level and financial statement close control activities primarily due to a lack of sufficient documentation to provide evidence of operating effectiveness of controls.

The material weaknesses were considered in determining the nature, timing, and extent of audit tests applied in our audit of the 2023 consolidated financial statements, and this report does not affect our report on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Item 9A. Controls and Procedures subheader “Management’s Report on Internal Control over Financial Reporting” found in the 10-K. Our responsibility is to express an opinion on the Company’s internal control over

financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Vaughan, Canada

March 15, 2024

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Li-Cycle Holdings Corp.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet of Li-Cycle Holdings Corp. and subsidiaries (the "Company") as of October 31, 2021, the related consolidated statements of operations and comprehensive loss, equity, and cash flows, for the year ended October 31, 2021, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of October 31, 2021, and the results of its operations and its cash flows for the year ended October 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1(iii) to the financial statements, the Company has suffered recurring losses from operations since inception and continued cash outflows from operating activities, that raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 1(iii). The financial statements do not include any adjustments that might result from the outcome of this uncertainty. We have not audited any financial statements of the Company for any period subsequent to October 31, 2021, nor have we performed a review of interim financial statements in conformity with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB).

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB and in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

/s/ Deloitte LLP

Chartered Professional Accountants

Licensed Public Accountants

Toronto, Canada

February 1, 2024

We began serving as the Company’s auditor in 2019. In 2022, we became the predecessor auditor.

Li-Cycle Holdings Corp.
Consolidated statements of operations and comprehensive income (loss)
All dollar amounts presented are expressed in millions of US dollars except share and per share amounts
	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Revenue
Product revenue	$	12.6	$	5.8	$	12.1	$	6.9
Recycling service revenue	5.7		0.1		1.3		0.4
Total revenue	18.3		5.9		13.4		7.3
Cost of sales
Cost of sales - Product revenue	(80.0)		(10.8)		(48.4)		(13.3)
Cost of sales - Recycling service revenue	(1.8)		—		—		—
Total cost of sales	(81.8)		(10.8)		(48.4)		(13.3)
Selling, general and administrative expense	(93.4)		(14.7)		(74.9)		(22.7)
Research and development	(5.7)		(0.7)		(2.4)		(3.4)
Loss from operations	$	(162.6)	$	(20.3)	$	(112.3)	$	(32.1)
Other income (expense)
Interest income	12.7		3.5		7.0		0.1
Interest expense	(7.6)		(2.2)		(12.5)		(2.6)
Foreign exchange loss	(2.5)		(0.8)		—		(0.7)
Fair value gain (loss) on financial instruments	22.1		21.4		67.5		(35.2)
	$	24.7	$	21.9	$	62.0	$	(38.4)
Net (loss) income before taxes	$	(137.9)	$	1.6	$	(50.3)	$	(70.5)
Income tax	(0.1)		—		—		—
Net (loss) income and comprehensive (loss) income	$	(138.0)	$	1.6	$	(50.3)	$	(70.5)
(Loss) earnings per common share - basic and diluted	$	(0.78)	$	0.01	$	(0.29)	$	(0.64)

The accompanying notes are an integral part of the consolidated financial statements.

Li-Cycle Holdings Corp.
Consolidated balance sheets
All dollar amounts presented are expressed in millions of US dollars except share and per share amounts
	December 31,		December 31,		October 31,		October 31,
	2023		2022		2022		2021
Assets
Current assets
Cash and cash equivalents	$	70.6	$	517.9	$	578.3	$	596.9
Restricted cash	9.7		—		—		—
Accounts receivable (net of allowance for credit losses of $0)	1.0		4.3		1.5		4.1
Other receivables	1.9		9.8		7.7		0.9
Prepayments, deposits and other current assets	56.2		95.2		85.8		8.6
Inventories, net	9.6		7.7		7.5		1.2
Total current assets	149.0		634.9		680.8		611.7
Non-current assets
Property, plant and equipment, net	668.8		210.0		150.2		26.4
Operating lease right-of-use assets	56.4		43.2		42.6		18.6
Finance lease right-of-use assets	2.2		—		—		—
Other assets	9.6		4.6		3.9		—
	737.0		257.8		196.7		45.0
Total assets	$	886.0	$	892.7	$	877.5	$	656.7
Liabilities
Current liabilities
Accounts payable	$	76.4	$	20.1	$	12.6	$	9.4
Accrued liabilities	75.7		51.8		33.8		9.4
Deferred revenue	0.2		—		—		—
Operating lease liabilities	4.4		4.3		3.9		1.8
Total current liabilities	156.7		76.2		50.3		20.6
Non-current liabilities
Operating lease liabilities	56.2		41.7		40.5		18.7
Finance lease liabilities	2.3		—		—		—
Deferred revenue	5.3		—		—		—
Convertible debt	288.1		272.8		288.5		100.9
Warrants	—		—		—		82.1
Asset retirement obligations	1.0		0.4		0.4		0.4
	352.9		314.9		329.4		202.1
Total liabilities	$	509.6	$	391.1	$	379.7	$	222.7
Commitments and Contingencies (Note 23)
Equity
Common stock and additional paid-in capital Authorized unlimited shares, Issued and outstanding - 178.2 million shares (176.1 million, 176.0 million, 163.3 million shares at December 31, 2022, October 31, 2022 and 2021, respectively)	648.3		635.3		633.1		519.3
Accumulated deficit	(271.6)		(133.6)		(135.2)		(85.0)
Accumulated other comprehensive loss	(0.3)		(0.3)		(0.3)		(0.3)
Non-controlling interest	—		0.2		0.2		—
Total equity	376.4		501.6		497.8		434.0
Total liabilities and equity	$	886.0	$	892.7	$	877.5	$	656.7

    

The accompanying notes are an integral part of the consolidated financial statements.

Li-Cycle Holdings Corp.
Consolidated statements of equity
All dollar amounts presented are expressed in millions of US dollars except share and per share amounts
	Number of common shares1	Common stock and additional paid-in capital		Accumulated deficit		Accumulated other comprehensive loss		Equity attributable to the shareholders of Li-Cycle Holdings Corp.		Non-controlling interest		Total
Balance, November 1, 2020	83.4	$	16.3	$	(14.5)	$	(0.3)	$	1.5	$	—	$	1.5
Series C Class A shares issued in private placement	11.2	21.6		—		—		21.6		—		21.6
Shares issued for non-cash costs	0.5	—		—		—		—		—		—
Issuance of shares through Business Combination	65.7	477.0		—		—		477.0		—		477.0
Settlement of RSUs	0.4	0.8		—		—		0.8		—		0.8
Exercise of stock options	2.1	0.2		—		—		0.2		—		0.2
Stock-based compensation - RSUs	—	0.7		—		—		0.7		—		0.7
Stock-based compensation - options	—	2.7		—		—		2.7		—		2.7
Net loss and comprehensive loss	—	—		(70.5)		—		(70.5)		—		(70.5)
Balance, October 31, 2021	163.3	519.3		(85.0)		(0.3)		434.0		—		434.0
Settlement of RSUs	0.3	—		—		—		—		—		—
Exercise of stock options	1.4	—		—		—		—		—		—
Exercise of warrants	5.7	46.0		—		—		46.0		—		46.0
Issuance of shares to LGES and LGC	5.3	49.7		—		—		49.7		—		49.7
Stock-based compensation - RSUs	—	11.5		—		—		11.5		—		11.5
Stock-based compensation - options	—	6.6		—		—		6.6		—		6.6
Non-controlling interest in subsidiary	—	—		—		—		—		0.3		0.3
Net loss and comprehensive loss	—	—		(50.2)		—		(50.2)		(0.1)		(50.3)
Balance, October 31, 2022	176.0	633.1		(135.2)		(0.3)		497.6		0.2		497.8
Settlement of RSUs	—	—		—		—		—		—		—
Exercise of stock options	0.1	—		—		—		—		—		—
Stock-based compensation - RSUs	—	1.6		—		—		1.6		—		1.6
Stock-based compensation - options	—	0.6		—		—		0.6		—		0.6
Net income and comprehensive income	—	—		1.6		—		1.6		—		1.6
Balance, December 31, 2022	176.1	635.3		(133.6)		(0.3)		501.4		0.2		501.6
Settlement of RSUs	0.8	—		—		—		—		—		—
Exercise of stock options	1.3	—		—		—		—		—		—
Stock-based compensation - RSUs	—	9.8		—		—		9.8		—		9.8
Stock-based compensation - options	—	3.6		—		—		3.6		—		3.6
Payment to the holders of non-controlling interest in subsidiary	—	(0.4)		—		—		(0.4)		(0.2)		(0.6)
Net loss and comprehensive loss	—	—		(138.0)		—		(138.0)		—		(138.0)
Balance, December 31, 2023	178.2	$	648.3	$	(271.6)	$	(0.3)	$	376.4	$	—	$	376.4

1The number of common shares has been retrospectively adjusted to reflect the reverse capitalization. See Note 1ii.

The accompanying notes are an integral part of the consolidated financial statements.

Li-Cycle Holdings Corp.
Consolidated statements of cash flows
All dollar amounts presented are expressed in millions of US dollars except share and per share amounts
	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Operating activities
Net (loss) income	$	(138.0)	$	1.6	$	(50.3)	$	(70.5)
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Stock-based compensation expense	12.7		2.1		17.5		4.0
Depreciation and amortization	8.9		1.3		3.7		1.6
Loss on write off of fixed assets	3.9		—		—		—
Foreign exchange (gain) loss	1.2		0.8		(1.3)		0.6
Fair value (gain) loss on financial instruments	(22.1)		(21.4)		(67.5)		35.2
Inventory write downs to net realizable value	6.0		1.0		6.4		2.9
Income tax expense	0.1		—		—		—
Bad debt expense	1.2		—		—		—
Interest and accretion on convertible debt	7.6		2.2		12.3		1.1
Non-cash lease expense	0.6		0.3		0.9		—
	(117.9)		(12.1)		(78.3)		(25.1)
Changes in working capital items:
Accounts receivable	2.5		(2.8)		2.6		(3.5)
Other receivables	8.0		(2.2)		(6.8)		(0.7)
Prepayments and deposits	(1.9)		0.3		(3.3)		(4.8)
Inventories	(8.7)		(1.3)		(12.7)		(3.9)
Deferred revenue	0.2		—		—		—
Accounts payable	8.1		(5.8)		7.1		7.0
Accrued liabilities	9.9		(17.0)		14.4		5.4
Net cash used in operating activities	$	(99.8)	$	(40.9)	$	(77.0)	$	(25.6)
Investing activities
Purchases of property, plant, equipment, and other assets	(334.9)		(18.9)		(190.1)		(21.4)
Net cash used in investing activities	$	(334.9)	$	(18.9)	$	(190.1)	$	(21.4)
Financing activities
Payments of transaction costs	(7.8)		(0.6)		(0.3)		—
Proceeds from reservation fees recorded in deferred revenue	5.3		—		—		—
Capital contribution from (payment to) the holders of non-controlling interest in subsidiary	(0.4)		—		0.3		—
Proceeds from private share issuance, net of share issuance costs	—		—		—		21.6
Proceeds from public share issuance, net of share issuance costs	—		—		49.7		525.3
Proceeds from exercise of stock options	—		—		—		0.2
Proceeds from exercise of warrants	—		—		0.1		—
Proceeds from convertible debt, net of issuance cost	—		—		198.7		98.4
Proceeds from loan payable	—		—		—		10.1
Proceeds from government grants	—		—		—		0.1
Repayment of loan payable	—		—		—		(12.5)
Net cash (used in) provided by financing activities	$	(2.9)	$	(0.6)	$	248.5	$	643.2
Net change in cash, cash equivalents and restricted cash	(437.6)		(60.4)		(18.6)		596.2
Cash, cash equivalents and restricted cash, beginning of year	517.9		578.3		596.9		0.7
Cash, cash equivalents and restricted cash, end of year	$	80.3	$	517.9	$	578.3	$	596.9
Supplemental non-cash investing activities:
Purchases of property and equipment included in liabilities	$	87.6	$	48.6	$	7.2	$	2.1
Supplemental information:
Interest paid	$	—	$	—	$	(0.2)	$	(1.5)

The accompanying notes are an integral part of the consolidated financial statements.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

1.Corporate information

i.Nature of operations

Li-Cycle’s core business model is to build, own and operate recycling plants tailored to regional needs. Li-Cycle’s Spoke & Hub Technologies™ provide an environmentally-friendly resource recovery solution that addresses the growing global lithium-ion battery recycling challenges supporting the global transition toward electrification.

Li-Cycle Holdings Corp. and its subsidiaries, (collectively “Li-Cycle” or the “Company”) started their business as Li-Cycle Corp., which was incorporated in Ontario, Canada under the Business Corporations Act (Ontario) (“OBCA”) on November 18, 2016. The Company's registered address is 207 Queens Quay West - Suite 590, Toronto, Ontario, Canada.

On August 10, 2021, in accordance with the plan of arrangement to reorganize Li-Cycle Corp., the Company finalized a business combination (the “Business Combination”) with Peridot Acquisition Corp., and the combined company was renamed Li-Cycle Holdings Corp. On closing, the common shares of Li-Cycle Holdings Corp. were listed on the New York Stock Exchange and commenced trading under the symbol “NYSE:LICY”.

ii.Business combination

On February 16, 2021, Li-Cycle Corp. entered into a definitive business combination agreement with Peridot Acquisition Corp. and Li-Cycle Holdings Corp.

On August 10, 2021, in accordance with the plan of arrangement to reorganize Li-Cycle Corp., the Company finalized the business combination with Peridot Acquisition Corp., and the combined company was renamed Li-Cycle Holdings Corp.

As part of this transaction, a total of 3,377,626 Class A shares of Peridot Acquisition Corp. were redeemed by Peridot shareholders, resulting in a total redemption payment of approximately $33.8 million, while the remaining 26,622,374 of Class A shares were converted into common shares of the combined entity, Li-Cycle Holdings Corp. In addition, 7,500,000 Class B shares and 23,000,000 warrants of Peridot Acquisition Corp were converted upon closing into 7,500,000 common shares and 23,000,000 warrants, respectively, of the combined entity, Li-Cycle Holdings Corp.

Li-Cycle Corp.'s existing shareholders exchanged 2,552,450 fully diluted common shares of Li-Cycle Corp. for the shares of the combined entity, Li-Cycle Holdings Corp., at an exchange ratio of approximately 1:39.91, as determined under the plan of arrangement, resulting in 97,508,181 shares of Li-Cycle Holdings Corp. and 4,242,707 stock options of Li-Cycle Holdings Corp. being issued to the existing shareholders of Li-Cycle Corp.

31,549,000 common shares of the combined entity, Li-Cycle Holdings Corp., were issued to new investors (the “PIPE Investors”) at $10.00 per share for a total of $315.5 million under a Private Investment in Public Equity.

Li-Cycle Corp. was identified as the acquirer for accounting purposes. As Peridot Acquisition Corp. did not meet the definition of a business as defined in ASC 805 - Business Combinations (“ASC 805”), the acquisition was not within the scope of ASC 805 and was accounted for as a reverse recapitalization. As a result of the recapitalization, the Company recast its Consolidated Statements of Changes in Equity to reflect the number of common shares deemed to be received in the transaction.

These consolidated financial statements represent the continuance of Li-Cycle Corp. and reflect the identifiable assets acquired and the liabilities assumed of Peridot Acquisition Corp. at fair value at closing, on August 10, 2021, as consideration for the reverse recapitalization. The fair value of the warrants assumed in the transaction was determined based on the market closing price of $2.10 per warrant resulting in total fair value of $48.3 million.

Li-Cycle and Peridot incurred transaction-related costs of $27.0 million and $29.6 million, respectively. Li-Cycle's transaction-related costs, such as commissions, professional fees and regulatory fees, were directly attributable to common share issuances and were deducted from the proceeds of the Business Combination in common stock and additional paid-in capital. Peridot's transaction-related costs were assumed by Li-Cycle and paid out of the gross proceeds from the Business Combination of $581.9 million. Li-Cycle's net cash proceeds from the Business Combination were $525.3 million.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

The details of the identifiable assets acquired and liabilities assumed as follows:

Fair value of assets acquired and liabilities assumed:
Cash and cash equivalents	$	581.9
Warrants	(48.3)
Other payables	(29.6)
Total fair value of assets acquired and liabilities assumed	$	504.0
Transaction-related costs	(27.0)
Net amount recognized in common stock and additional paid-in capital	$	477.0

As a result of the closing of this transaction, 163,179,555 common shares of the Company were issued and outstanding immediately after the closing.

iii.Going concern

The going concern basis of accounting assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.

The Company has evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the consolidated financial statements are issued. Based on its recurring losses from operations since inception, which included losses from operations of $138.0 million for the year ended December 31, 2023 (income of $1.6 million for the two months period ended December 31, 2022, and losses of $50.3 million for the year ended October 31, 2022), negative cash flows from operating activities of $99.8 million during the year ended December 31, 2023 (two months period ended December 31, 2022 of $40.9 million and year ended October 31, 2022 of $77.0 million), resulting negative working capital of $7.7 million as of December 31, 2023, and the pause on construction of the Rochester Hub project (all as described below), the Company has concluded that there is substantial doubt about its ability to continue as a going concern for a period of one year from the date that these consolidated financial statements were issued.

To date, the Company has financed its operations primarily through proceeds received in connection with: (i) the Business Combination; (ii) the concurrent $315.5 million private placement of common shares; and (iii) private placements of other Company securities (including convertible notes and common shares).

On October 23, 2023, the Company announced that it was pausing construction work on its Rochester Hub project, pending completion of a comprehensive review of the go-forward strategy for the project. The pause in construction was due to escalating costs and the expectation that, aggregate costs to complete the existing scope of the project would exceed the previously disclosed budget of $560.0 million. Prior to the construction pause, stages of commissioning of the Rochester Hub project had been expected to commence in late 2023.

On March 11, 2024, the Company entered into an agreement (the “Glencore Senior Secured Convertible Note Purchase Agreement”) to issue a senior secured convertible note in an aggregate principal amount of $75.0 million to an affiliate of Glencore plc (the “Glencore Senior Secured Convertible Note”). In addition to the Glencore Senior Secured Convertible Note investment, the Company is actively exploring external financing options but there can be no assurance that the Company will be able to secure additional funding, under reasonable commercial terms or at all. Furthermore, any additional financing, including the Glencore Senior Secured Convertible Note investment, may be insufficient to provide sufficient liquidity for ongoing operations, to fund the Company's future growth or capital projects, including the Rochester Hub, or otherwise satisfy any of the Company's funding needs and obligations, and additional financing may have restrictive covenants that significantly limit the Company's operating and financial flexibility or its ability to obtain future financing.

In addition, there are inherent risks associated with the ability of the Company to execute its growth strategy and there can be no assurance that the Company will develop the manufacturing capabilities and processes, secure reliable sources of component supply to meet quality, engineering, design or production standards, or to meet the required production volumes to successfully grow into a viable, cash flow positive, business.

These factors, in addition to the continued rise in inflation, commodity and labor prices and other challenging macroeconomic conditions, have led the Company to implement mitigating initiatives available to it to strengthen its financial position, enhance liquidity and preserve cash flow, depending on how these uncertain circumstances unfold, including:

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

•On October 23, 2023, Li-Cycle announced that it had paused construction work on its Rochester Hub, pending completion of a comprehensive review of the go-forward strategy for the project.

•In connection with the comprehensive review of the go-forward strategy of the Rochester Hub project, the Board of Directors (the “Board”) established a Special Committee comprised of independent directors (the “Special Committee”) to, among other things, (1) oversee and supervise a strategic review of all or any of the Company’s operations and capital projects including its sales, general and administration functions, and (2) consider financing and other strategic alternatives.

•The Special Committee selected Moelis & Company LLC (“Moelis”) and other advisors to assist with exploring financing options to increase the liquidity of Li-Cycle and strategic alternatives, and to assist the Company with managing short-term liquidity and implementing liquidity generating initiatives.

•On November 1, 2023, the Company initiated the implementation of a cash preservation plan (the “Cash Preservation Plan”) including reducing staffing in its corporate support functions, pausing production at its Ontario Spoke and implementing a plan to manage lower levels of BM&E production and otherwise slow down operations at its remaining operating Spoke locations. The Cash Preservation Plan also involves reviewing existing plans for bringing on additional Spoke capacity and taking other steps to preserve the Company’s available cash while pursuing funding alternatives for the Company and continuing to review the go-forward strategy for the Rochester Hub project.

•In addition, the Company is also pursuing additional funding alternatives, including working closely with the United States Department of Energy (“DOE”) towards obtaining financing for the Rochester Hub. As noted above, there can be no assurance that the Company will be able to secure additional funding, under reasonable commercial terms or at all.

These factors represent material uncertainties that cast substantial doubt as to the Company’s ability to continue as a going concern. These consolidated financial statements do not reflect adjustments that would be necessary if the going concern assumption were not appropriate. If the going concern basis was not appropriate for these consolidated financial statements, adjustments may be necessary to the carrying value of assets and liabilities or reported expenses, and these adjustments could be material.

2.    Summary of significant accounting policies

Basis of presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and are presented in U.S. Dollars. The consolidated financial statements have been prepared in accordance with the accounting policies set out below.

Basis of consolidation

The Company consolidates all entities that it controls through a majority voting interest and all variable interest entities (“VIE”) for which it is the primary beneficiary. As at December 31, 2023, and comparative reporting periods, the Company does not hold any interest in companies that qualify as VIE. The Company has controlling financial interest in various voting interest entities (“VOE”) through its ownership of majority voting interests in the entities.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

The Company’s principal subsidiaries and their geographic location as at December 31, 2023 are set forth in the table below:

Company	Law of incorporation	Date of incorporation or acquisition	Ownership interest
Li-Cycle Corp.	Ontario, Canada	November 18, 2016	100%
Li-Cycle Americas Corp.	Ontario, Canada	October 27, 2021	100%
Li-Cycle U.S. Inc.	Delaware, U.S.	October 31, 2021	100%
Li-Cycle Inc.	Delaware, U.S.	March 28, 2019	100%
Li-Cycle North America Hub, Inc.	Delaware, U.S.	September 2, 2020	100%
Li-Cycle Europe AG	Switzerland	October 29, 2021	100%
Li-Cycle APAC PTE. LTD.	Singapore	October 29, 2021	100%
Li-Cycle Germany GmbH	Germany	March 17, 2022	100%
Li-Cycle France SARL	France	April 29, 2022	100%
Li-Cycle United Kingdom Ltd.	United Kingdom	April 6, 2022	100%
Li-Cycle Norway AS	Norway	March 31, 2022 June 29, 2023	67% 100%

Intercompany accounts and transactions have been eliminated on consolidation.

Non-controlling interest is defined as equity in a subsidiary not attributable, directly or indirectly, to a parent where a parent controls one or more entities.

Changes in the Company’s ownership interest in a subsidiary that do not result in the loss of control of the subsidiary are accounted for as equity transactions.

Non-controlling interest is subsequently measured through the consolidated statements of operations and comprehensive income (loss) and will be attributed based on ownership interest and distributions/dividends to the non-controlling interest.

Reclassification

The Company reclassified certain amounts in the consolidated financial statements to conform to the current period's presentation.

Use of estimates

The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions, which are evaluated on an ongoing basis, that affect the amounts reported in the Company's consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable at the time under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and disclosure, if any, of contingent assets and liabilities and reported amounts of revenues and expenses. Actual results could differ from those estimates and judgments.

Revisions to accounting estimates are recognized in the period in which the estimate is revised and in any future periods affected.

Significant accounting estimates include:

i.the determination of net realizable value of inventory;

ii.the determination of the useful life of property, plant and equipment;

iii.the determination of the useful life of intangible assets;

iv.the valuation and measurement of the convertible debt and the related conversion and redemption features;

v.the valuation and measurement of warrant liabilities;

vi.the determination of the undiscounted future cash flows and recoverability of the long-lived assets including cost to complete assets under construction and timing of the completion;

vii.the determination of the incremental borrowing rate and lease term for operating lease and finance lease right-of-use assets (“ROU assets”) and operating lease and finance lease liabilities; and

viii.the determination of the transaction price used for revenue recognition.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

Segmented information

The Company has determined that there is one operating and reportable segment based on qualitative and quantitative considerations. The accounting policies of the segment is measured in a manner consistent with that of the consolidated financial statements.

Revenue recognition

The Company’s principal activities generate revenues from the operation of lithium-ion battery recycling plants. The Company uses the following five step approach to revenue recognition:

Step 1: Identify the contract(s) with a customer

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to the performance obligations in the contract

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation

The Company recognizes revenue from the following sources:

i.Sale of products which includes black mass and black mass equivalents (collectively, “Black Mass & Equivalents”) and shredded metal

ii.Services for recycling lithium-ion batteries which includes coordination of logistics and destruction of batteries

Revenue is measured based on the consideration to which the Company expects to be entitled under a contract with a customer. The Company recognizes revenue when it transfers control of a product or service to a customer as outlined in the contractual terms. There are no significant financing components associated with the Company’s payment terms.

For sale of products, revenue is recognized when control of the goods has transferred, typically when the goods have been transferred to the customer. A receivable is recognized by the Company when the goods are transferred to the customer as this represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is due. The Company estimates the amount of consideration to which it expects to be entitled under provisional pricing arrangements, which is based on the initial assay results and market prices of certain constituent metals on the date control is transferred to the customer. The final consideration for BM&E and shredded metal sales is based on the mathematical product of: (i) market prices of certain constituent metals at the date of settlement, (ii) product weight, and (iii) final assay results (ratio of the constituent metals based on the initial assay and subsequently trued up by customer confirmation). Certain adjustments to revenue like handling and refining charges are also made per contractual terms with customers. Product sales and the related trade accounts receivable are measured using provisional prices for the constituent metals on initial recognition and any unsettled sales are remeasured at the end of each reporting period using the market prices of the constituent metals at the estimated settlement dates. Upon settlement of a sale transaction, the Company will receive or pay the incremental amount to settle the final consideration based on the constituent metal prices on the settlement date. Changes in the fair value of the receivable or payable following the sale are recognized as an adjustment in revenue and the related accounts receivable or accounts payable. If a significant decline in metal prices occurs, or assay data results in a significant change in quantity between the provisional pricing date and the final settlement date, it is reasonably possible that the Company could be required to pay an incremental amount to settle the final consideration.

Depending on contract terms with customers, the payment of receivables may take up to 12 months from date of transfer of control. The Company has elected to use the practical expedient for financing components related to its sales contracts. The Company does not recognize interest expense on contracts for which the period between receipt of customer payments and sale to the customer is one year or less.

Recycling service revenue is recognized at a point in time either upon receipt of the batteries from the customers or upon completion of the services The price for services is separately identifiable within each contract and services are not subject to provisional pricing.

Revenues are recorded net of estimated allowances and discounts based upon historical experience and current trends at the time revenue is recognized. These estimates are based on historical rates of customer returns and allowances. The actual amount of customer returns and allowances, which are inherently uncertain, may differ from the Company's estimates. The Company has elected to exclude sales tax from the transaction price.

In the ordinary course of business, the Company may have consideration payable to customers in relation to recycling services, which has been netted against revenue and the consideration receivable from the customers.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

Cost of sales

Cost of sales includes costs directly attributable to fulfilling the Company’s obligations under customer contracts primarily comprised of employee salaries and benefits for employees involved in sourcing, production and logistics functions, raw material, supplies and finished good costs, depreciation, freight and other plant facilities and other costs, including lease costs.

Stock-based compensation

The Company accounts for stock options using the fair value-based method of accounting for stock-based compensation. Fair values are determined using the Black-Scholes-Merton option pricing model. Management exercises judgment in determining the underlying share price volatility, expected life of the option, expected forfeitures and other parameters of the calculations. The simplified method is used for estimating the expected term of the options since the Company does not have historical exercise experience to develop this assumption. Compensation costs are recognized over the vesting period on a straight-line basis for each tranche as if each award was in substance multiple awards, as an increase to stock-based compensation expense and additional paid-in capital. If, and when, stock options are ultimately exercised, the applicable amounts of additional paid-in capital are transferred to common stock. The Company accounts for award forfeitures by estimating expected forfeitures as compensation cost is recognized and recovering expenses related to unvested awards that are forfeited.

The Company accounts for RSUs under the current plan as equity-settled stock-based payments which are measured at fair value on the grant date. The expense for RSUs is recognized over the vesting period on a straight-line basis for each tranche. Upon settlement of any RSUs, the grant date fair value of the instrument is transferred to common stock.

Research and development expense

Research costs are expensed as incurred. Development costs are capitalized to the extent they meet the necessary capitalization criteria.

Selling, general and administrative expenses

Selling, general and administrative expenses consist of costs not directly attributable to customer contracts and are primarily related to employee salaries and benefits for employees involved in general corporate, selling and marketing functions, professional fees, stock-based compensation, marketing expenses and other general office, administrative and travel related expenditures.

Cash and cash equivalents

Cash consists of cash deposits with financial institutions, while cash equivalents consist of short term guaranteed investment certificates with financial institutions with maturities of less than 90 days.

Restricted cash

As of December 31, 2023, the Company had $9.7 million in restricted cash of which $2.9 million is a security for the Germany Spoke plant and warehouse, and $5.5 million is a bank guarantee against a reservation fee for future battery waste recycling services. Additionally, the Company has funds held as cash collateral for credit cards and a bond. As the use of these funds is contractually restricted, and the Company does not have the ability to use these funds for general operating purposes, they are classified as restricted cash in the consolidated balance sheets.

Allowance for credit losses

On a regular basis, the Company evaluates its accounts receivable (other than accounts receivable associated with provisional pricing arrangements which is measured at fair value through profit and loss) and establishes the allowance for credit losses based on an evaluation of certain criteria including client industry profile. Past-due receivable balances are written off when the Company's collection efforts have been deemed unsuccessful in collecting the outstanding balance due.

Inventories, net

Raw materials, finished goods and expendable spare parts are valued at the lower of cost and net realizable value (“NRV”). Cost is determined on a weighted average basis. The cost of finished goods includes the cost of raw materials and the applicable share of the cost of labor and fixed and variable production overheads. Net realizable value is the estimated

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

selling price less the estimated cost of completion and the estimated costs necessary to make the sale. Costs of idle plant operations are expensed. Expendable spare parts are expensed when used.

On a periodic basis, Li-Cycle performs an assessment of net realizable value to determine whether the cost of inventory has dropped below net realizable value. A write-down of inventory to the lower of cost and NRV at the close of a fiscal year creates a new cost basis that subsequently cannot be marked up based on changes in underlying circumstances after the company’s fiscal year-end.

Net realizable value is estimated based upon assumptions made about demand for Li-Cycle’s products and market conditions. If actual market conditions are less favorable than projected, further adjustments may be required that would increase the write-down of inventory in the period in which such a determination is made.

Convertible debt

Convertible instruments are assessed to determine classification of the whole instrument and to determine how to account for any conversion features or non-equity derivative instruments. The host instrument (i.e., convertible note element of the outstanding instruments) is classified as a financial liability and recorded at the present value of the Company’s obligation to make future interest payments in cash and settle the redemption value of the instrument in cash. The carrying value of the host instrument is accounted for at amortized cost and is therefore accreted to the original face value of the instrument, over the life, using the effective interest method. Where any embedded elements are noted, these elements are assessed for bifurcation in accordance with ASC 815 - Derivatives and Hedging. The conversion option components of convertible debt instruments issued by the Company are recorded as financial liabilities, in accordance with the substance of the contractual arrangements and the definitions of a financial liability. If any conversion options require bifurcation as embedded derivatives, such embedded derivative liabilities are initially recognized at fair value and classified as derivatives in the balance sheet. Changes in the fair value of the embedded derivative liabilities are subsequently accounted for directly through the consolidated statements of operations and comprehensive income (loss) and are included in operating activities in the consolidated statements of cash flows as non-cash adjustment.

The conversion options are valued using certain directly and indirectly observable inputs and are classified as Level 2 in the fair value hierarchy in accordance with ASC 820 - Fair Value Measurement. In determining the estimated fair value of the conversion options, the Company utilizes the most recent data available including risk-free interest rate, expected life of options, expected dividend yield, expected stock price volatility, and the Company's share price. Refer to Note 17 for a summary of significant assumptions. The embedded derivatives are valued using the Binomial Option Pricing Model for the KSP Convertible Notes and Finite Difference Method for the Glencore Convertible Notes.

Property, plant and equipment, net

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses.

Where significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment.

Depreciation is charged to the consolidated statements of operations and comprehensive income (loss) on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The estimated useful lives, residual values and method of depreciation are reviewed whenever events or circumstances indicate that a revision is warranted and any changes are accounted for on a prospective basis. The estimated useful lives are as follows:

Computers	3 years
Vehicles	5 years
Plant equipment	5 years
Furniture	7 years
Storage containers	10 years
Processing equipment and rotable parts	5 to 10 years
Buildings	49 years
Leasehold improvements	Shorter of term of lease or estimated useful life

Estimating the useful life of property, plant and equipment requires judgment and is based on the Company's historical experience and expected use of the property, plant and equipment. The effects of obsolescence, demand, and other economic factors such as the stability of the industry may impact the Company's determination of useful life.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

Expenditures for major renewals and improvements which extend the life or usefulness of the asset are capitalized. Items of an ordinary repair or maintenance nature are charged directly to operating expense as incurred. During the construction and development period of an asset, the costs incurred, including interest expense, are classified as construction-in-progress if they meet the qualifying assets criteria. When the asset is ready for its intended use, the asset is reclassified to an appropriate asset classification and depreciation or amortization commences.

Borrowing costs on funds from general and specific borrowings used to finance the construction, production, or acquisition of a qualifying asset are capitalized while a qualifying asset is being prepared for its intended use. A qualifying asset is one that takes a substantial period of time to prepare the asset for its intended use. The amount of interest cost to be capitalized for qualifying assets is intended to be that portion of the interest cost incurred during the assets' acquisition periods that theoretically could have been avoided if expenditures for the assets had not been made. When money borrowed specifically to finance a project is invested to earn interest income, the income generated is not capitalized and does not reduce the total capitalized borrowing costs. Interest is capitalized based on the weighted average interest rate applicable to the general borrowings outstanding during the period of construction.

Employee salaries and stock-based compensation costs for employees that are directly attributable to bringing the Hub and Spoke assets to a condition and location necessary for the assets to be capable of operating in the manner intended by management are capitalized to assets under construction.

Intangible assets

Costs related to developing internal-use software during the application development phase are capitalized into other assets in the consolidated balance sheets and are stated at cost less accumulated amortization and impairment.

Costs related to develop, configure and customize cloud computing arrangements are capitalized as internal-use software, and they will be amortized on a straight-line basis over the expected life of the software or the cloud computing contract once the underlying cloud computing software is ready to be used. These assets are stated at cost less accumulated amortization and impairment.

All finite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. When such factors and circumstances exist, management compares the projected undiscounted future cash flows associated with the related asset or group of assets to the carrying amount. The impairment loss, if any, is measured as the excess of the carrying amount over the fair value of the asset or group of assets.

Impairment of long-lived assets

The Company reviews long-lived assets such as plant and equipment, intangible assets with finite useful lives and ROU assets for impairment whenever events or changes in circumstances indicate that the carrying value of the asset or asset group may not be recoverable. These events and circumstances may include significant decreases in the market price of an asset or asset group, significant changes in the extent or manner in which an asset or asset group is being used by the Company or in its physical condition, a significant change in legal factors or in the business climate, a history or forecast of future operating or cash flow losses, significant disposal activity, a significant decline in the Company’s share price, a significant decline in revenue or adverse changes in the economic environment.

The long-lived asset impairment test requires the Company to identify its asset groups and test impairment of each asset group separately. Determining the Company’s asset groups and related primary assets requires significant judgment by management. Different judgments could yield different results. The Company’s determination of its asset groups, its primary asset and its remaining useful life, estimated cash flows, cost to complete the assets under construction and timing of the completion are significant factors in assessing the recoverability of the Company’s assets for the purposes of long-lived asset impairment testing.

As of the year ended December 31, 2023, the Company had two separate asset groups: its integrated Spoke and future Hub network in North America, and the EMEA Spoke network.

When indicators of impairment exist, long-lived asset impairment is tested using a two-step process. The Company performs a cash flow recoverability test as the first step, which involves comparing the asset group’s estimated undiscounted future cash flows to the carrying value of its net assets. If the net undiscounted cash flows of the asset group exceed the carrying value of its net assets, long-lived assets are not considered to be impaired. If the carrying value exceeds the net undiscounted cash flows, there is an indication of potential impairment and the second step of the long-lived asset impairment test is performed to measure the impairment amount. The second step involves determining the fair value of the asset group. Fair values are determined using valuation techniques that are in accordance with U.S. GAAP, including the

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

income approach. If the carrying value of the asset group’s net assets exceeds its fair value, then the excess represents the maximum amount of potential impairment that will be allocated to long-lived assets in the asset group, with the limitation that the carrying value of each separable asset cannot be reduced to a value lower than its individual fair value.

Management determined that the pause on the construction work on its Rochester Hub project pending completion of a comprehensive strategic review to be an indicator for potential impairment requiring it to perform a recoverability assessment. These actions represent a trigger requiring management to perform a recoverability test in line with Step 1 of the impairment assessment which compares the expected net undiscounted cash flows to be derived from the asset group for the remaining useful life of the asset group’s primary asset compared to its carrying value. For the year ended December 31, 2023, the Company has not experienced impairment losses on its long-lived assets on the basis that the net undiscounted cash flows for the asset groups exceed their carrying values.

The determination of the future net undiscounted cash flows used in the recoverability test required significant judgment and estimate. The areas with the highest degree of judgment related to the North America asset group and included:

•The determination of the primary asset of the North America asset group being the combination of the ROU asset arising from the ground lease related to the Rochester Hub and the Rochester Hub buildings, due to the fact that they have the longest remaining useful life, the location of the land together with the building that is fundamental to the overall future operations of the Hub site and that the remainder of the equipment for this asset group would have not otherwise been acquired if not for this location and buildings.

•The life of the net undiscounted cash flow model was determined to be 40 years, to address estimation uncertainty relative to the remaining useful life of 49 years for the primary asset and aligning with the renewal options for the ground lease related to the Rochester Hub. The Company considered that it is reasonably certain that it will exercise each renewal option beyond the initial term, up to the maximum of 49 years inclusive of the initial non-cancellable period. To maintain the assets in good working order to generate cash flows over the projected term, sustaining capital expenditures were included based on widely accepted industry guidance from engineering, procurement, construction management firms and institutions such as the Chemical Engineering Plant Cost Index. The total cash flows were reviewed over the 40 years relative to the asset carrying value and it was noted that the carrying value of the asset group could be supported by the cash flows stemming from approximately the first 16 years of the model.

•Significant cash inflows:

•Financing to complete the construction of the Rochester Hub is assumed to be available to Li-Cycle. The company is pursuing funding alternatives in the form of bridge financing, project financing, and additional long-term funding alternatives. Two separate models were considered in order to reflect the impact of potential financing in a binary situation. The model which assumed no funding included significantly lower undiscounted net cash flows, which do not exceed the carrying amount of the North America asset group. If over time Li-Cycle does not obtain financing, there could be an impairment. The model which assumed no funding received a remote weighting when determining the amount of undiscounted net cash flows, however, was considered for completeness purposes. When sensitized to consider an equal weighting to the receipt of funding and lack thereof, the undiscounted net cash flows were still higher than the carrying value of the North America asset group.

•Revenues are driven by the sale of end products from the Hub in an MHP only scenario1 and does not include the construction costs of the process areas required to produce nickel sulphate and cobalt sulphate. The key end product outputs include lithium carbonate and a mixed hydroxide product containing nickel, cobalt, and manganese. End product revenues can be further broken into price and volume.

•The Company was required to estimate the prices of commodities of the constituent metals of lithium-ion battery materials over the 40-year period included in the recoverability test. The Company benchmarked the commodity prices based on external industry publications, the most significant metal contributing to the value of net undiscounted cash flows is lithium. Additionally, the Company was required to estimate the percentage of metal payables that the Company would receive on MHP products being sold (“MHP payables”), which was benchmarked to historical actual and forecasts from offtake partners. The Company further sensitized for the price of commodities (including nickel, cobalt, and lithium) increasing or decreasing by 15% of the forecasted prices for the life of the model. Separately, the Company sensitized MHP payables increasing or decreasing by 10% for the life of the model. Under either sensitized

1 Subject to a final investment decision by the Board of Directors

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

assumption the undiscounted net cash flows were still higher than the carrying value of the North America asset group.

•End product volumes are based on the capacities of the Spoke network and Rochester Hub and further impacted by the Company’s metal recoveries through the Spoke and Hub processes. When sensitized for the Hub recoveries increasing or decreasing by 5% the undiscounted net cash flows were still higher than the carrying value of the North America asset group.

•Significant cash outflows:

•Rochester Hub forecasted commissioning and operating costs which are primarily driven by the cost of reagents, labor, and utilities were developed through an internal engineering and technical report based on the Association for the Advancement of Cost Engineering to a Class 2 standard. When sensitized such that operating costs were to increase or decrease by 10% the undiscounted net cash flows were still higher than the carrying value of the North America asset group.

•The prices that Li-Cycle pays for battery feedstock for the Spoke network are generally tied to commodity prices for the metals contained in those battery feedstocks or products, notably nickel, cobalt. The company estimated forecasted commodity prices as discussed above. When sensitized for the price of commodities (including nickel, cobalt, and lithium) increasing or decreasing by 15% of the forecasted prices, the undiscounted net cash flows were still higher than the carrying value of the North America asset group.

•Construction costs to complete the Rochester Hub were developed based on the technical report for an MHP process. While these construction costs are not significant to the overall model, as proven through the sensitivity exercise whereby an increase or decrease of 5% in either direction does not impact the overall conclusion that the undiscounted net cash flows are higher than the carrying value of the North America asset group, they are significant in determining the funding gap which is assumed to be secured as discussed above.

The Company has performed a sensitivity analysis to identify the impact of changes in its significant assumptions on the results of the recoverability test. As part of the sensitivity analysis, management stress tested the point in which a change in each significant assumption will cause the net undiscounted cash flows to no longer exceed the carrying amount of the asset group and then assessed whether such change is reasonable considering the nature of the assumption. Further details as to the sensitivity considered on the most critical inputs are noted above. It was determined that the recoverability test, including the considered impact of the sensitivities analysis shows that the undiscounted net cash flows were still higher than the carrying value of the North America asset group.

Fair value measurements

ASC 820 - Fair Value Measurement defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining fair value measurements for assets and liabilities which are required to be recorded at fair value, the Company considers the principal or most advantageous market and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability. These could include risks inherent in valuation techniques, transfer restrictions, and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

•Level 1 - Quoted prices in active markets for identical assets or liabilities.

•Level 2 - Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•Level 3 - Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.

Warrants and warrant liability

The Company’s warrants, which the Company assumed from the Business Combination with Peridot Acquisition Corp., entitled the holder to purchase one common share of Li-Cycle Holdings Corp. upon payment of the price of $11.50 per share.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

The Company evaluated the warrants to determine if they would be considered indexed to the Company’s own stock and would therefore be considered equity-classified awards or if they would be considered liability-classified awards. Some terms of the warrants, such as those related to settlement provisions and adjustments related to registration of shares, do not meet the criteria for being classified as equity. Therefore, the warrants are liability-classified.

Liability-classified warrants are measured at fair value at each balance sheet date. The fair value of the warrant is presented as warrant liability on the consolidated balance sheets with the corresponding change in value shown as fair value gain or loss on financial instruments within the consolidated statements of operations and comprehensive income (loss).

Upon and subsequent to the consummation of the Business Combination, the Company measured the fair value of warrants the quoted prices of the Company’s public warrants traded under symbol “LICY.WS” on the New York Stock Exchange, which is classified as a Level 1 input for the public warrants and as a Level 2 input for the private placement warrants within the fair value hierarchy in accordance with ASC 820 - Fair Value Measurement. The private placement warrants are valued using the Company's publicly traded fair market value of warrants.

Foreign currencies

The reporting and functional currency of the Company and its subsidiaries is the U.S. Dollar. Transactions in currencies other than the U.S. Dollar are recorded at the rates of exchange prevailing on the dates of transactions. Foreign currency-denominated monetary assets and liabilities of the Company are translated using the rate of exchange prevailing at the reporting date. Revenues and expenses are measured at the exchange rates at the transaction dates. Gains or losses on translation of monetary assets and liabilities, revenues and expenses are included in net income (loss). Foreign currency denominated non-monetary assets and liabilities, measured at historic cost, are translated at the rate of exchange at the transaction date.

Income taxes

Income tax expense is comprised of current and deferred tax components. Income tax is recognized in the consolidated statements of operations and comprehensive income (loss) except to the extent that it relates to items recognized directly in equity or other comprehensive income, in which case the related tax is recognized in equity or other comprehensive income.

Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted, adjusted for amendments to tax payable with regard to previous years.

Deferred tax is recorded using liability method. Under this method, the Company calculates all temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the period end date. Deferred tax is calculated based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates that are expected to apply to the year of realization or settlement based on tax rates and laws enacted or substantively enacted at the period end date.

Deferred tax assets are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts and the relevant tax bases of the existing assets and liabilities. Valuation allowances to reduce deferred tax assets are established to the extent that it is more likely than not that deferred tax assets will not be realized. The carrying amount of deferred tax assets is reviewed at each statement of the financial position date and reduced to the extent that it is more likely than not that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

The Company records uncertain tax positions in accordance with ASC 740 - Income Taxes on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis on the technical merits of the positions and (2) for those positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than fifty percent likely to be realized upon ultimate settlement with the related tax authority.

Commitments and contingencies

In the normal course of business, the Company is subject to legal proceedings and claims arising out of its business, that cover a wide range of matters. Where a potential loss is considered probable and the amount is reasonably estimable, provisions for loss are made based on management's assessment of the likely outcome. The amount recognized as a loss

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

contingency is the best estimate of the consideration required to settle the present obligation at the balance sheet date, considering the risks and uncertainties surrounding the obligation. The Company will determine the range of loss and accrue the best estimate within the range. If there is no best estimate within the range, the minimum amount in the range will be accrued. An asset relating to the recovery of a recognized loss is recognized when realization of the claim for recovery is deemed probable.

Leases

Contracts are reviewed at inception to determine if the arrangement is a lease and, if so, whether it is an operating or finance lease. The Company recognizes a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less and do not contain purchase options or renewal terms that are reasonably certain to exercise). For these leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed. Variable lease payments based on an index are included when recognizing the initial right-of-use asset and corresponding lease liability using the index at the commencement date of the lease and is only remeasured when there is a separate modification which occurs to the lease.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate. The operating lease liability and finance lease liability are presented as separate lines in the consolidated balance sheets.

A portion of the Company’s lease agreements include renewal periods at the Company’s option. The Company includes these renewal periods in the lease term only when renewal is reasonably certain based upon facts and circumstances specific to the lease and known by the Company.

The operating lease right-of-use assets and finance lease right-of-use-assets are presented as separate lines in the consolidated balance sheets.

The Company applies ASC 360 - Property, Plant and Equipment to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in the “Impairment of long-lived assets” policy.

As a practical expedient, ASC 842 - Leases permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has elected to use this practical expedient.

The Company estimates incremental borrowing rates based on directly observable inputs including risk-free interest rates and credit spreads. Determination of lease terms for the Company's operating leases includes assessment of renewal options and whether the Company is reasonably certain to exercise those options. The Company applies judgment in assessing such options based on historical experience and planned use of the leased assets.

Asset retirement obligation

Costs to restore leased plant assets to their original condition, as required by the terms and conditions of the lease, are recognized when the obligation is incurred. A liability for an asset retirement obligation is recognized in the period in which it is incurred and is initially measured at fair value either at the commencement date or as a consequence of having used the underlying asset during a particular period of the lease based on management's best estimate of the expenditure that would be required to restore the assets. The offset to the liability is capitalized as part of the carrying amount of the related long-lived asset. Changes in the liabilities due to revisions to estimated future cash flows are recognized by increasing or decreasing the liabilities with the offsets adjusting the carrying amounts of the related long-lived assets, and may also require immediate adjustments to amortization expense in cost of sales in the consolidated statements of operations and comprehensive income (loss). Changes in asset retirement obligations due to the passage of time are measured by recognizing accretion expense in a manner that results in a constant effective interest rate being applied to the average carrying amount of the liability. The effective interest rate used to calculate accretion expense is the credit-adjusted, risk-free interest rate in effect at the time the liabilities were recorded.

Earnings or Loss per share ("EPS")

Basic EPS is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all potentially dilutive common shares that were outstanding during the period.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

Recent accounting standards

In August 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-06, “Debt - Debt with Conversion and Other Options” (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”), to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 was applied on a fully retrospective basis once effective on January 1, 2023.

Recently issued accounting pronouncements not yet adopted

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures (Topic 280). The amendments “improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.” In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The purpose of the amendments is to enable “investors to better understand an entity’s overall performance” and assess “potential future cash flows.” The amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2023-07 on its financial statements.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes: Improvements to Income Tax Disclosures (Topic 740). Under the ASU, public business entities must annually “(1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate).” The ASU’s amendments are effective for public business entities for annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2023-09 on its financial statements.

3.    Revenue – product sales and recycling services

	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Product revenue recognized in the period	$	17.9	$	3.5	$	14.3	$	6.1
Fair value pricing adjustments	(5.3)		2.3		(2.2)		0.8
Product revenue	$	12.6	$	5.8	$	12.1	$	6.9
Recycling service revenue recognized in the period	5.7		0.1		1.3		0.4
Revenue	$	18.3	$	5.9	$	13.4	$	7.3

The Company's principal lines of business are the sale of products (notably Black Mass & Equivalents and shredded metal) and lithium-ion battery recycling services which together account for 100% of sales. The principal markets for the Company's products and recycling services are the United States of America and Canada.

Product revenue from Black Mass & Equivalents and shredded metal, and the related trade accounts receivables, are measured at initial recognition using provisional prices for the constituent metals on initial recognition and any unsettled sales are remeasured at the end of each reporting period using the market prices of the constituent metals. Changes in fair value are recognized as an adjustment to product revenue, and the related accounts receivable, and can result in gains and losses when the applicable metal prices increase or decrease from the date of initial recognition.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

4.    Selling, general and administrative expense

The following table summarizes the Company's selling, general and administrative expense:

	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Employee salaries and benefits	$	(31.5)	$	(5.4)	$	(22.5)	$	(7.4)
Professional fees	(20.8)		(3.5)		(16.3)		(7.9)
Stock-based compensation	(10.2)		(1.8)		(16.1)		(3.2)
Office, administrative and travel	(22.2)		(3.6)		(17.1)		(3.2)
Depreciation	(2.1)		(0.1)		(0.5)		(0.1)
Marketing	(2.5)		(0.3)		(2.3)		(0.9)
Write-off of property, plant and equipment	(2.8)		—		—		—
Bad debt expense	(1.2)		—		—		—
Other	(0.1)		—		(0.1)		—
Total selling, general, and administrative expense	$	(93.4)	$	(14.7)	$	(74.9)	$	(22.7)

Employee salaries and benefits includes severance expense of $2.0 million for the year ended December 31, 2023 ($nil for 2 months ended December 31, 2022, year ended October 31, 2022 and year ended October 31, 2021).

5.    Fair value gain (loss) on financial instruments

The following table summarizes the Company's fair value gain (loss) on financial instruments:

	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Fair value gain (loss) on embedded derivatives	$	22.1	$	21.4	$	31.3	$	(1.4)
Fair value gain (loss) on warrants	—		—		36.2		(33.8)
Fair value gain (loss) on financial instruments	$	22.1	$	21.4	$	67.5	$	(35.2)

6.    Accounts receivable, net

The Company recognizes current estimated credit losses (“CECL”) for trade receivables not subject to provisional pricing. The CECL for accounts receivable are estimated based on days past due consisting of a customers with similar risk characteristics that operate under similar economic environments. The Company determined the CECL based on an evaluation of certain criteria and evidence of collection uncertainty including client industry profile. When specific customers are identified as no longer sharing the same risk profile as their current pool, they are removed from the pool and evaluated separately.

The allowance for credit losses as at December 31, 2023 was $nil (December 31, 2022, October 31, 2022 and October 31, 2021: $nil) and no expected credit loss provisions were recognized for the year ended December 31, 2023.

Bad debt expense for the year ended December 31, 2023 was $1.2 million (for the 2 months ended December 31, 2022, for the years ended October 31, 2022 and October 31, 2021: $nil).

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

The following table summarizes the concentration of credit risk for the Company's accounts receivable with specific customers above 10% of the total balance:

Trade accounts receivable
As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Customer B	31.6	%	34.2	%	67.9	%	45.0	%
Customer F	32.5	%	14.0	%	9.5	%	53.0	%
Customer E	0.0	%	31.5	%	0.0	%	0.0	%
Customer D	0.0	%	0.0	%	0.0	%	0.0	%
Customer A	0.0	%	0.0	%	0.0	%	0.0	%
Customer C	0.0	%	0.0	%	0.0	%	0.0	%

Accounts receivable are stated at the amount the Company expects to collect. The Company generally does not require collateral or other security in support of accounts receivable. To reduce credit risk, the Company performs ongoing credit evaluations of its customers’ financial condition.

7.    Other receivables

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Non-trade receivable	$	—	$	3.5	$	2.0	$	—
Sales taxes receivable	1.8		3.9		3.6		0.4
Other receivable	0.1		2.4		2.1		0.5
Total other receivables	$	1.9	$	9.8	$	7.7	$	0.9

Other receivables consist primarily of interest receivable.

8.    Prepayments, deposits and other current assets

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Prepaid equipment deposits	$	40.1	$	86.1	$	76.4	$	3.2
Prepaid transaction costs	7.8		0.6		0.3		—
Prepaid lease deposits	5.6		2.9		2.8		0.9
Prepaid insurance	4.6		6.0		5.7		3.8
Prepaid construction charges	2.6		1.4		1.4		—
Other prepaids	3.3		2.4		2.8		0.7
Total prepayments, deposits and other current assets	$	64.0	$	99.4	$	89.4	$	8.6
Non-current security deposits	(5.0)		(2.4)		(3.6)		—
Non-current insurance	(2.8)		(1.8)		—		—
Current prepayments and deposits	$	56.2	$	95.2	$	85.8	$	8.6

Prepaid transaction costs are related to professional fees primarily associated with ongoing financing activities. Other prepaids consist principally of other deposits and subscriptions. Non-current security deposits and non-current insurance are recorded in Other assets on the consolidated balance sheets.

9.    Inventories, net

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Raw materials	$	0.8	$	5.2	$	4.7	$	0.8
Finished goods	3.7		1.8		1.7		0.3
Parts and tools	5.1		0.7		1.1		0.1
Total inventories, net	$	9.6	$	7.7	$	7.5	$	1.2

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

The Company's finished goods and raw materials inventory balances have been adjusted to net realizable value resulting in a write off of $4.6 million and $1.4 million for the year ended December 31, 2023 (for the two months ended December 31, 2022: $0.4 million and $0.6 million, for the year ended October 31, 2022: $1.4 million and $5.0 million, 2021: $2.3 million and $0.6 million). The write offs are recorded in cost of sales in the consolidated statements of operations and comprehensive income (loss).

10.    Property, plant and equipment, net

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Plant equipment	$	55.3	$	38.1	$	34.3	$	6.4
Computer equipment	4.5		2.1		1.8		0.2
Vehicles	0.2		0.3		0.3		0.2
Leasehold improvement	13.5		9.9		9.8		6.2
Construction in progress - Rochester Hub	547.2		139.5		90.1		—
Construction in progress - Spoke Network	29.5		21.0		19.8		15.6
Construction in progress - Buildings	34.7		6.3		—		—
	$	684.9	$	217.2	$	156.1	$	28.6
Less – accumulated depreciation	(16.1)		(7.2)		(5.9)		(2.2)
Total property, plant and equipment, net	$	668.8	$	210.0	$	150.2	$	26.4

For the year ended December 31, 2023, $30.3 million in borrowing costs (for the 2 months ended December 31, 2022: $3.5 million, for the year ended October 31, 2022: $5.2 million, 2021: $nil) were capitalized to assets under construction. The capitalization rate used to determine the amount of borrowing costs eligible for capitalization in the period was 12.5% (for the 2 months ended December 31, 2022: 7.9%, for the year ended October 31, 2022: 7.8%) which is the weighted average effective interest rate of the Company's effective interest rates on its leases and convertible debt.

On December 23, 2022, the Company entered into an amended and restated project agreement with the County of Monroe Industrial Development Agency (“COMIDA”), a public benefit corporation of the State of New York in connection with the acquisition of leasehold interest, land development and the acquisition and installation of certain machinery and equipment on the Rochester Hub. According to the agreement, COMIDA approved certain financial assistance to the Company consisting of an exemption from all New York State and local sales and use tax for purchases and rentals related to the project with respect to the qualifying personal property included in or incorporated into the Rochester Hub or used in the acquisition, construction or equipping of the Rochester Hub. As of December 31, 2023 and December 31, 2022, the Company received benefits of $5.6 million and $1.4 million in the form of tax savings from qualified activity, respectively. The agreement includes provisions for the recapture of financial benefits in the occurrence of an event of default, which has not taken place to date. As a result, the Company recorded an increase to property, plant and equipment (construction in progress) with a corresponding increase to accrued liabilities in the amount of $5.6 million on the consolidated balance sheets as of December 31, 2023.

Refer to Note 23 for details of contractual commitments to purchase fixed assets.

11.    Leases

The Company’s lease portfolio is predominately operating leases for plant operations, storage facilities, and office space for employees. The Company presents operating lease and finance lease balances separately on the consolidated balance sheets. The Company’s finance leases relate to plant operations. The Company does not include options to extend leases in the lease term until they are reasonably certain to be exercised. The following table presents the Company's lease balances and their classification on the consolidated balance sheets:

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Finance lease
Amortization of ROU assets	$	—	$	—	$	—	$	—
Interest on lease liabilities	—		—		—		—
Total finance lease cost	$	—	$	—	$	—	$	—
Operating lease cost	$	9.7	$	1.3	$	6.3	$	1.1
Short-term lease cost	—		—		—		—
Variable lease cost	1.7		0.3		1.7		0.4
Total lease cost	$	11.4	$	1.6	$	8.0	$	1.5

The weighted average remaining lease term of the Company's premises and equipment operating leases is 14.48, 16.11, 16.64 and 8.68 years for the year ended December 31, 2023, the two months ended December 31, 2022, the year ended October 31, 2022 and 2021, respectively. The weighted average remaining lease term of the Company's premises and equipment finance leases is 46.78 years for the year ended December 31, 2023.

The weighted average lease discount rate of the Company's premises and equipment operating leases is 7.69%, 7.12%, 7.07% and 5.99% for the year ended December 31, 2023, the two months ended December 31, 2022, the year ended October 31, 2022 and 2021 respectively. The weighted average lease discount rate of the Company's premises and equipment finance leases is 9.49% for the year ended December 31, 2023.

Supplemental Cash Flow Related Disclosures	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Cash paid for amounts related to lease liabilities:
Operating cash flows from operating leases	$	10.8	$	1.4	$	7.2	$	1.3
Operating cash flows from finance leases	—		—		—		—
Financing cash flows from finance leases	—		—		—		—
Recognition of ROU assets and lease liabilities for new operating leases	$	18.4	$	1.4	$	28.4	$	16.4
Recognition of ROU assets and lease liabilities for new finance leases	2.2		—		—		—

Maturities of lease liabilities were as follows:

Years ending December 31	Operating Leases		Finance Leases
2024	$	7.2	$	0.2
2025	7.3		0.2
2026	7.3		0.2
2027	6.6		0.2
2028	6.2		0.2
Thereafter	51.6		11.6
Total future minimum lease payments	$	86.2	$	12.6
Imputed interest	(25.6)		(10.3)
Total lease liabilities	$	60.6	$	2.3

At December 31, 2023, none of the Company's executed leases that had not yet commenced will create significant rights or obligations in the future and sublease transactions are not material. Additionally, the Company had related party leases that were terminated effective December 31, 2021, refer to Note 13. There were no restrictions or covenants imposed by its leases.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

12.    Other assets

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Non-current security deposits	$	5.0	$	2.4	$	3.6	$	—
Non-current insurance	2.8		1.8		—		—
Intangible assets, net	1.8		0.4		0.3		—
Total other assets	$	9.6	$	4.6	$	3.9	$	—

As of December 31, 2023 and 2022 and October 31, 2022 and 2021, the Company's intangible assets consisted of the following:

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Internal-use software	$	0.7	$	—	$	—	$	—
Cloud computing arrangements	1.3		0.4		0.3		—
	$	2.0	$	0.4	$	0.3	$	—
Less - accumulated amortization	(0.2)		—		—		—
Intangible assets, net	$	1.8	$	0.4	$	0.3	$	—

Amortization expense relating to cloud computing arrangements is recorded in selling, general and administrative expenses for the year ended December 31, 2023 is $0.2 million. For all periods prior the cloud computing arrangement projects were in process and not required to be amortized.

13.    Related party transactions

The following table summarizes the other expenses¹ incurred with related parties:

	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Related party lease and expense - Ashlin BPG	$	—	$	—	$	0.1	$	0.1
Related party expense - Fade In Production Pty.	0.1		—		0.2		0.1
Related party expense - Consulero Inc.	—		0.1		0.1		0.1
Related party expense - Glencore	0.3		0.1		0.5		—
Consulting agreement - Atria Ltd	—		—		—		—
Director Consulting Agreement - Anthony Tse	—		—		—		0.1
Total expenses incurred with related parties	$	0.4	$	0.2	$	0.9	$	0.4

¹ Related party expenses are recorded at exchange amount

Related Party Lease

From January 1, 2019 to December 31, 2021, the Company leased certain office space from Ashlin BPG Marketing, which is controlled by certain members of the immediate family of the Company’s President and Chief Executive Officer. Under the terms of the lease, the Company was required to pay less than C$0.1 million per year plus applicable taxes, subject to 60 days’ notice of termination. Li-Cycle terminated the lease, effective December 31, 2021.

Related Party Debt

The Company has convertible debt instruments with Glencore Ltd. (“Glencore”), refer to Note 17 for more information.

Related-Party Revenue

The Company has agreements with Glencore, pursuant to which Glencore purchases for its internal consumption or on-sale to third party end customers, certain by-products produced at the Company's Spokes, including shredded metal. Product revenue from Glencore was $1.4 million for the year ended December 31, 2023 ($0.4 million, $2.3 million and $3.2 million for the 2 months ended December 31, 2022, year ended October 31, 2022 and year ended October 21, 2021, respectively). Trade

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

receivables from Glencore as of December 31, 2023 were $0.3 million ($0.3 million, $0.2 million and $2.1 million as of December 31, 2022, October 31, 2022 and October 21, 2021, respectively).

Related-Party Expenses

The Company has engaged Fade In Production Pty. Ltd., which is controlled by certain members of the immediate family of the Executive Chair of Li-Cycle, to provide it with corporate video production services since 2017.

From April 1, 2020 to June 30, 2022, the Company engaged Ashlin BPG Marketing, a related party as described above, to provide it with Li-Cycle branded promotional products for both customers and employees. The Company terminated its relationship with the vendor, effective June 30, 2022.

From September 1, 2020 to July 31, 2022, the Company engaged Consulero Inc., which is controlled by certain members of the immediate family of the Company's President and Chief Executive Officer, to provide it with technology services in relation to the Company's inventory management system. The Company terminated its relationship with the vendor, effective July 31, 2022.

On May 31, 2022, the Company entered into agreements with Glencore, pursuant to which Glencore earns (i) sourcing fees on feed purchased for the Company's Spokes; and (ii) marketing fees on the sale of Black Mass & Equivalents sold to third parties. Sourcing fees and marketing fees payable to Glencore as of December 31, 2023 were $0.1 million (December 31, 2022: $nil, October 31, 2022: $nil, October 31, 2021: $nil).

Consulting Agreement

On May 1, 2020, Li-Cycle entered into a consulting agreement with Atria Limited (“Atria”), an entity which beneficially owned more than 5% of the outstanding Li-Cycle Corp. common shares at that time, to agree upon and finalize the consideration for certain business development and marketing consulting services that had been previously performed for and on behalf of Li-Cycle from 2018 through April 2020. The fees for the services were agreed at 12,000 common shares of Li-Cycle Corp., payable in installments of 1,000 shares per month. On January 25, 2021, Li-Cycle issued all of the 12,000 shares to Atria as full and final satisfaction of all obligations of Li-Cycle to Atria under the consulting agreement. Atria also directed the issuance of shares as follows: 8,000 Shares to Atria; 2,000 Shares to Pella Ventures (an affiliated company of Atria); and 2,000 Shares to a director of Li-Cycle Corp. at the time, who is not related to Atria.

Director Consulting Agreement

Under the terms of an agreement dated July 19, 2019 between Li-Cycle and Anthony Tse, Mr. Tse provided consulting services to Li-Cycle in relation to the proposed expansion of its operations in Asia and was entitled to a fee of less than $0.1 million per year for his services. The consulting agreement was terminated on January 19, 2022.

14.    Accounts payable and accrued liabilities

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Trade payables	$	76.4	$	20.1	$	12.6	$	9.4
Accrued fixed assets	58.1		32.7		7.3		—
Accrued expenses	14.5		9.3		18.7		6.6
Accrued compensation	3.1		9.8		7.8		2.8
Total accounts payable and accrued liabilities	$	152.1	$	71.9	$	46.4	$	18.8

Accrued fixed assets relate to accrued amounts specifically related to the purchase of fixed assets once the Company has obtained control over the assets.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

15.    Loan payable

	BDC Loan		Promissory Notes and Other		Total
Balance as at November 1, 2020	$	2.2	$	0.1	$	2.3
Proceeds from loans payable	3.1		7.0		10.1
Repayment of loans payable	(5.5)		(7.0)		(12.5)
Foreign exchange loss	0.2		(0.1)		0.1
Balance as at October 31, 2021	$	—	$	—	$	—

(i)    BDC Capital Loan

On December 16, 2019, the Company entered into a binding agreement with BDC Capital Inc. for a secured loan of $5.3 million (C$7.0 million) to help finance the expansion plans of the Company (the “BDC Capital Loan”), which was to be distributed in up to three tranches, with the second and third tranches to be distributed based on the achievement of certain milestones by the Company. Pursuant to the BDC Capital Loan, each of Li-Cycle Corp. and Li-Cycle Inc. entered into general security agreements with BDC Capital Inc. granting the lender a general security interest over all assets of Li-Cycle Corp. and Li-Cycle Inc., respectively. In addition, Li-Cycle Inc. guaranteed the Company’s obligations under BDC Capital Loan under a guarantee agreement. The maturity date of the BDC Capital Loan was December 14, 2023. The base rate of interest was 16% per annum, paid monthly, plus additional accrued interest of 3% that could be reduced to 0% based on the achievement of certain milestones by the Company. Principal payments began on the first anniversary date of the loan and were made at $0.1 million (C$0.2 million) per month with a balloon payment of $0.5 million (C$0.7 million) at maturity.

On February 10, 2020, the Company received the first tranche of the BDC Capital Loan for $2.3 million (C$3.0 million). Transaction costs associated with the loan amounted to $0.1 million (C$0.1 million) and were deducted from the loan balance.

On November 2, 2020, the Company received the second tranche of the BDC Capital Loan for $1.5 million (C$2.0 million) upon the completion of the milestone for such additional funding.

On April 7, 2021, the Company received the third tranche of the BDC Capital Loan for $1.6 million (C$2.0 million) upon the completion of the milestone for such additional funding.

On July 20, 2021, Li-Cycle signed an agreement with BDC Capital Inc to repay the BDC Capital Loan in full, conditional upon the closing of Li-Cycle’s business combination with Peridot Acquisition Corp. on August 10, 2021.

On August 11, 2021, in accordance with the agreement to repay the BDC Capital Loan in full upon the closing of Li-Cycle’s business combination with Peridot Acquisition Corp., Li-Cycle paid BDC Capital Inc. $5.3 million (C$6.6 million) to settle the BDC Capital Loan, including additional interest expense of $0.7 million (C$0.9 million).

(ii) Promissory Notes

On June 16, 2021, Li-Cycle issued promissory notes (the “Promissory Notes”) for an aggregate principal amount of $7.0 million as consideration for loans received from companies related to the Chief Executive Officer and the Executive Chair of Li-Cycle, respectively. The Promissory Notes bore interest at the rate of 10% per annum and had a maturity date of December 15, 2023. The Promissory Notes were unsecured and subordinate to indebtedness owing to Li-Cycle’s senior lender, BDC Capital Inc. Li-Cycle had the option of prepaying all or any portion of the principal and accrued interest of the Promissory Notes prior to the maturity date without penalty, subject to certain conditions. On August 17, 2021, Li-Cycle elected to repay the full balance of the promissory notes for a total of $7.1 million, including accrued interest.

16.    Deferred revenue

On March 28, 2023 the Company signed a definitive agreement for a global lithium-ion battery recycling partnership with a leading global provider of industrial trucks and supply chain solutions. As part of the agreement, the Company received Euro €5.0 million ($5.4 million) in reservation fee for future battery waste recycling services. The reservation fee was initially

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

recognized in deferred revenue and will be recognized in revenue as the services are provided, which is expected to be over a period of five years.

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Balance, beginning of the period	$	—	$	—	$	—	$	—
Additions	5.4		—		—		—
Foreign exchange loss	0.1		—		—		—
Balance, end of the period	$	5.5	$	—	$	—	$	—
Current deferred revenue	0.2		—		—		—
Non-current deferred revenue	$	5.3	$	—	$	—	$	—

17.    Convertible debt

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
KSP Convertible Notes (a)	$	99.1	$	91.4	$	92.4	$	100.9
Glencore Convertible Notes (b)	189.0		181.4		196.1		—
Total Convertible Debt at end of the period	$	288.1	$	272.8	$	288.5	$	100.9

The KSP Convertible Notes and the Glencore Convertible Notes are both unsecured debt instruments. Amount of maturities and sinking fund requirements for convertible debt instruments, with interest components rolled into principal, for each of the next five years are as follows:

2024	$	—
2025	—
2026	148.6
2027	297.7
2028	—
Thereafter	—
Total	$	446.3

(a)KSP Convertible Notes

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Principal of convertible note at beginning of period	$	110.2	$	105.9	$	100.0	$	100.0
Issuance of convertible notes	9.1		4.3		5.9		—
Principal of convertible notes at end of the period	$	119.3	$	110.2	$	105.9	$	100.0
Conversion feature at beginning of period	$	6.0	$	9.1	$	29.0	$	—
Conversion feature issued	—		—		—		27.7
Fair value (gain) loss on embedded derivative	(6.0)		(3.1)		(19.9)		1.3
Conversion feature at end of period	$	—	$	6.0	$	9.1	$	29.0
Debt component at beginning of the period	$	85.4	$	83.3	$	71.9	$	—
Debt component issued	9.1		4.3		5.9		72.3
Transaction costs	—		—		—		(1.6)
Accrued interest paid in kind	(9.1)		(4.3)		(5.9)		—
Accrued interest expense	13.7		2.1		11.4		1.2
Debt component at end of period	$	99.1	$	85.4	$	83.3	$	71.9
Total convertible debt at end of period	$	99.1	$	91.4	$	92.4	$	100.9

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

On September 29, 2021, the Company entered into a Note Purchase Agreement (the “KSP Note Purchase Agreement”) with Spring Creek Capital, LLC (an affiliate of Koch Strategic Platforms, LLC, being a subsidiary of Koch Investments Group) and issued an unsecured convertible note (the “Initial KSP Note”) for a principal amount of $100 million to Spring Creek Capital, LLC. The Initial KSP Note will mature on September 29, 2026, unless earlier repurchased, redeemed or converted. Interest on the Initial KSP Note is payable semi-annually, and Li-Cycle is permitted to pay interest on the Initial KSP Note in cash or by payment in-kind (“PIK”), at its election. Interest payments made in cash were based on an interest rate of LIBOR plus 5.0% per year, and PIK interest payments were based on an interest rate of LIBOR plus 6.0% per year, with a LIBOR floor of 1% and a cap of 2%. Since July 1, 2023, as the LIBOR interest rate is no longer published, under the terms of the KSP Note Purchase Agreement, the interest rate is instead based on the sum of the Secured Overnight Financing Rate (“SOFR”) and the average spread between the SOFR and LIBOR during the three-month period ending on the date on which LIBOR ceases to be published. Accordingly, the effective interest rate of the KSP Note is now 14.9%.

The PIK election results in the issuance of a new note under the same terms as the Initial KSP Note, issued in lieu of interest payments with an issuance date on the applicable interest date. On May 1, 2022, Spring Creek Capital, LLC assigned the Initial KSP Note and the PIK note outstanding at that time to an affiliate, Wood River Capital, LLC. The Company has elected to pay interest on the Initial KSP Note by PIK since the first interest payment date of December 31, 2021. The Initial KSP Note and the PIK notes issued thereunder are referred to collectively as the “KSP Convertible Notes”, and as at December 31, 2023, comprised the following:

Note	Date Issued	Amount Issued
Initial KSP Note	September 29, 2021	$	100.0
PIK Note	December 31, 2021	1.8
PIK Note	June 30, 2022	4.1
PIK Note	December 31, 2022	4.3
PIK Note	June 30, 2023	4.4
PIK Note	December 31, 2023	4.7
Total		$	119.3

At the option of the holder, the KSP Convertible Notes may be converted into common shares of the Company at a conversion price of $13.43, subject to customary anti-dilutive adjustments. If the Company's share price is equal to or greater than $17.46, for a period of twenty consecutive days, the Company can force conversion of the KSP Convertible Notes at an amount equal to the sum of principal, accrued but unpaid interest, plus any make-whole amount which equal to the undiscounted interest that would have been payable from the date of conversion to the maturity date. At the Company's option at any time, the Company can also redeem all of the KSP Convertible Notes at any time for a cash purchase price equal to 130% of the principal plus unpaid interest until maturity. The conversion feature under the KSP Convertible Notes has been recorded as a bifurcated embedded derivative liability since the conversion ratio does not always result in a conversion of a fixed dollar amount of liability for a fixed number of shares due to the optionality of the interest rate utilized on conversion at the Company's option. The KSP Convertible Notes are also subject to redemption upon a change of control event or an event of default. Under an event of default, redemption happens upon occurrence of an event at the holder’s discretion. Under a change of control event, mandatory redemption happens upon occurrence of an event. Both the change of control and event of default options under the KSP Convertible Notes have been recorded as bifurcated embedded derivative liabilities as the redemption price triggered by these features represents a substantial premium over the principal amount. The bifurcated embedded derivatives are measured at fair value bundled together as a single compound embedded derivative. As at December 31, 2023, no conversions or redemptions had taken place.

The fair value of the compound embedded derivative upon issuance of the KSP Convertible Notes was determined to be a liability of $27.7 million whereas the remaining $72.3 million, net of transaction costs of $1.6 million, was allocated to the principal portion of the debt. During the year ended December 31, 2023, the Company recognized a fair value gain of $6.0 million on the embedded derivatives (for the two months ended December 31, 2022: gain of $3.1 million; for the year ended October 31, 2022: gain of $19.9 million; for the year ended October 31, 2021: loss of $1.3 million). The embedded derivatives were valued using the Binomial Option Pricing Model. The assumptions used in the model were as follows:

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

	(Issuance date) September 29, 2021	October 31, 2021	October 31, 2022	December 31, 2022	December 31, 2023
Risk free interest rate	1.1%	1.2%	4.4%	4.2%	4.1%
Expected life of options	5.0 years	4.9 years	3.9 years	3.8 years	2.7 years
Expected dividend yield	0.0%	0.0%	0.0%	0.0%	0.0%
Expected stock price volatility	66%	62%	63%	63%	65%
Share Price	$12.56	$12.94	$5.96	$4.76	$0.58

Expected volatility was determined by calculating the average implied volatility of a group of listed entities that are considered similar in nature to the Company.

(b)Glencore Convertible Notes

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Principal of convertible note at beginning of period	$	208.1	$	200.0	$	—	$	—
Issuance of convertible notes	17.2		8.1		200.0		—
Principal of convertible note at end of period	$	225.3	$	208.1	$	200.0	$	—
Conversion feature at beginning of period	$	16.5	$	34.8	$	—	$	—
Conversion feature issued	—		—		46.2		—
Fair value (gain) loss on embedded derivative	(16.1)		(18.3)		(11.4)		—
Conversion feature at end of period	$	0.4	$	16.5	$	34.8	$	—
Debt component at beginning of period	$	164.9	$	161.3	$	—	$	—
Debt component issued	17.2		8.1		153.8		—
Transaction costs	—		—		(1.3)		—
Accrued interest paid in kind	(17.2)		(8.1)		—		—
Accrued interest expense	23.7		3.6		8.8		—
Debt component at end of period	$	188.6	$	164.9	$	161.3	$	—
Total Convertible Debt at end of period	$	189.0	$	181.4	$	196.1	$	—

On May 31, 2022, the Company issued an unsecured convertible note (the “Glencore Note”) for a principal amount of $200 million to Glencore Ltd. (“Glencore”), a subsidiary of Glencore plc (LON: GLEN). The Glencore Note will mature on May 31, 2027 unless there is an earlier repurchase, redemption or conversion. Interest on the Glencore Note is payable semi-annually, with Li-Cycle permitted to pay interest on the Glencore Note in cash or by payment in-kind (“PIK”), at its election. Interest payments made in cash are based on an interest rate of the SOFR for a tenor comparable to the relevant interest payment period plus 0.42826% (the “Floating Rate”) plus 5% per annum if interest is paid in cash and plus 6% per annum if interest is paid in PIK. The Floating Rate has a floor of 1% and a cap of 2%. The PIK election results in the issuance of a new note under the same terms as the initial Glencore Note, issued in lieu of interest payments with an issuance date on the applicable interest date. The effective interest rate of the Glencore Note is 13.5%.

The Company has elected to pay interest by PIK since the first interest payment on November 30, 2022. The Glencore Note and the PIK notes issued thereunder are referred to collectively as the “Glencore Convertible Notes”, and as at December 31, 2023, comprised the following:

Note	Date Issued	Amount Issued
Glencore Note	May 31, 2022	$	200.0
PIK Note	November 30, 2022	8.1
PIK Note	May 31, 2023	8.4
PIK Note	November 30, 2023	8.8
Total		$	225.3

At the option of the holder, the Glencore Convertible Notes may be converted into common shares of the Company at a conversion price of $9.95, subject to customary anti-dilutive adjustments. The conversion feature under the Glencore Convertible Notes has been recorded as an embedded derivative liability as the conversion ratio does not always result in a conversion of a

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

fixed dollar amount of liability for a fixed number of shares due to the optionality of the interest rate utilized on conversion at the Company's option. The Glencore Convertible Notes are also subject to redemption upon a change of control event or an event of default. Under an event of default, redemption happens upon occurrence of an event at the holder’s discretion. Under a change of control event, mandatory redemption happens upon occurrence of an event. The change of control, event of default, and optional redemption options under the Glencore Convertible Notes have been recorded as bifurcated embedded derivative liabilities. The bifurcated embedded derivatives are measured at fair value bundled together as a single compound embedded derivative. As at December 31, 2023, no conversion or redemption had taken place.

In connection with any optional redemption and provided that Glencore has not elected to convert the Glencore Note into common shares, the Company must issue warrants (the “Glencore Warrants”) to Glencore on the optional redemption date that entitle the holder to acquire, until the maturity date of the Glencore Note, a number of common shares equal to the principal amount of the Glencore Note being redeemed divided by the then applicable conversion price. The initial exercise price of the Glencore Warrants will be equal to the conversion price as of the optional redemption date.

The fair value of the embedded derivative liability upon issuance of the Glencore Convertible Notes was determined to be $46.2 million with the remaining $153.8 million, net of transaction costs of $1.3 million, allocated to the initial amortized cost of the host debt instrument. During the year ended December 31, 2023, the Company recognized a fair value gain of $16.1 million on the embedded derivatives (for the two months ended December 31, 2022: $18.3 million; for the year ended October 31, 2022: $11.4 million). The embedded derivatives were valued using the Finite Difference Method. The assumptions used in the model were as follows:

	(Issuance date) May 31, 2022	October 31, 2022	December 31, 2022	December 31, 2023
Risk free interest rate	2.9%	4.4%	4.2%	3.8%
Expected life of options	5.0 years	4.6 years	4.4 years	3.4 years
Expected dividend yield	0.0%	0.0%	0.0%	0.0%
Expected stock price volatility	68%	63%	63%	65%
Share Price	$8.15	$5.96	$4.76	$0.58

Expected volatility was determined by calculating the average implied volatility of a group of listed entities that are considered similar in nature to the Company.

18.    Warrants

In connection with the completion of the Business Combination on August 10, 2021, the Company assumed obligation for Peridot Acquisition Corp.’s warrants to purchase up to 23,000,000 common shares at their fair market value of $2.10 per share for a total acquired liability of $48.3 million.

The total number of warrants was made up of 14,999,994 Public Placement Warrants (“Public Warrants”) and 8,000,000 Private Placement Warrants (“Private Warrants”). All of the warrants had a 5-year term, expiring on September 24, 2025. The Public Warrants had an exercise price of $11.50 per share, with a redemption price of $0.10 per warrant if the Company's share price exceeded $10.00, on a cashless basis. If the Company's share price exceeded $18.00 for any 20 trading days within the 30 trading day period ending three trading days before the Company elected to deliver a notice of redemption, the redemption price was $0.01 on a cash basis. The Private Warrants had an exercise price of $11.50 per share, redeemable only at such time that the share price of the Company was between $10.00 and $18.00, at $0.10 per warrant. The Private Warrants were not transferable until 30 days after the close of the Business Combination, which was September 9, 2021.

On December 27, 2021, the Company announced that it would redeem all of its warrants to purchase common shares of the Company that remained outstanding at 5:00 p.m. New York City time on January 26, 2022 (the “Redemption Date”) for a redemption price of $0.10 per warrant. Based on the redemption fair market value that was announced on January 11, 2022, warrant holders who surrendered their warrants on a “Make-Whole Exercise” prior to the Redemption Date received 0.253 common shares of the Company per warrant. As of January 31, 2022, (i) 9,678 warrants were exercised at the exercise price of $11.50 per common share, and (ii) 22,540,651 warrants were surrendered by holders in the Make-Whole Exercise. The remaining 449,665 unexercised warrants were redeemed at $0.10 per warrant.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

For the year ended October 31,		2022			2021
	Number of warrants			Number of warrants
Balance, beginning of the year	22,999,894	$	82.1	—	$	—
Assumption of warrants - Business Combination (refer to Note 1)	—	—		22,999,994	48.3
Cash exercises	(9,578)	—		(100)	—
Cashless exercises	(22,540,651)	(45.9)		—	—
Redemptions	(449,665)	—		—
Fair value (gain) loss on warrants	—	(36.2)		—	33.8
Balance, end of the year	—	$	—	22,999,894	$	82.1

Warrants were re-measured through the consolidated statements of operations and comprehensive income (loss) at each period end, using first level inputs. At October 31, 2021, the publicly traded fair market value for each warrant was $3.57. For the period ended October 31, 2022, the publicly traded fair market value for each warrant immediately prior to the cashless exercises was between $1.82 and $2.25. As of October 31, 2022 and all periods thereafter, there are no warrants outstanding.

19.    Asset retirement obligations

The Company capitalizes a restoration asset and recognizes a corresponding asset retirement obligation upon entering a contractual commitment with certain future environmental or restoration obligations of any disturbances caused at its leased plant facilities. The leased properties subject to these obligations are the New York Spoke plant, the Ontario Spoke plant, the Ontario Spoke warehouse, and the Germany Spoke plant and warehouse. The amounts recognized as asset retirement obligations are estimated using the Company's expected future costs of remediation discounted to the date of recognition, based on the lease term. Carrying value of the Company's restoration assets as of December 31, 2023 is $0.7 million (December 31, 2022: $0.2 million, October 31, 2022: $0.3 million, October 31, 2021: $0.2 million).

Restoration assets are amortized over the lease term with amortization expense recognized in Cost of sales in the consolidated statements of operations and comprehensive income (loss). Amortization expense for the year ended December 31, 2023 was $0.1 million (for the two months ended December 31, 2022: $0.0 million, for the year ended October 31, 2022: $0.1 million, 2021: $0.1 million). Changes in asset retirement obligations due to the passage of time are measured by recognizing accretion expense in Interest expense in the consolidated statements of operations and comprehensive income (loss).

A reconciliation of the Company’s asset retirement obligations for the years ended December 31, 2023, for the 2 months ended December 31, 2022, for the year ended October 31, 2022 and 2021 on a discounted basis are as follows:

	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Balance, beginning of the year	$	0.4	$	0.4	$	0.4	$	—
Non-cash additions	0.5		—		—		0.4
Accretion of liability and foreign exchange	0.1		—		—		—
Balance, end of year	$	1.0	$	0.4	$	0.4	$	0.4

The discount rate utilized to determine the above accrued obligation was the credit adjusted risk free rate relevant in each jurisdiction as at the time of recognition of the obligation (0.37% - 10.96%). The total undiscounted amount of the obligation is $1.6 million.

20.    Common stock and additional paid-in capital

(a)Common stock and additional paid-in capital

Li-Cycle Corp. is authorized to issue an unlimited number of voting common shares, Class A non-voting common shares, preference shares and Class A preferred shares, in each case without par value. All issued shares are fully paid. Li-Cycle Holdings Corp. is authorized to issue an unlimited number of voting common shares without par value. All issued shares are fully paid.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

Description of Securities

General

The following description of the material terms of the Company's share capital includes a summary of certain provisions of the Articles of Arrangement that became effective upon the closing of the Business Combination (the “Articles”).

Share Capital

The Company's authorized share capital consists of an unlimited number of common shares and an unlimited number of preferred shares issuable in series.

Common Shares

Voting Rights. Under the Articles, the common shares are entitled to receive notice of, and to attend and vote at all meetings of shareholders, except meetings at which only holders of a specified class of shares are entitled to vote. Each common share entitles its holder to one vote.

Dividend Rights. The holders of outstanding common shares are entitled to receive dividends at such times and in such amounts and form as the board may from time to time determine, but subject to the rights of the holders of any preferred shares. The Company is permitted to pay dividends unless there are reasonable grounds for believing that: (i) the Company is, or would after such payment be, unable to pay its liabilities as they become due; or (ii) the realizable value of the Company’s assets would, as a result of such payment, be less than the aggregate of its liabilities and stated capital of all classes of shares. The timing, declaration, amount and payment of any future dividends will depend on the Company’s financial condition, earnings, capital requirements and debt service obligations, as well as legal requirements, industry practice and other factors that our board deems relevant.

Preemptive Rights. There are no preemptive rights relating to the common shares.

Repurchase of Common Shares. Under the OBCA, the Company will be entitled to purchase or otherwise acquire any of its issued shares, subject to restrictions under applicable securities laws and provided that the Company will not be permitted to make any payment to purchase or otherwise acquire any of its issued shares if there are reasonable grounds for believing that: (i) the Company is, or would after such payment be, unable to pay its liabilities as they become due; or (ii) the realizable value of the Company’s assets would, as a result of such payment, be less than the aggregate of its liabilities and stated capital of all classes of shares.

Liquidation. Upon the dissolution, liquidation or winding up of the Company, or any other distribution of assets of the Company, among its shareholders for the purpose of winding up its affairs, subject to the rights of the holders of any outstanding series of preferred shares, the holders of common shares will be entitled to receive the remaining property and assets of the Company available for distribution to its shareholders ratably in proportion to the number of common shares held by them.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

(in millions)	Number of shares outstanding*	Amount
Common shares and additional paid-in capital outstanding as at November 1, 2020	83.4	$	16.3
Issuance of shares – Series C private placement (i)	11.2	21.6
Issuance of shares for non-cash costs	0.5	—
Issuance of shares through Business Combination (ii)	65.7	477.0
Settlement of RSUs	0.4	0.8
Exercise of stock options	2.1	0.2
RSUs expense	—	0.7
Stock-based compensation - options	—	2.7
Common shares and additional paid-in capital outstanding as at October 31, 2021	163.3	519.3
Settlement of RSUs	0.3	—
Exercise of stock options	1.4	—
Exercise of warrants	5.7	46.0
Issuance of shares to LGES and LGC (iii)	5.3	49.7
Stock-based compensation - RSUs	—	11.5
Stock-based compensation - options	—	6.6
Common shares and additional paid-in capital outstanding as at October 31, 2022	176.0	633.1
Settlement of RSUs	—	—
Exercise of stock options	0.1	—
Stock-based compensation - RSUs	—	1.6
Stock-based compensation - options	—	0.6
Common shares and additional paid-in capital outstanding as at December 31, 2022	176.1	635.3
Settlement of RSUs	0.8	—
Exercise of stock options	1.3	—
Stock-based compensation - RSUs	—	9.8
Stock-based compensation - options	—	3.6
Payment to the holders of non-controlling interest in subsidiary	—	(0.4)
Common shares and additional paid-in capital outstanding as at December 31, 2023	178.2	$	648.3

*The number of Li-Cycle Corp. common shares and Class A preferred shares on the consolidated statements of equity have been recast by the Business Combination exchange ratio of 1:39.91 for periods prior to the completion of the Business Combination on August 10, 2021.

(i)On November 13, 2020, Li-Cycle Corp. completed a Series C private placement with two entities to purchase 281,138 Class A preferred shares at a price of $81.81 per share, for total proceeds of $23.0 million and incurred transaction fees of $1.4 million.

(ii)On August 10, 2021, the Company finalized the business combination described in Note 1. All outstanding common shares and Class A preferred shares of Li-Cycle Corp., 2,407,535 in total, were exchanged for 96,084,679 common shares of Li-Cycle Holdings Corp. at the exchange ratio of 1:39.91. Li-Cycle Holdings Corp. issued an additional 65,671,374 common shares for net proceeds of $525,329,273. As part of this transaction, all outstanding 9,829 Restricted Share Units of Li-Cycle Corp. were settled by issuance of additional 392,276 common shares of Li-Cycle Holdings Corp. and a cashless exercise of 28,779 stock options of Li-Cycle Corp. resulted in an additional 1,031,226 common shares of Li-Cycle Holdings Corp.

(iii)On May 12, 2022, the Company announced the successful completion of the $50 million aggregate investment in common shares of the Company by LG Energy Solution, Ltd. (“LGES”) and LG Chem, Ltd. (“LGC”). The Company issued 5,300,352 shares at an average price of $9.43 per common shares to LGES and LGC (being 2,650,176 common shares each). The investment was split into two tranches: (i) an initial tranche of 4,416,960 common shares, in the aggregate, at a price of $10.00 per share (for an aggregate initial tranche subscription price of approximately $44.2 million), and (ii) a second tranche of 883,392 common shares, in the aggregate, at a price of $6.60 per share (for an aggregate second tranche subscription price of approximately $5.8 million). The total cash inflow, net of transaction costs, was $49.7 million.

(b)Long-term incentive plans

The number of common shares authorized for awards under the Company's 2021 Long-Term Incentive Plan (“LTIP plan”) is 35,999,035 common shares as of December 31, 2023.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

Stock options

Stock options have been issued under the Company's LTIP plan and certain legacy plans (“Legacy Plans”). Each of the Company's stock options converts into one common share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. The vesting period is three years, one-third on the first-year anniversary of the grant of the option, and one-third every consecutive year thereafter. If an option remains unexercised after a period of 10 years from the date of grant, the option expires. In general, vested options are forfeited 90 days following employee termination and all non-vested options at the time of termination are immediately forfeited.

A summary of stock option activities is as follows:

	Number of stock options	Weighted average exercise price
Balance as at November 1, 2020	5,327,980	$	0.38
Grants	2,320,989	6.13
Exercises	(2,172,820)	0.62
Forfeitures/cancellations/expirations	(179,595)	1.06
Balance, as at October 31, 2021	5,296,554	2.81
Grants	763,829	7.81
Cashless exercises	(1,547,113)	0.46
Forfeitures/cancellations/expirations	(2,619)	10.93
Balance, as at October 31, 2022	4,510,651	4.46
Grants	—	—
Cashless exercises	(141,919)	0.81
Forfeitures/cancellations/expirations	—	—
Balance, as at December 31, 2022	4,368,732	4.58
Grants	1,088,500	5.76
Cashless exercises	(1,581,424)	0.74
Forfeitures/cancellations/expirations	(157,122)	9.80
Balance, as at December 31, 2023	3,718,686	6.34
Exercisable stock options as at December 31, 2023	1,963,937	$	5.85

The aggregate intrinsic value of the stock options exercised, outstanding and exercisable was $6.1 million, $nil, and $nil for the year ended December 31, 2023 ($0.7 million, $9.6 million, and $9.6 million for the 2 month period ended December 31, 2022, $10.2 million, $13.4 million, and $13.4 million for the year ended October 31, 2022, $18.7 million, $53.6 million, and $51.5 million for the year ended October 31, 2021).

Cash received from the stock options exercised for the year ended December 31, 2023 was $nil (2 month period ended December 31, 2022: $nil, year ended October 31, 2022: $nil, year ended October 31, 2021: $0.2 million). There were no tax benefits recognized by the Company related to stock options exercised as at December 31, 2023 (December 31, 2022: $nil; October 31, 2022: $nil; October 31, 2021: $nil).

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

A summary of non-vested stock options for the year ended December 31, 2023 is shown below:

	Number	Weighted average grant date fair value
Non-vested balance as at November 1, 2020	2,822,515	$	0.44
Granted during the period	2,320,989	3.59
Vested during the period	(3,910,062)	0.60
Forfeited during the period	(179,595)	0.75
Non-vested balance as at October 31, 2021	1,053,847	6.68
Granted during the period	763,829	4.87
Vested during the period	(557,693)	6.42
Forfeited during the period	(2,619)	6.68
Non-vested balance as at October 31, 2022	1,257,364	5.58
Vested during the period	(10,575)	7.88
Forfeited during the period	—	—
Non-vested balance, as at December 31, 2022	1,246,789	5.56
Granted during the period	1,088,500	3.33
Vested during the period	(466,188)	5.69
Forfeited during the period	(114,352)	5.88
Non-vested balance, as at December 31, 2023	1,754,749	$	4.12

A summary of the outstanding stock options is as follows:

As at December 31, 2023
Plans	Range of exercise prices	Number of stock options	Weighted-average remaining contractual life (years)	Expiration year
Legacy Plans	$ 0.37 - 2.15	972,251	5.63	April 2024 - February 2031
LTIP Plan	4.94 - 13.20	2,746,435	8.33	August 2031 - May 2033
Total		3,718,686

The Company recognized total expenses of $3.6 million related to stock options for the year ended December 31, 2023 (2 month period ended December 31, 2022: $0.6 million; year ended October 31, 2022: $6.6 million; year ended October 31, 2021: $2.7 million).

As of December 31, 2023, there was $2.3 million of total unrecognized compensation cost arising from stock options. This cost is expected to be recognized over a weighted average period of 1.33 years. The total fair value of stock options vested during the year ended December 31, 2023 was $2.7 million (2022 and 2021 was $3.6 million and $2.4 million, respectively).

The fair value of the stock options granted during the year ended December 31, 2023 was determined to be $3.6 million (2 month period ended December 31, 2022: $nil; year ended October 31, 2022: $3.7 million, year ended October 31, 2021: $8.3 million), using the Black-Scholes Merton option pricing model. The assumptions used in the stock option pricing model for the grants during the year ended December 31, 2023 were as follows:

Risk free interest rate	3.45% - 3.59%
Expected life of options	6 years
Expected dividend yield	0%
Expected stock price volatility	57.81% - 58.65%
Expected forfeiture rate	0.19%

Expected volatility was determined by calculating the average historical volatility of a group of listed entities that are considered similar in nature to the Company.

Restricted share units

Under the terms of the Company's LTIP plan, restricted share units (“RSUs”) of Li-Cycle Holdings Corp. have been issued to executives, directors, employees and advisors. The RSU vesting periods range from several months to 3 years. The RSUs

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

represent the right to receive common shares from Li-Cycle Holdings Corp. in an amount equal to the fair market value of a common share of Li-Cycle Holdings Corp. at the time of distribution. RSUs issued under the LTIP plan are expected to be settled in common shares. RSUs issued under the LTIP plan are classified as equity on the consolidated balance sheets.

The Company recognized stock-based compensation expense relating to RSUs totaling $9.8 million in the year ended December 31, 2023 (2 month period ended December 31, 2022: $1.6 million, year ended October 31, 2022: $11.5 million, year ended October 31, 2021: $0.7 million).

A summary of RSU activities is as follows:

	Number of RSUs	Weighted average share price on grant
Balance as at November 1, 2020	87,084	$	1.07
Granted	1,021,955	8.29
Vested and settled	(392,276)	1.87
Forfeited/cancelled/expired	—	—
Balance, as at October 31, 2021	716,763	10.93
Granted	1,703,966	8.38
Vested and settled	(317,619)	11.22
Forfeited/cancelled/expired	(55,073)	9.98
Balance, as at October 31, 2022	2,048,037	8.79
Granted	—	—
Vested and settled	(42,534)	13.20
Forfeited/cancelled/expired	(4,823)	10.36
Balance, as at December 31, 2022	2,000,680	8.69
Granted	9,541,333	1.98
Vested and settled	(827,692)	8.70
Forfeited/cancelled/expired	(855,240)	6.13
Balance, as at December 31, 2023	9,859,081	$	2.42

RSUs granted in the year ended December 31, 2023 vest over 0.5 to 3 years and are settled upon vesting.

There was no tax benefit recognized by the Company related to the RSUs vested for the year ended December 31, 2023 (2 month period ended December 31, 2022: $nil, year ended October 31, 2022: $nil; year ended October 31, 2021: $nil).

As of December 31, 2023, there was $10.6 million of total unrecognized compensation cost arising from restricted stock awards. This cost is expected to be recognized over a weighted average period of 1.13 years. The total fair value of restricted stock vested during the year ended December 31, 2023 was $7.2 million (2022 and 2021 was $3.6 million and $0.7 million, respectively).

For the year ended December 31, 2023, the Company capitalized $0.7 million in RSU and stock option costs to assets under construction (year ended October 31, 2022: $0.6 million, year ended October 31, 2021: $nil).

21.    Non-controlling interest

On January 26, 2022, the Company entered into an agreement with ECO STOR AS (“ECO STOR”) and Morrow Batteries AS (“Morrow”) to form Li-Cycle Norway AS for the purpose of developing a new Spoke facility in southern Norway. Li-Cycle became the majority owner of Li-Cycle Norway AS with 67% ownership, while Nordic-headquartered strategic partners ECO STOR and Morrow held a 31% and 2% ownership, respectively.

On June 29, 2023, the Company purchased all shares of Li-Cycle Norway AS held by ECO STOR and Morrow, eliminating all non-controlling interests in the entity. The Company paid $0.4 million for these shares, bringing its ownership interest in Li-Cycle Norway AS from 67% to 100%. This transaction created a loss of $0.6 million which is reflected in equity and had no impact on the consolidated statements of operations and comprehensive income (loss).

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

The carrying amount of Li-Cycle Norway AS net assets in the Company's consolidated financial statements on the date of acquisition was $0.6 million.

in millions of US dollars
Carrying amount of NCI acquired ($0.6 million x 33%)	$	0.2
Consideration paid to NCI	0.4
A decrease in equity attributable to owners of the Company	$	0.6

22.    Financial instruments and financial risk factors

Fair values

The Company’s financial assets and financial liabilities measured at fair value on a recurring basis are as follows:

As at December 31, 2023	Balance		Level 1		Level 2
Accounts receivable (subject to provisional pricing)	$	0.6	$	—	$	0.6
Conversion feature of convertible debt (refer to Note 17)	0.4		—		0.4
As at December 31, 2022	Balance		Level 1		Level 2
Accounts receivable (subject to provisional pricing)	$	1.2	$	—	$	1.2
Conversion feature of convertible debt (refer to Note 17)	22.5		—		22.5
As at October 31, 2022	Balance		Level 1		Level 2
Accounts receivable (subject to provisional pricing)	$	2.0	$	—	$	2.0
Conversion feature of convertible debt (refer to Note 17)	43.9		—		43.9
As at October 31, 2021	Balance		Level 1		Level 2
Accounts receivable (subject to provisional pricing)	$	2.8	$	—	$	2.8
Warrants (refer to Note 18)	82.1		53.5		28.6
Conversion feature of convertible debt (refer to Note 17)	29.0		—		29.0

Refer to Note 6 above for additional details related to measurement of accounts receivable and the concentration of credit risk of accounts receivable.

Market risk

The Company is exposed to commodity price movements for the inventory it holds and produces. Commodity price risk management activities are currently limited to monitoring market prices. The Company's revenues are sensitive to the market prices of the constituent payable metals in its products, notably cobalt and nickel.

The following table sets out the Company's exposure, in relation to the impact of movements in the Cobalt and Nickel price for the provisionally invoices sales volume:

As at December 31, 2023	Cobalt		Nickel
Metric tonnes subject to fair value pricing adjustments	2,313.0		2,313.0
10% increase in prices	$	0.2	$	0.3
10% decrease in prices	$	(0.2)	$	(0.3)

As at December 31, 2022	Cobalt		Nickel
Metric tonnes subject to fair value pricing adjustments	4,428.0		4,428.0
10% increase in prices	$	0.8	$	1.4
10% decrease in prices	$	(0.8)	$	(1.4)

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

As at October 31, 2022	Cobalt		Nickel
Metric tonnes subject to fair value pricing adjustments	4,202.0		4,202.0
10% increase in prices	$	1.1	$	1.0
10% decrease in prices	$	(1.1)	$	(1.0)

As at October 31, 2021	Cobalt		Nickel
Metric tonnes subject to fair value pricing adjustments	1,728.0		1,728.0
10% increase in prices	$	0.3	$	0.4
10% decrease in prices	$	(0.3)	$	(0.4)

The following table sets out the period end commodity prices for Cobalt and Nickel:

As at December 31, 2023	Market price per tonne
Cobalt	$	28,660
Nickel	$	16,250

As at December 31, 2022	Market price per tonne
Cobalt	$	41,337
Nickel	$	30,400

As at October 31, 2022	Market price per tonne
Cobalt	$	53,462
Nickel	$	21,710

As at October 31, 2021	Market price per tonne
Cobalt	$	60,407
Nickel	$	19,300

23.     Commitments and contingencies

As of December 31, 2023, there were $8.3 million in committed purchase orders or agreements for equipment and services (December 31, 2022: $9.5 million, October 31, 2022: $9.2 million, October 31, 2021: $6.9 million).

Moelis Engagement

As described in Note 1, the Special Committee selected Moelis as its financial advisor in relation to certain initiatives to strengthen its financial position and enhance liquidity of the Company. The Company has entered into a contingent fee arrangement with Moelis, which includes success fees that become payable upon closing certain financing transactions, depending on the deal structure and size.

Legal Proceedings

The Company is and may be subject to various claims and legal proceedings in the ordinary course of its business. Due to the inherent risks and uncertainties of the litigation process, we cannot predict the final outcome or timing of claims or legal proceedings. The Company records provisions for such claims when an outflow of resources is considered probable and a reliable estimate can be made. No such provisions have been recorded by the Company.

Shareholder Litigation relating to the October 23, 2023 Announcement of Rochester Hub Construction Pause

Three shareholder suits were launched following the Company’s announcement on October 23, 2023 that it would be pausing construction on the Rochester Hub project, being the Davis, Wyshynski and Nieves actions, described below.

On November 8, 2023, a putative federal securities class action lawsuit was filed in the U.S. District Court for the Southern District of New York against the Company, its CEO, and its CFO, on behalf of a proposed class of purchasers of the Company’s common shares during the period from June 14, 2022 through October 23, 2023. The complaint, which is captioned as Davis v. Li-Cycle Holdings Corp., et al., 1:23-cv-09894 (S.D.N.Y.) (the “Davis Securities Action”), asserts claims under Sections 10(b)

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

and 20(a) of the Exchange Act, and alleges that the defendants issued false and misleading statements regarding the Rochester Hub’s construction budget, costs and timeline, which were allegedly revealed on October 23, 2023, when the Company announced that it would pause construction on the Rochester Hub project. The complaint seeks compensatory damages and an award of costs. In view of the uncertainties inherent in litigation, we do not express a judgment as to the outcome of this litigation. No amounts have been recorded for any potential liability arising from this matter. The Company has not recorded a provision for the claim as outflow of resources is not considered probable and a reliable estimate of potential damages cannot be made.

On November 27, 2023, a putative Ontario securities class action claim was filed in the Ontario Superior Court of Justice against the Company and its CEO. The claim was amended on February 8, 2024. The claim is on behalf of a proposed class of purchasers of the Company’s common shares during the period from February 27, 2023 through November 10, 2023. The claim, which is captioned as Wyshynski v. Li-Cycle Holdings Corp. et al., Court File No. CV-23-00710373-00CP, alleges common law secondary market misrepresentations and, if leave is granted under Part XXIII.1 of the Securities Act (Ontario), statutory secondary market negligent misrepresentations. The Wyshynski claim alleges that the Company’s public disclosures through the class period contained misrepresentations because they omitted materials facts regarding the cost of the Rochester Hub project and the availability of financing. The Wyshynski claim alleges that the purported misrepresentations were publicly corrected on (i) October 23, 2023, when the Company announced that it would pause construction on the Rochester Hub project; and (ii) November 13, 2023, with the release of the Company’s Q3 2023 earnings. The putative class includes all persons who acquired Li-Cycle common shares during the class period and who held some or all of those common shares until after the release of at least one of the alleged corrective disclosures. The claim seeks compensatory damages and an award of costs. In view of the uncertainties inherent in litigation, we do not express a judgment as to the outcome of this litigation. No amounts have been recorded for any potential liability arising from this matter. The Company has not recorded a provision for the claim as outflow of resources is not considered probable and a reliable estimate of potential damages cannot be made.

On December 4, 2023, a putative shareholder derivative action was filed in the Supreme Court of the State of New York, Monroe County, purportedly on behalf of the Company (as nominal defendant) against certain of the Company’s current and/or former officers and directors. The action, which is captioned as Nieves v. Johnston, et. al., Index No. E2023014542 (N.Y. Sup. Ct.), principally concerns the same alleged misstatements or omissions at issue in the Davis Securities Action, and asserts common law claims for breach of fiduciary duty, waste, unjust enrichment, and gross mismanagement. The action seeks to recover unspecified compensatory damages on behalf of the Company, an award of costs and expenses and other relief. On February 29, 2024, the parties agreed to stay the action pending resolution of the Davis Securities Action. In view of the uncertainties inherent in litigation, we do not express a judgment as to the outcome of this litigation. No amounts have been recorded for any potential liability arising from this matter. The Company has not recorded a provision for the claim as outflow of resources is not considered probable and a reliable estimate of potential damages cannot be made.

Subrogation Liability Claim

On or around January 2, 2024, the Company received a notice of a subrogation liability claim by an insurance company on behalf of one of the other tenants of the New York Spoke’s warehouse. The claim relates to a small fire which occurred at the building on December 23, 2023, involving lithium-ion batteries being stored at the warehouse. The claimant has not provided details of potential damages and the Company’s general liability insurer is providing coverage for this claim, including defense of the claim. The Company has not recorded a provision for the claim as outflow of resources is not considered probable and a reliable estimate of potential damages cannot be made.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

24.    Earnings (loss) per share

	Year ended December 31, 2023		2 months ended December 31, 2022		Year ended October 31, 2022		Year ended October 31, 2021
Total net income (loss)	$	(138.0)	$	1.6	$	(50.3)	$	(70.5)
Weighted average number of common shares (in millions)	177.5		176.0		170.7		110.1
Effect of dilutive securities:
Stock options	—		2.1		—		—
Restricted share units	—		2.0		—		—
Dilutive number of shares	$	177.5	$	180.1	$	170.7	$	110.1
Basic and diluted earnings (loss) per share	$	(0.78)	$	0.01	$	(0.29)	$	(0.64)

The stated weighted average number of common shares and the number of potential common shares have been recast by the Business Combination exchange ratio of 1:39.91 for periods prior to the completion of the Business Combination on August 10, 2021.

Adjustments for diluted loss per share were not made for the for the year ended December 31, 2023, for the year ended October 31, 2022, and for the year ended October 31, 2021 as they would be anti-dilutive in nature. The following table presents shares from instruments that could dilute basic loss per share in the future, but were not included in the calculation of diluted loss per share because they are antidilutive for the periods presented:

As at	December 31, 2023		December 31, 2022		October 31, 2022		October 31, 2021
Stock options	$	3.7	$	4.4	$	4.5	$	5.3
Warrants	—		—		—		23.0
Convertible debt
KSP Convertible Notes	9.6		8.5		8.4		7.5
Glencore Convertible Notes	23.7		21.4		21.0		—
Restricted share units	9.9		2.0		2.0		0.7
Total	$	46.9	$	36.3	$	35.9	$	36.5

25.    Segment reporting

The consolidated financial information presented in these financial statements is reviewed regularly by the Company’s chief operating decision maker (“CODM”) for making strategic decisions, allocations resources and assessing performance. The information review by CODM for decision making purposes aligns with the information provided above in the statements of operations and comprehensive income (loss), financial position, and cash flows. The Company’s CODM is its Chief Executive Officer.

The Company's revenue primarily comes from three key customers, as shown in the table below. The Company's remaining customers do not make up significant percentages of these balances. For additional details on product sales and fair value adjustments recognized in the period, refer to Note 3.

Revenue
	For the year ended December 31, 2023		For the 2 months ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Customer A	21.6	%	0.0	%	0.0	%	0.0	%
Customer B	16.4	%	61.2	%	68.9	%	52.4	%
Customer C	10.3	%	0.0	%	0.0	%	0.0	%
Customer D	10.3	%	0.0	%	0.0	%	0.0	%
Customer E	9.3	%	27.2	%	0.0	%	0.0	%
Customer F	7.5	%	10.1	%	17.0	%	41.7	%

During the year ended December 31, 2023, two months ended December 31, 2022, years ended October 31, 2022 and 2021, the Company operated in Canada and the United States. In the year ended October 31, 2022, the Company also began investing in

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

future operations in Europe. As of December 31, 2023, there have not been sales of Black Mass & Equivalents and as such, product revenue has not been recognized in Europe. Management has concluded that the customers, and the nature and method of distribution of goods and services delivered, if any, to these geographic regions are similar in nature. The risks and returns across the geographic regions are not dissimilar; therefore, the Company operates as a single operating segment.

The following is a summary of the Company’s geographical information:

	Canada		United States		Germany		Other		Total
Revenues
Year ended December 31, 2023	$	1.0	$	16.3	$	—	$	1.0	$	18.3
2 months ended December 31, 2022	0.9		5.0		—		—		5.9
Year ended October 31, 2022	4.1		9.3		—		—		13.4
Year ended October 31, 2021	3.0		4.3		—		—		7.3
Non-current assets
As at December 31, 2023	$	57.0	$	618.9	$	34.9	$	26.2	$	737.0
As at December 31, 2022	31.6		212.0		11.7		2.5		257.8
As at October 31, 2022	23.0		160.6		10.8		2.3		196.7
As at October 31, 2021	10.8		34.2		—		—		45.0

Revenue is attributed to each geographical location based on location of sale.

26.    Income taxes

Net loss before income tax includes the following components:

	For the year ended December 31, 2023		For the 2-month period ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Canada	$	(72.0)	$	4.6	$	(46.1)	$	(70.9)
Foreign	(65.9)		(3.0)		(4.2)		0.4
Total	$	(137.9)	$	1.6	$	(50.3)	$	(70.5)

The expense for income taxes consists of:

	For the year ended December 31, 2023		For the 2-month period ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Current
Canada	$	—	$	—	$	—	$	—
Foreign	0.1		—		—		—
	$	0.1	$	—	$	—	$	—
Deferred and other
Canada	$	—	$	—	$	—	$	—
Foreign	—		—		—		—
	$	—	$	—	$	—	$	—
Income tax expense	$	0.1	$	—	$	—	$	—

The recovery of income taxes differs from the amount obtained by applying the statutory Federal and Provincial/State income tax rates to the loss for the period as follows:

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

	For the year ended December 31, 2023			For the 2-month period ended December 31, 2022			For the year ended October 31, 2022			For the year ended October 31, 2021
Net loss for the year before tax	$	(137.9)		$	1.6		$	(50.3)		$	(70.5)
Statutory tax rates	26.5		%	26.5		%	26.5		%	26.5		%
	$	(36.5)		$	0.4		$	(13.3)		$	(18.7)
Change in valuation allowance	$	26.1		$	(1.2)		$	17.6		$	8.8
Rate differential	3.0			0.3			0.5			—
Internal transfer of intangible property	4.0			—			—			—
Other	0.1			—			0.1			—
Non-deductible item and others	3.4			0.5			(4.9)			9.9
Income tax expense	$	0.1		$	—		$	—		$	—

As of December 31, 2023, the Company has net operating losses of approximately $329.0 million (December 31, 2022: $204.5 million, October 31, 2022: $184.1 million; October 31, 2021: $53.4 million) related to Canada and the United States available to reduce net income for tax purposes in future years. Management believes there is insufficient evidence that the income tax benefits related to these losses and other potential deferred income tax assets will be realized. Accordingly, the Company has provided for a valuation allowance against the net amount of deferred income tax assets in the consolidated financial statements.

As of December 31, 2023, the Company has aggregate non-capital losses for Canadian income tax purposes of approximately $228.1 million (December 31, 2022: $168.0 million, October 31, 2022: $153.2 million, October 31, 2021: $48.7 million), that expire in the period 2037 to 2042. In addition, the Company has net operating losses for US income tax purposes of approximately $79.7 million (December 31, 2022: $28.7 million, October 31, 2022: $25.0 million, October 31, 2021: $4.7 million) that carryforward indefinitely. The net operating losses for income tax purposes in other jurisdictions, on which valuation allowances have been recorded, consists of approximately $2.5 million which can be carried forward indefinitely and $18.6 million which will expire beginning 2029 to 2037.

The components of deferred tax assets and liabilities are as follows:

	For the year ended December 31, 2023		For the 2-month period ended December 31, 2022		For the year ended October 31, 2022		For the year ended October 31, 2021
Deferred tax assets
Tax losses and credits carryforwards	$	82.6	$	50.8	$	48.6	$	14.3
Share issuance costs	6.6		9.4		10.1		12.6
Convertible debt	—		—		—		—
Reserves and provisions	0.1		0.1		0.1		0.2
Other	2.8		4.0		3.4		0.1
Right of use assets, net of lease liabilities	0.9		0.5		0.5		0.5
Deferred income tax assets	$	93.0	$	64.8	$	62.7	$	27.7
Less valuation allowance	(68.9)		(42.7)		(43.9)		(25.0)
Deferred tax assets, net of valuation allowance	$	24.1	$	22.1	$	18.8	$	2.7
Deferred tax liabilities
Property, plant and equipment, due to differences in amortization	(8.0)		(9.2)		(11.2)		(2.7)
Convertible debt, due to differences in amortization	(16.1)		(12.9)		(7.6)		—
Deferred tax liabilities, net of valuation allowance	$	(24.1)	$	(22.1)	$	(18.8)	$	(2.7)
Net deferred income tax assets (liabilities)	$	—	$	—	$	—	$	—

We have not provided for deferred income taxes on the difference between the carrying value of substantially all of our foreign subsidiaries and their corresponding tax basis as the earnings of those subsidiaries are intended to be indefinitely reinvested in their operations. As such, these investments are not anticipated to give rise to income taxes in the foreseeable future. If such earnings are remitted, in the form of dividends or otherwise, we may be subject to income taxes and foreign withholding taxes. The determination of the amount of unrecognized deferred income tax liabilities applicable to such amounts is not practicable.

Li-Cycle Holdings Corp.

Notes to the consolidated financial statements

All dollar amounts presented are expressed in millions of US dollars except share and per share amounts

Certain of our subsidiaries are subject to taxation in Canada, the United States and other foreign jurisdictions. The material jurisdictions in which we are subject to potential examinations include Canada and the United States. We are open to examination by Canadian tax authorities for the 2019 to 2023 tax years and by US tax authorities for the 2020 to 2023 tax years. We are currently under examination for income tax matters for the 2021 tax year.

There are no unrecognized tax benefits reflected in the deferred tax asset balances.

27.    Subsequent events

Commercial Claim – Pike Conductor DEV 1, LLC

On January 17, 2024, Pike Conductor DEV 1, LLC (“Pike”) sent the Company a purported notice of default a claiming that the Company failed to pay certain amounts in connection with leasing a warehouse and administrative building related to the Rochester Hub, and failed to clear certain liens levied on the property.

On January 26, 2024, the Company filed a lawsuit in New York State Court in Monroe County, seeking an order requiring Pike to amend and restate the agreement as a ground lease and to pay damages of at least $39.0-$53.0 million. The Company also sought an order barring Pike from seeking to, among other things, terminate the agreement or evict the Company from the property while the lawsuit is pending. Under the agreement between the parties, Pike agreed to construct the property and lease it to the Company. The Company agreed to finance up to $58.6 million of Pike’s construction costs, including $14.5 million in tenant’s improvements. Based on the agreement between the parties, if, by November 1, 2023, Pike had not repaid the pre-financing costs, less the tenant improvements, then the parties would restate the agreement as a ground lease and the Company would own the Warehouse. To date, the Company has funded approximately $53.5 million of the construction costs. Repayment to the Company had not occurred by this date, and the agreement has not been restated as a ground lease.

On January 29, 2024, the court issued an order temporarily restraining Pike until a hearing can be held on the Company’s lawsuit. Following certain court-ordered settlement conferences, the parties are negotiating the terms of an agreed settlement. The hearing date has been extended to late April, to allow the parties additional time to conclude their agreements.

Government Grant – Germany Spoke

On February 7, 2024, the Company announced that it has received approval from the State of Saxony-Anhalt, Germany for a grant of up to €6.4 million ($7.1 million) for its Germany Spoke, as part of the “Improving the Regional Economic Structure” program. The grant can be used to finance eligible expenditures (primarily machinery and equipment, vehicles, and building or structural improvements) within the investment period ending May 31, 2025. Under the financing plan, the Company is required to fund a proportion of the eligible investment expenditures, to engage at least 38 full-time employees and to provide a security interest in relation to certain equipment. Payout of the grant will occur once all conditions for disbursement have been met.

Signing of a Senior Secured Convertible Note Agreement with Glencore

On March 11, 2024, the Company entered into an agreement with Glencore, according to which the Company will issue senior secured convertible notes to Glencore in exchange for $75.0 million. The note will mature on the fifth anniversary of closing and will be convertible into common shares of the Company at an initial conversion price of $0.53 per Li-Cycle common share. Li-Cycle will be entitled, at its election, to pay interest on the note in cash or in-kind. As security for the Company’s obligations under the note, Li-Cycle has agreed to give Glencore a security interest in substantially all of its assets.

In conjunction with signing the agreement, the Company amended and restated terms related to the Glencore Convertible Notes, according to which they will be split into two tranches and their maturity dates be deferred by additional five years, among other things, effective from the occurrence of (each, “Modification Date”): (i) for the first tranche, the earliest of the date that is one month after the effectiveness and initial funding, if any, of a project loan financing for the Rochester Hub, and (ii) December 31, 2024, and (a) for the second tranche, the first commercial production from the Rochester Hub, (b) construction costs exceeding the construction budget set forth in the project loan financing, and (c) June 1, 2026. In addition, at each Modification Date the conversion price for the applicable tranche shall be adjusted to be the lesser of (x) an amount determined on the basis of a 30-Day VWAP (volume weighted average trading price) having a reference date equal to applicable Modification Date plus a 25% premium, and (y) $9.95 per share (the current conversion price of the Glencore Convertible Notes).

Supplementary Financial Information

The Company previously qualified as a “foreign private issuer” under applicable U.S. securities laws and on January 1, 2024, became subject to the rules and regulations of the SEC applicable to U.S. domestic issuers, including the requirement to report its financial statements in accordance with U.S. GAAP. As a result, the Company has prepared its annual consolidated financial statements for the years ended December 31, 2023, October 31, 2022 and October 31, 2021 and consolidated financial statements for the two-month period ended December 31, 2022, in accordance with U.S. GAAP.

Selected unaudited quarterly financial data is presented below for each quarter in the year ended December 31, 2023 to reflect the Company’s material retrospective change to its statements of comprehensive income for past periods due to its transition from preparing financial statements in accordance with IFRS to U.S. GAAP in connection with the Company’s transition to being a “U.S. domestic issuer”. All dollar amounts presented below are expressed in millions of US dollars.

	Year ended December 31, 2023
	(Unaudited)
	Quarter 1		Quarter 2		Quarter 3		Quarter 4
Revenue	$	3.6	$	3.6	$	4.7	$	6.4
Cost of sales	(19.1)		(20.2)		(20.1)		(22.4)
Loss from operations	(39.1)		(42.8)		(44.0)		(36.7)
Net loss and comprehensive loss	(36.5)		(31.9)		(30.7)		(38.9)

Part IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1)Consolidated Financial Statements

The following are filed as part of this Annual Report on Form 10-K:

•The consolidated financial statements for the year ended December 31, 2023, the two-month transition period ended December 31, 2022, the year ended October 31, 2022 and the year ended October 31, 2021.

(a)(2)Financial Statement Schedules

All financial statement schedules are omitted because the information called for is not required or is shown either in the consolidated financial statements or the notes thereto.

(a)(3)Exhibits

The following is a list of exhibits filed as part of this Annual Report on Form 10-K.

Exhibit Number	Description
2.1††	Business Combination Agreement, dated as of February 15, 2021, by and among Peridot Acquisition Corp., Li-Cycle Corp. and the Company (incorporated by reference to Exhibit 2.1 to the Company’s Registration Statement on Form F-4 (File No. 333-254843) filed with the SEC on July 6, 2021).**
3.1	Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
3.2	Articles of Amendment to the Articles of Incorporation of the Company (incorporated by reference to Exhibit 1.2 to the Company’s shell company report on Form 20-F (File No. 001-40733) filed with the SEC on August 16, 2021).**
3.3	Amended and Restated By-laws of the Company (incorporated by reference to Exhibit 1.3 to the Company’s shell company report on Form 20-F (File No. 001-40733) filed with the SEC on August 16, 2021).**
4.1	Specimen Common Share Certificate of the Company (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form F-4 (File No. 333-254843) filed with the SEC on July 6, 2021).**
4.2	Description of Securities (incorporated by reference to Exhibit 4.2 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
4.3	Rights Agreement dated as of October 31, 2023, by and between the Company and Continental Stock Transfer & Trust Company, as Rights Agent (incorporated by reference to Exhibit 4.1 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on November 1, 2023).**
4.4	Convertible Note, dated September 29, 2021, issued by Li-Cycle Holdings Corp. to Spring Creek Capital, LLC (incorporated by reference to Exhibit 10.27 to the Company’s Registration Statement on Form F-1 (File No. 333-259895) filed with the SEC on September 30, 2021).**
4.5	Consent to New Debt and Amendment to Convertible Note, dated May 5, 2022, by and between Li-Cycle Holdings Corp. and Wood River Capital, LLC (incorporated by reference to Exhibit 4.38 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on March 30, 2023).**
4.6	Amendment No. 2 to Convertible Note, dated February 13, 2023, by and between Li-Cycle Holdings Corp. and Wood River Capital, LLC (incorporated by reference to Exhibit 4.39 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on March 30, 2023).**
4.7	Convertible Note, dated May 31, 2022, by and between Li-Cycle Holdings Corp. and Glencore Ltd. (incorporated by reference to Exhibit 4.1 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 2, 2022).**
4.8	Amendment No. 1 to Convertible Note, dated February 13, 2023, by and between Li-Cycle Holdings Corp. and Glencore Ltd. (incorporated by reference to Exhibit 4.40 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on March 30, 2023).**
4.9	Form of Senior Secured Convertible Note (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
4.10	Form of Note Guaranty (incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **

4.11	Forms of Amended and Restated Glencore Convertible Notes (incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
4.12	Amendment No. 1 to the Rights Agreement, dated as of March 11, 2024, by and between Li-Cycle Holdings Corp. and Continental Stock Transfer & Trust Company as rights agent (incorporated by reference to Exhibit 4.4 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.1	Form of Subscription Agreement (Institutional Investor Form) (incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form F-4 (File No. 333-254843) filed with the SEC on July 6, 2021).**
10.2	Form of Subscription Agreement (Director Form) (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form F-4 (File No. 333-254843) filed with the SEC on July 6, 2021).**
10.3	Sponsor Letter Agreement, dated as of February 15, 2021, among Peridot Acquisition Corp., Li-Cycle Corp., the Company, Peridot Acquisition Sponsor, LLC and the other individuals party thereto (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form F-4 (File No. 333-254843) filed with the SEC on July 6, 2021).**
10.4	Form of Transaction Support Agreement, dated as of February 15, 2021, among Peridot Acquisition Corp. and the Li-Cycle shareholder party thereto (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form F-4 (File No. 333-254843) filed with the SEC on July 6, 2021).**
10.5†	Li-Cycle Holdings Corp. 2021 Incentive Award Plan (incorporated by reference to Exhibit 4.5 to the Company’s shell company report on Form 20-F (File No. 001-40733) filed with the SEC on August 16, 2021).**
10.6†	Li-Cycle Holdings Corp. 2021 Incentive Award Plan Sub-Plan for Canadian Participants (incorporated by reference to Exhibit 99.4 to the Company’s Registration Statement on Form S-8 (File No. 333-261568) filed with the SEC on December 9, 2021).**
10.7†	Form of Li-Cycle Holdings Corp. 2021 Employee Share Purchase Plan (incorporated by reference to Exhibit 4.8 to the Company’s shell company report on Form 20-F (File No. 001-40733) filed with the SEC on August 16, 2021).**
10.8†	Form of Option Grant Notice and Agreement under the Li-Cycle Holdings Corp. 2021 Incentive Award Plan (incorporated by reference to Exhibit 4.9 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on February 6, 2023).**
10.9†	Form of RSU Award Grant Notice and Agreement under the Li-Cycle Holdings Corp. 2021 Incentive Award Plan (incorporated by reference to Exhibit 4.10 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on February 6, 2023).**
10.10†††	Refined Products — Amended and Restated Marketing, Logistics and Working Capital Agreement, dated December 15, 2021, between Traxys North America LLC and Li-Cycle Americas Corp (incorporated by reference to Exhibit 4.11 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on January 31, 2022).**
10.11	Assignment, Assumption & Joinder Agreement – Traxys Refined Products Agreement, dated as of July 1, 2023, by and between Li-Cycle Americas Corp. (as assigning party), Li-Cycle U.S. Inc. (as assuming party) and Li-Cycle North America Hub, Inc. (jointly and severally with assuming party) (incorporated by reference to Exhibit 10.11 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.12†††	Black Mass — Amended and Restated Marketing, Logistics and Working Capital Agreement, dated December 15, 2021, between Traxys North America LLC and Li-Cycle Americas Corp. (incorporated by reference to Exhibit 4.12 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on January 31, 2022).**
10.13	Assignment and Assumption Agreement – Traxys Black Mass Agreement, dated as of July 1, 2023, by and between Li-Cycle Americas Corp. and Li-Cycle Inc. (as assigning parties) and Li-Cycle U.S. Inc. (as assuming party) (incorporated by reference to Exhibit 10.13 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.14	Letter Agreement, dated December 15, 2021, between Traxys North America LLC and Li-Cycle Holdings Corp (incorporated by reference to Exhibit 4.13 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the on SEC on January 31, 2022).**
10.15	Ground Lease Agreement by and between Li-Cycle North America Hub, Inc. and Ridgeway Properties I, LLC dated August 3, 2021 and Guaranty of Li-Cycle Holdings Corp. guaranteeing the obligations of Li-Cycle North America Hub, Inc. thereunder (incorporated by reference to Exhibit 10.1 to the Company’s Form 6-K filed with the SEC on August 12, 2021).**
10.16	Amendment to Ground Lease Agreement to Ground Lease Agreement dated June 9, 2022 by and between Li-Cycle North America Hub, Inc. and Ridgeway Properties I, LLC (incorporated by reference to Exhibit 4.15 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on February 6, 2023).**

10.17	Investor and Registration Rights Agreement among the Company and the parties named therein (incorporated by reference to Exhibit 4.9 to the Company’s shell company report on Form 20-F (File No. 001-40733) filed with the SEC on August 16, 2021).**
10.18	Note Purchase Agreement, dated September 29, 2021, by and between Li-Cycle Holdings Corp. and Spring Creek Capital, LLC (incorporated by reference to Exhibit 10.28 to the Company’s Registration Statement on Form F-1 (File No. 333-259895) filed with the SEC on September 30, 2021).**
10.19	Standstill Agreement, dated September 29, 2021, by and between Li-Cycle Holdings Corp. and Koch Strategic Platforms, LLC and Spring Creek Capital, LLC (incorporated by reference to Exhibit 10.29 to the Company’s Registration Statement on Form F-1 (File No. 333-259895) filed with the SEC on September 30, 2021).**
10.20†	Li-Cycle Corp. Amended and Restated Stock Option Plan (incorporated by reference to Exhibit 99.2 to the Company’s Registration Statement on Form S-8 (File No. 333-261568) filed with the SEC on December 9, 2021).**
10.21†	Li-Cycle Corp. Amended and Restated Long-Term Incentive Plan (incorporated by reference to Exhibit 99.3 to the Company’s Registration Statement on Form S-8 (File No. 333-261568) filed with the SEC on December 9, 2021).**
10.22	Standstill Agreement, dated December 13, 2021, by and between Li-Cycle Holdings Corp., LG Energy Solution, Ltd. and LG Chem, Ltd. (incorporated by reference to Exhibit 10.3 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on December 14, 2021).**
10.23	Amended and Restated Subscription Agreement, dated April 21, 2022, by and between Li-Cycle Holdings Corp. and LG Energy Solution, Ltd. (incorporated by reference to Exhibit 10.1 to the Company’s Form 6-K (File No.  001-40733) filed with the SEC on April 22, 2022).**
10.24	Amended and Restated Subscription Agreement, dated April 21, 2022, by and between Li-Cycle Holdings Corp. and LG Chem, Ltd. (incorporated by reference to Exhibit 10.2 to the Company’s Form 6-K (File No.  001-40733) filed with the SEC on April 22, 2022).**
10.25	Note Purchase Agreement, dated May 5, 2022, by and between Li-Cycle Holdings Corp. and Glencore Ltd. (incorporated by reference to Exhibit 10.1 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on May 5, 2022).**
10.26	Registration Rights Agreement, dated May 31, 2022, by and between Li-Cycle Holdings Corp. and Glencore Ltd. (incorporated by reference to Exhibit 10.1 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**
10.27	Amended and Restated Standstill Agreement, dated May 31, 2022, by and between Li-Cycle Holdings Corp. and Glencore Ltd. (incorporated by reference to Exhibit 10.2 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**
10.28†††	Master Commercial Agreement, dated May 31, 2022, by and between Li-Cycle Holdings Corp. and Glencore Ltd. (incorporated by reference to Exhibit 10.3 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**
10.29	Joinder Agreement – Master Commercial Agreement, dated as of July 1, 2023, by and between Glencore Ltd., Li-Cycle Holdings Corp., Li-Cycle U.S. Inc., Li-Cycle Europe AG and Li-Cycle APAC PTE Ltd (incorporated by reference to Exhibit 10.29 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.30†††	Amended & Restated Global Feed Sourcing Agreement, dated May 31, 2022, by and between Glencore Ltd. and Li-Cycle Holdings Corp. (incorporated by reference to Exhibit 10.4 to the Company’s Form 6-K (File No.  001-40733) filed with the SEC on June 1, 2022).**
10.31	Joinder Agreement – Amended & Restated Global Feed Sourcing Agreement, dated as of July 1, 2023, by and between Glencore Ltd., Li-Cycle Holdings Corp., Li-Cycle U.S. Inc., Li-Cycle Europe AG and Li-Cycle APAC PTE Ltd (incorporated by reference to Exhibit 10.31 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.32	Black Mass Sourcing Agreement, dated May 31, 2022, by and among Glencore Ltd., Li-Cycle Holdings Corp., Li-Cycle Americas Inc., Li-Cycle Europe AG and Li-Cycle APAC Pte Ltd. (incorporated by reference to Exhibit 10.5 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**
10.33†††	Black Mass Offtake Agreement, dated May 31, 2022, by and among Glencore Ltd., Li-Cycle Holdings Corp., Li-Cycle Americas Corp., Li-Cycle Europe AG and Li-Cycle APAC Pte Ltd. (incorporated by reference to Exhibit 10.6 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**
10.34†††	End Products Off-take Agreement, dated May 31, 2022, by and among Glencore Ltd., Li-Cycle Holdings Corp., Li-Cycle Americas Corp., Li-Cycle Europe AG and Li-Cycle APAC Pte Ltd. (incorporated by reference to Exhibit 10.7 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**

10.35†††	By-Products Off-take Agreement, dated May 31, 2022, by and among Glencore Ltd., Li-Cycle Holdings Corp., Li-Cycle Americas Corp., Li-Cycle Europe AG and Li-Cycle APAC Pte Ltd. (incorporated by reference to Exhibit 10.8 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**
10.36	Amendment to By-Products Off-take Agreement, dated October 24, 2022, by and among Glencore Ltd., Li-Cycle Holdings Corp., Li-Cycle Americas Corp., Li-Cycle Europe AG and Li-Cycle APAC Pte Ltd (incorporated by reference to Exhibit 4.34 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on February 6, 2023).**
10.37	Sulfuric Acid Supply Agreement, dated May 31, 2022, by and among Glencore Ltd., NorFalco LLC, NorFalco Sales, a division of Glencore Canada Corporation, Li-Cycle Holdings Corp. and Li-Cycle North America Hub, Inc. (incorporated by reference to Exhibit 10.9 to the Company’s Form 6-K (File No. 001-40733) filed with the SEC on June 1, 2022).**
10.38	Assignment and Assumption Agreement dated as of July 1, 2023 by and between Li-Cycle Americas Corp. and Li-Cycle Inc. (as assigning parties) and Li-Cycle U.S. Inc. (as the assuming party), covering (a) Black Mass Sourcing Agreement, (b) Black Mass Off-take Agreement, (c) End Products Off-take Agreement, By-Products off-take Agreement (incorporated by reference to Exhibit 10.38 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.39	Sublease Agreement (Warehouse) by and between Pike Conductor DEV 1, LLC (as landlord) and Li-Cycle North America Hub, Inc. (as tenant) dated as of January 12, 2023 and Guaranty of Li-Cycle Holdings Corp. guaranteeing the obligations of Li-Cycle North America Hub, Inc. thereunder (incorporated by reference to Exhibit 4.36 to the Company’s annual report on Form 20-F (File No. 001-40733) filed with the SEC on February 6, 2023).**
10.40	Li-Cycle Rochester Warehouse Sublease Commencement Agreement dated as of July 27, 2023 between Pike Conductor DEV 1, LLC (as landlord) and Li-Cycle North America Hub, Inc. (as tenant) (incorporated by reference to Exhibit 10.40 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.41	Note Purchase Agreement, dated March 11, 2024, by and between Li-Cycle Holdings Corp., Glencore Ltd. and Glencore Canada Corporation (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.42††	Form of Pledge and Security Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.43††	Form of Stock Pledge Agreement (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.44††	Form of General Security Agreement (incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.45††	Form of General Pledge Agreement (incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.46	Form of Amended and Restated Registration Rights Agreement (incorporated by reference to Exhibit 10.6 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.47	Form of Side Letter (incorporated by reference to Exhibit 10.7 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.48†††	Form of North America Black Mass and Refined Products Allocation Agreement by and among Li-Cycle Holdings Corp. and certain of its affiliates, Traxys North America LLC and Glencore Ltd. (incorporated by reference to Exhibit 10.8 to the Company’s Form 8-K (File No. 001-40733) filed with the SEC on March 12, 2024). **
10.49†, †††	Executive Employment Agreement, dated as of March 1, 2022, by and between Li-Cycle Corp. and Tim Johnston (incorporated by reference to Exhibit 5.1 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.50†, †††	Executive Employment Agreement, dated as of March 1, 2022, by and between Li-Cycle Corp. and Ajay Kochhar (incorporated by reference to Exhibit 5.2 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.51†, †††	Executive Employment Agreement, dated as of December 6, 2021, by and between Li-Cycle Corp. and Debbie Simpson (incorporated by reference to Exhibit 5.3 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.52†, †††	Executive Employment Agreement, dated as of March 1, 2022, by and between Li-Cycle Corp. and Carl DeLuca
10.53†, †††	Executive Employment Agreement, dated as of March 31, 2023, by and between Li-Cycle Europe AG and Richard Storrie (incorporated by reference to Exhibit 5.5 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.54†, †††	Executive Employment Agreement, dated November 18, 2022, by and between Li-Cycle Corp. and Christine Barwell (incorporated by reference to Exhibit 5.6 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**

10.55†, †††	Executive Employment Agreement, dated January 19, 2023, by and between Li-Cycle APAC Pte. Ltd. and Dawei Li (incorporated by reference to Exhibit 5.7 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.56†, †††	Executive Employment Agreement, dated March 1, 2022, by and between Li-Cycle Corp. and Chris Biederman (incorporated by reference to Exhibit 5.8 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
10.57	Form of Li-Cycle Director and Officer Indemnification Agreement. (incorporated by reference to Exhibit 5.9 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
21.1	List of Subsidiaries of the Company (incorporated by reference to Exhibit 21.1 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
23.1	Consent of KPMG LLP.
23.2	Consent of Deloitte LLP.
24.1	Power of Attorney (incorporated by reference to Exhibit 24.1 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
31.1	Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
31.2	Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
32.1#	Certification of the Principal Executive Officer pursuant to 18 U.S.C. 1350.
32.2#	Certification of the Principal Financial Officer pursuant to 18 U.S.C. 1350.
97.1	Li-Cycle Holdings Corp. Executive Compensation Clawback Policy (incorporated by reference to Exhibit 97.1 to the Company’s annual report on Form 10-K (File No. 001-40733) filed with the SEC on March 15, 2024).**
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as Inline XBRL and included in Exhibit 101).

___________________

**    Previously filed.

†    Indicates management contract or compensatory plan or arrangement.

††    Certain of the exhibits and schedules to these exhibits have been omitted in accordance with Regulation S-K Item 601(a)(5). The registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.

†††    Pursuant to Item 601(b)(10)(iv) of Regulation S-K, portions of this exhibit have been omitted because Li-Cycle Corp. customarily and actually treats the omitted portions as private or confidential, and such portions are not material and would likely cause it competitive harm if publicly disclosed. Li-Cycle Holdings Corp. will supplementally provide an unredacted copy of this exhibit to the SEC or its staff upon request.

#    This certification is deemed not filed for purpose of Section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.

All schedules have been omitted because they are not required, are not applicable or the information is otherwise set forth in the financial statements or notes thereto.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

		LI-CYCLE HOLDINGS CORP.
		By:	/s/ Ajay Kochhar
			Name: Ajay Kochhar
			Title: Co-Founder, President & CEO and Executive Director
Date:	April 29, 2024