Correspondence 0001140361-23-002926 from Piedmont Lithium Inc. (PLL, PLLTL) (CIK 0001728205)
Piedmont Lithium Inc. (PLL, PLLTL) (CIK 0001728205)
Date: Jan. 26, 2023 · CIK: 0001728205 · Accession: 0001140361-23-002926
AI Filing Summary & Sentiment
File numbers found in text: 001-38427
Referenced dates: November 8, 2022
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VIA EDGAR SUBMISSION
Mr. John Coleman and Mr. Gus Rodriguez
Division of Corporation Finance
Office of Energy & Transportation
Securities and Exchange Commission
100 F Street NE
Washington, D.C. 20549
January 26, 2023
Re:
Piedmont Lithium Inc.
Form 10-KT for the Fiscal Year Ended December 31, 2021
Filed February 28, 2022
File No. 001-38427
Dear Mr. Coleman and Mr. Rodriguez,
Please find our response to the comments set forth in a letter dated November 8, 2022 (the “Letter”) from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
relating to the above-mentioned Transition Report on Form 10-KT for the year ended December 31, 2021 (the “2021 10-KT”). References to the “Company,” “Piedmont,” “we,” “us” and “our” in this letter refer to Piedmont Lithium Inc., unless
otherwise indicated.
Per our phone call on November 15, 2022 and related correspondence filed on November 21, 2022, we are in the process of coordinating an amendment to the Technical Report Summary (“TRS”) that was originally filed
as an exhibit to the 2021 10-KT (the “Existing TRS”). We expect that an amended TRS (the “Amended TRS”) will, similar to the Existing TRS, require the expertise of Qualified Persons from three engineering firms as technical advisors.
It is our intention that the Amended TRS will be based substantially upon the assumptions included in the Existing TRS and will represent the status of our project as of the filing date of the Existing TRS. Our Form 10-K for the year ended December
31, 2022 (our “2022 10-K”) will contain the Amended TRS as an exhibit and address the comments provided by the Staff in its Letter. For your convenience, we have restated below in bold each comment from the Letter and supplied our responses
immediately thereafter.
Form 10-KT for the Fiscal Year Ending December 31, 2021 Filed February 28, 2022
Item 1. Business, page 5
1.
We note that you have identified two or more mining properties though you have not provided all the summary and individual property disclosures prescribed by Items 1303 and 1304 of Regulation
S-K. For example, the summary disclosure should include a map of all properties to comply with Item 1303(b)(1); while the individual property disclosure should include comparable details for each material property along with the work
completed on the property by the Registrant, the planned exploration program including timeframe and cost, and the total cost or book value of the property to comply with Item 1304 (b). The summary disclosures should encompass all of your
properties, including both material and nonmaterial properties, and should appear in advance of and incremental to the individual property disclosures. The information required for the individual property disclosure are more extensive and
detailed in comparison. Please revise your filing to include and differentiate between the summary and individual property disclosures to comply with the aforementioned guidance.
Response 1:
We acknowledge the Staff’s comment. With respect to the 2021 10-KT, the Company determined that the Carolina Lithium Project was its only material mining property and provided
Item 1303 and 1304 information for only that property. We advise the Staff that our 2022 10-K will provide summary disclosures of both material and nonmaterial properties of the Company as prescribed under Item 1303 of Regulation S-K (summary
information as to properties mentioned in “Part I, Item 1. Business—Our Lithium Projects—Quebec Projects” and “Part I, Item 1. Business—Our Lithium Projects—Ghana Project”). The Company does not expect to provide the information prescribed by Item
1304 of Regulation S-K disclosure with respect to properties other than the Carolina Lithium Project, as it is expected to remain the only material property of the Company as of December 31, 2022.
The proposed summary language in our 2022 10-K for our material properties as of December 31, 2022 is the following:
Property Detail
As of December 31, 2022, our Carolina Lithium project was comprised of real property and associated mineral rights totaling approximately
3,245 acres, of which approximately:
•
162 parcels consisting of 2,277 acres are owned with a book value of $53.2 million;
•
1 parcel consisting of 113 acres is subject to long-term leases with a book value of $0.2 million;
•
1 parcel consisting of 10 acres is subject to lease-to-own agreements with a book value of $0.5 million; and
•
110 parcels consisting of 1,096 acres are subject to exclusive option agreements with a book value of $2.3 million. These exclusive option agreements, upon exercise, allow us to purchase
or, in some cases, enter into long-term lease agreements for the real property and associated mineral rights. Our option agreements provide for annual option payments, bonus payments during periods when we conduct drilling, and royalty
payments during periods when we conduct mining. Our option agreements generally provide us with an option to purchase the optioned property at a specified premium over fair market value. Upon exercise of our purchase option, our obligation
to make annual option payments and bonus payments terminates.
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We generally control all of the surface and mineral rights for the Carolina Lithium project under applicable agreements. We also own real
property totaling 5 acres in Bessemer City, North Carolina, where we have a warehouse for core samples from our Carolina Lithium project and 61-acres in Kings Mountain, North Carolina, where we hold a synthetic minor air permit and which was the
subject of prior technical studies for a planned lithium hydroxide conversion facility.
We will include the additional information in our 2022 10-K required for material property disclosures including:
•
Location of Properties
•
Existing Infrastructure (roads, railroads, airports, towns, ports, sources of water, electricity, personnel)
•
Name, Number & Size of Titles, Claims, Concessions, Mineral Rights, Leases or Options Under Which Registrant Will Have Right to Hold/Operate Property
•
Present Condition of Property
•
Proposed Exploration/Development Plan
•
Current State of Property (Exploration/Development/Production)
•
Work Completed by Registrant on Property
•
Current State of Exploration
•
Current Production Activities
•
Age, Details as to Modernization & Condition of Equipment/Infrastructure
•
Cost or Book Value of Property & Related Assets
•
History of Previous Operations
•
Encumbrances (Environmental, Permitting) & Fines History
The draft language in our 2022 10-K for our non-material properties as of December 31, 2022 is the following:
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Non-Material Properties – Sayona
Sayona Quebec’s assets are comprised of three projects: (i) North American Lithium (“NAL”), (ii) the Authier project, and (iii) the Tansim
project.
North American Lithium
NAL was acquired by Sayona Quebec in August 2021. NAL is comprised of 19 contiguous claims covering 582.31 ha and one mining lease,
covering approximately 700 ha. It is situating in La Corne township in Quebec’s Abitibi region. The project is located approximately 20 miles from the Authier Project near Val-d’Or.
NAL is a brownfield open pit mining operation with a concentrator, with more than C$400 million having been invested in the operation by
previous owners, including a carbonate plant. The existing plant has nameplate capacity to produce up to 220 kt of spodumene concentrate or 30 kt LCE per year.
Sayona Quebec plans to combine ore produced from Authier with ore produced at NAL to facilitate a significant improvement in plant
performance and economics and transform both operations.
Importantly, nearly all of NAL’s power is from hydroelectricity, while it is well serviced by provincial highways and an all-weather
secondary road.
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Restart activity has commenced at NAL with a goal of commencing spodumene concentrate production in 2023. NAL holds all of the material
permits required to restart operations.
Authier
The Authier project is an exploration stage project located approximately 28 miles northwest of the city of Val-d’Or, a major mining
center in Quebec. Val-d’Or is located approximately 290 miles northwest of the city of Montreal. The Authier project is easily accessible by a rural road network connecting to a national highway a few miles east of the project site. The project
area comprises 19 mineral claims totaling 653 hectares, and extends 3.4 kilometers in an east-west, and 3.1 kilometers in a north-south direction, respectively. The mineral claims are located over Crown Lands.
The deposit is hosted in a spodumene-bearing pegmatite intrusion. The deposit is 825 meters long, striking east-west, with an average
thickness of 25 meters, minimum 4 meters and maximum 55 meters, dipping at 40 degrees to the north. The current pit optimization has the mineralization extending down to 200 meters depth but the deposit remains open in all directions.
The Authier project has been subject to more than 31,000 meters of drilling. Between 2010 and 2012 Glen Eagle, the previous tenement
holder, completed 8,990 meters of diamond drilling in 69 diamond drill holes (DDH) of which 7,959 meters were drilled on the Authier deposit; 609 meters (five DDH) were drilled on the northwest and 422 meters on the south-southwest of the property.
Sayona has completed three phases of drilling totaling more than 11,000 meters in 81 DDH. All the holes completed by Sayona and included
in the Mineral Resource Estimate have used standard DDH, HQ or NQ core diameter size, using a standard tube and bit. The drilling programs have been subject to very robust QA/QC procedures.
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Sayona has stated that they believe there is further potential to optimize the main resource area including infill drilling within the
main deposit where there is no resource due to lack of drilling density, and converting inferred resources into a higher resource classifications by further higher density drilling.
Sayona continues to engage closely concerning Authier’s development with all stakeholders, including holding information sessions and
consultations with local municipalities, landowners, First Nations communities, non‐governmental organizations and other stakeholders.
In December 2019, Sayona announced an agreement with First Nation Abitibiwinni for the works during the exploration phase of the Authier
Lithium Project. This agreement is aimed at ensuring a collaborative and mutually beneficial partnership for the development of the project.
Sayona progressed a revised Environmental Impact Study (EIS) in accordance with Québec’s regulatory requirements. The EIS is a rigorous
scientific study containing all the necessary documentation to satisfy the necessary legal and regulatory requirements.
The revised EIS was submitted to Québec’s Ministry of the Environment and the Fight against Climate Change (MELCC) in January 2020. The
plan to process Authier ore at NAL may impact on the requirements for approvals under the BAPE process. Regardless, Sayona has stated that they will continue the development of the Authier project under strict guidelines to minimize impacts on the
environment, including reducing wind and water erosion, promoting revegetation and optimizing water management practices.
Tansim
Sayona’s Tansim Lithium exploration project is situated 51 miles south-west of the Authier Lithium Project. Tansim comprises 355 mineral
claims spanning 20,546 hectares and is prospective for lithium, tantalum, and beryllium.
Mineralization is hosted within spodumene-bearing pegmatite intrusions striking east-west, dipping to the north and hosted by
metasedimentary – metavolcanic rocks of the Pontiac sub-province. The main prospects are Viau-Dallaire, Viau and Vezina. The potential quantity and grade of the exploration target is uncertain as there has been insufficient exploration to estimate
a mineral resource and it is uncertain if further exploration will result in the estimation of a mineral resource.
Northern Hub
Northern Hub assets are owned by Sayona Mining (whom we have a 14.3% interest in as noted above).
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Moblan project
Sayona owns the Moblan Lithium Project (Moblan) in a joint venture with SOQUEM Inc, a wholly owned subsidiary of Investissement Québec
(Sayona 60%/SOQEM 40%).
Moblan is located in the Eeyou-Istchee James Bay region of northern Québec, a proven lithium mining province which hosts established,
world-class lithium resources including the Whabouchi mine. It is well serviced by key infrastructure and transport and has access to low-cost, environmentally friendly hydropower.
Moblan is host to high-grade spodumene mineralization, in a well-studied deposit with more than 17,000 meters of diamond drilling. The
project covers around 433 ha for a total of 20 claims.
In January 2022, Sayona commenced a major drilling program at the project in partnership with SOQUEM. In April 2022, Sayona announced the
discovery of a significant new southern lithium pegmatite zone, the Moblan South Discovery.
The following month Sayona announced the discovery of multiple new mineralized lithium pegmatites at Moblan South, South-East Extension,
Moleon and extensions to the Main Moblan lithium deposit.
As of October 2022, Sayona had completed approximately 28,000 m of drilling at the project.
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In October 2022, Sayona launched a pre-feasibility study (PFS) for Moblan, targeting the development of a lithium mine and concentrator.
The PFS will be conducted by Québec company InnovExplo, targeting completion by May 2023 and to be followed by a definitive feasibility study, due by September 2023.
In company with the nearby Lac Albert Project, Moblan forms the basis of a major northern hub for Sayona in Québec, targeting production
of more than 25,000 tonnes of Lithium Carbonate Equivalent by 2027 and complementing the Abitibi lithium hub in the south.
Lac Albert project
In January 2022, Sayona announced the acquisition of 121 new claims in the vicinity of Moblan known as the Lac Albert Project. Located
3.5 km west of the Moblan project, in the same proven lithium mining province, the new claims span 6,592 ha. These claims are separate to the current Moblan joint venture agreement.
Past work has been limited and the geology of the new claim area at Lac Albert is poorly understood, with much of the area obscured by
glacial moraines. A till and soil sampling program was undertaken at Lac Albert in May 2022 and mapping of outcrops and boulders completed.
The identified pegmatites occurrences are located in an area afforded favorable access by its proximity to the Route Du Nord, an
all-weather regional highway. The area of the new claims is displayed in Figure 1 above.
Western Australia
Western Australia assets are 100% owned by Sayona