Correspondence 0001140361-23-007515 from Piedmont Lithium Inc. (PLL, PLLTL) (CIK 0001728205)
Piedmont Lithium Inc. (PLL, PLLTL) (CIK 0001728205)
Date: Feb. 16, 2023 · CIK: 0001728205 · Accession: 0001140361-23-007515
AI Filing Summary & Sentiment
File numbers found in text: 001-38427
Referenced dates: February 10, 2023, January 26, 2023
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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
February 16, 2023
Re: Piedmont Lithium Inc.
Form 10-KT for the Six Months 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 February 10, 2023 (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 six months 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 letter dated January 26, 2023, 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. Unless otherwise indicated,
all references in this letter to “$” are to United States dollars.
Form 10-KT for the Fiscal Year Ending December 31, 2021 Filed February 28, 2022
Item 1. Business, page 5
1.
We note your response to prior comment 1, including summary language and a list of additional information that you will provide for the Carolina Lithium Project, as your only material
property, along with proposed language for non-material properties.
Please confirm your understanding that production projections should not be disclosed unless supported by a technical report summary, prepared in accordance
with Subpart 1300 of Regulation S-K. Also revise to remove ounces of gold or associated estimates concerning neighboring properties in which you do not own a mineral interest.
Response 1:
We confirm our understanding that production projections should not be disclosed unless supported by a technical report summary, prepared in accordance with Subpart 1300 of
Regulation S-K.
We further advise the Staff that the proposed summary language for our non-material properties as of December 31, 2022 will be revised to remove ounces of gold or associated
estimates concerning neighboring properties in which we do not own a mineral interest.
Specifically, we propose modified draft text related to our non-material properties for our 2020 10-K substantially in the form of the following:
Equity Method Investment Projects
We hold an equity interest of approximately 14% in Sayona Mining. We own a 25% interest in Sayona Quebec, with Sayona Mining holding the remaining 75% ownership. Sayona Quebec
owns the past-producing NAL project, the Authier Lithium project, and the Tansim Lithium project. Through our strategic partnership, Sayona Quebec is prioritizing the manufacturing of lithium products in Quebec and capitalizing on Quebec’s
competitive advantages, which include access to skilled labor, strong infrastructure, governmental mining support and zero-carbon, low-cost hydropower.
Sayona Mining’s assets in Quebec include a 75% ownership in Sayona Quebec’s assets and a 100% interest in Northern Hub’s Moblan and Lac Albert projects. Sayona Mining also holds
a 100% ownership in Western Australian assets including (i) Western Australia Lithium, (ii) Western Australia gold projects and (iii) Kimberley Graphite project.
We hold an equity interest of approximately 9% in Atlantic Lithium whose assets in Ghana are comprised of a 100% ownership in Atlantic Lithium Ghana’s Ewoyaa project. We have a
strategic partnership with Atlantic Lithium whereby we have the ability to acquire an equity interest of 50% in Atlantic Lithium Ghana through future staged investments, as discussed below.
Sayona Mining
Quebec
Investment
As of December 31, 2022, our investments in Quebec totaled $65.1 million, net of acquisition costs, and consisted of $20.2 million in Sayona Mining and $44.9 million in Sayona
Quebec. Through our investments, we hold equity interests of approximately 14% and 25% in Sayona Mining and Sayona Quebec, respectively. Sayona Mining holds the remaining 75% equity interest in Sayona Quebec.
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During the year ended December 31, 2022, we made additional cash investments in Sayona Quebec totaling $19.6 million as part of our 25% equity interest contribution for cash
expenditures incurred by Sayona Quebec related to exploration and evaluation activities and NAL for restart activities. During the year ended December 31, 2022, we paid $1.4 million to Sayona Mining to acquire additional shares as part of equity
offerings by Sayona Mining.
Revenue and expenses of Sayona Quebec and Sayona Mining are not consolidated into our financial statements; rather, our proportionate share of the earnings or loss of each
investee is reported as “Loss from equity method investments in unconsolidated affiliates” in our consolidated statements of operations.
Supply Agreement
We entered into a long-term supply agreement with Sayona Quebec in January 2021. Under the terms of the supply agreement, Sayona Quebec will supply Piedmont Lithium the greater
of 113,000 metric tons per year or 50% of Sayona Quebec’s spodumene concentrate production from the combination of NAL and the Authier project. Under the agreement, spodumene concentrate is priced on a market price basis with a floor price of $500
per metric ton and a ceiling price of $900 per metric ton.
Properties
The information provided below was derived from information publicly disclosed by each such Investee company.
Sayona Quebec
We own a 25% interest in Sayona Quebec. Sayona Quebec’s assets are comprised of three projects: (i) NAL (development stage), (ii) the Authier project (development stage), and
(iii) the Tansim project (exploration stage).
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North American Lithium
NAL was acquired by Sayona Quebec in August 2021. NAL is comprised of 19 contiguous claims covering 1,438 acres and one mining lease covering approximately 1,729 acres. NAL is
situated in La Corne township in Quebec’s Abitibi region. The project is located approximately 20 miles from the Authier project near Val-d’Or, a major mining city in Quebec.
NAL is a brownfield open pit mining operation with a concentrator and a carbonate plant. Prior to acquisition by Sayona Quebec, more than CAD $400 million was previously invested
in the concentrator. NAL receives most of its power from hydroelectricity and is well serviced by provincial highways and an all-weather secondary road. Restart activity has commenced at NAL with the expectation of commencing spodumene concentrate
production in the first half of 2023. NAL holds all of the material permits required to restart operations.
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Authier
The Authier project is located approximately 28 miles northwest of the city of Val-d’Or. 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 1,613 acres and directionally extends 1 mile east-west and 1
mile north-south. The mineral claims are located over Crown Lands (land owned by the Province of Quebec).
The deposit is hosted in a spodumene-bearing pegmatite intrusion. The deposit is 2,707 feet long, striking east-west, with an average thickness of 82 feet, minimum 13 feet and
maximum 180 feet, dipping at 40 degrees to the north. The current pit optimization has the mineralization extending down to 656 feet depth but the deposit remains open in all directions.
The Authier project has been subject to more than 19 miles of drilling. Between 2010 and 2012 Glen Eagle, the previous tenement holder, completed over 19 miles of diamond
drilling in 69 diamond drill holes (“DDH”) of which 5 miles were drilled on the Authier deposit; 1,998 feet (five DDH) were drilled on the northwest and 1,385 feet on the south-southwest of the property. Sayona Mining announced the completion of
three phases of drilling totaling more than 6.5 miles in 81 DDH. All the holes completed by Sayona Mining have used standard DDH diameter size, using a standard tube and bit.
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Sayona Quebec continues to engage closely concerning Authier’s development with all stakeholders, including holding information sessions and consultations with local
municipalities, landowners, First Nations communities, nongovernmental organizations and other stakeholders.
Sayona Quebec 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 Quebec Bureau d’Audiences Publiques Sur l’Environnement (“BAPE”) process. Regardless, Sayona Quebec 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 Quebec’s Tansim Lithium project is situated 51 miles south-west of the Authier Lithium project. Tansim comprises 355 mineral claims spanning 50,749 acres 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, in which we have an equity interest of approximately 14% interest as noted above.
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Moblan project
The Moblan Lithium project (“Moblan”) is owned by a joint venture with Sayona Mining owning 60% and SOQUEM Inc, a wholly owned subsidiary of Investissement Québec, owning 40%.
Moblan is in the development stage, and 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 Nemaska Lithium’s Whabouchi mine. The area
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 proven deposit with more than 10 miles of diamond drilling. The project covers approximately 1,070 acres
for a total of 20 claims. In January 2022, Sayona Mining announced the opportunity to expand the mineralization outside the existing proven resource envelope and the commencement of a major drilling program at the project in partnership with SOQUEM.
In April 2022, Sayona Mining announced the discovery of a significant new southern lithium pegmatite zone, the Moblan South Discovery. The following month Sayona Mining 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 Mining had completed approximately 17 miles of drilling at the project.
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In October 2022, Sayona Mining launched a pre-feasibility study (“PFS”) for Moblan, targeting the development of a lithium mine and concentrator. The PFS will be conducted by
InnovExplo, a Quebec company, with a target completion date in May 2023, followed by a definitive feasibility study expected by September 2023.
Lac Albert project
In January 2022, Sayona Mining announced the acquisition of 121 new claims in the vicinity of Moblan known as the Lac Albert project (exploration stage). Located 1 mile west of
the Moblan project and within the same proven lithium mining province, the new claims span 16,282 acres. 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. Glacial moraines obscure a significant portion of the area. In May 2022, a
till and soil sampling program was undertaken at Lac Albert and mapping of outcrops and boulders was completed. The identified pegmatite occurrences are located in an area with favorable access and proximity to the Route Du Nord, an all-weather
regional highway. The area of the new claims is displayed in the figure above.
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Western Australia Pilbara Lithium Projects
We have an equity interest of approximately 14% interest in Sayona Mining’s Western Australian properties via our equity stake in Sayona Mining as noted above.
Sayona Mining holds 100% economic interest in certain exploration phase properties in Western Australia. Sayona’s leases in Western Australia cover 264,895 acres and comprise
lithium, gold and graphite tenure in the Pilbara, Yilgarn and East Kimberley regions. All of Sayona Mining’s Western Australia projects are in the exploration stage.
The Pilbara projects comprise 12 lithium leases totaling 230,548 acres in the Pilgangoora lithium district of Western Australia, with 10 of the tenements also having associated
gold rights. These are proximal to the De Grey Mining’s Mallina Gold project, which includes the Hemi gold discovery.
Of the 12 Pilbara tenements with lithium rights, nine are subject to an earn‐in agreement, where Morella Corporation Limited, listed on the Australian stock exchange and
previously known as Altura Mining, is carrying out exploration to earn an interest. The three remaining tenements are held within Sayona’s 100% owned lithium exploration portfolio.
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Morella Lithium Earn-in
In 2021, Morella commenced an earn-in agreement with Sayona covering eight tenements including the Mallina, Tabba East and Strelley areas, all in the Pilgangoora lithium
district, and two tenements in the South Murchison. Morella has to spend AUD $1.5 million on exploration within three years to earn a 51% interest.
Mallina Project E47/2983
The Mallina project is the most advanced of Sayona’s Pilbara portfolio. Multiple zones of spodumene pegmatites have been identified within a 6,178 acre zone. The pegmatites occur
in three main swarms: the weste