pll-20220331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________

FORM 10-Q

__________________________

(Mark One)


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

For the quarterly period ended March 31, 2022


☐			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 001-38427

___________________________________________________________

PIEDMONT LITHIUM INC.

(Exact name of Registrant as specified in its Charter)

_________________________________________________________________________________________


Delaware			36-4996461
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
32 E Catawba Street Belmont, North Carolina			28012
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (704) 461-8000

___________________________________________________________

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

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock, par value $0.0001 per share

PLL

The Nasdaq Capital Market

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 ☒ No ☐


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

Emerging growth company	☐


		Page
Part I - Financial Information
Item 1.	Financial Statements	4
	Consolidated Balance Sheets	4
	Consolidated Statements of Operations	5
	Consolidated Statements of Comprehensive Income (Loss)	6
	Consolidated Statements of Cash Flows	7
	Consolidated Statements of Changes in Equity	8
	Notes to Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	25
Item 4.	Controls and Procedures	25

Part II - Other Information
Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	26
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26
Item 3.	Defaults Upon Senior Securities	26
Item 4.	Mine Safety Disclosures	26
Item 5.	Other Information	26
Item 6.	Exhibits	27
Signatures		28


	(Unaudited)
	March 31, 2022		December 31, 2021
Assets
Cash and cash equivalents	$	165,910,492	$	64,244,983
Other current assets	1,617,557		2,514,602
Total current assets	167,528,049		66,759,585
Property, plant and mine development, net	48,132,617		40,055,354
Operating lease right-of-use assets	28,668		60,919
Other non-current assets	8,131,138		4,500,203
Equity investments in unconsolidated affiliates	57,723,058		58,872,710
Total assets	$	281,543,530	$	170,248,771

Liabilities and Stockholders’ Equity
Accounts payable	$	1,521,985	$	1,262,744
Accrued expenses	3,735,866		5,425,498
Current portion of long-term debt	722,301		762,189
Operating lease liabilities	29,485		59,430
Other current liabilities	29,906		40,157
Total current liabilities	6,039,543		7,550,018
Long-term debt, net of current portion	706,801		914,147


Total liabilities	6,746,344		8,464,165
Commitments and contingencies (Note 11)
Stockholders’ equity:
Common stock; $0.0001 par value, 100,000,000 shares authorized; 17,929,526, and 15,894,395, shares issued and outstanding at March 31, 2022, and December 31, 2021, respectively	1,793		1,589
Additional paid-in capital	377,105,200		255,131,836
Accumulated deficit	(101,837,632)		(92,683,000)
Accumulated other comprehensive income (loss)	(472,175)		(665,819)
Total stockholders’ equity	274,797,186		161,784,606
Total liabilities and stockholders’ equity	$	281,543,530	$	170,248,771


	Three Months Ended March 31,
	2022		2021
Operating expenses:
Exploration and mine development costs	$	167,838	$	3,825,009
General and administrative expenses	5,578,005		2,685,377
Loss from operations	(5,745,843)		(6,510,386)
Other (expense) income:
Interest (expense) income, net	(42,396)		(65,869)
Gain from foreign currency exchange	23,110		217
Loss before taxes and equity earnings	(5,765,129)		(6,576,038)
Income tax expense (benefit)	—		—
Loss from equity investments in unconsolidated affiliates, net of tax	(3,389,503)		—
Net loss	$	(9,154,632)	$	(6,576,038)

Basic and diluted net loss per weighted-average share	$	(0.57)	$	(0.47)
Basic and diluted weighted-average number of shares outstanding	16,088,013		14,090,959


	Common Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity
	Shares	Amount
Balance at December 31, 2021	15,894,395	$	1,589	$	255,131,836	$	(92,683,000)	$	(665,819)	$	161,784,606
Issuance of common stock, net of issuance costs	2,012,500	201		122,059,275		—		—		122,059,476
Stock-based compensation, net of forfeitures	—	—		(85,908)		—		—		(85,908)
Shares issued for exercise/vesting of stock-based compensation awards	22,631	3		(3)		—		—		—



Equity investment gain in other comprehensive income (loss)	—	—		—		—		193,644		193,644
Net loss	—	—		—		(9,154,632)		—		(9,154,632)
Balance at March 31, 2022	17,929,526	$	1,793	$	377,105,200	$	(101,837,632)	$	(472,175)	$	274,797,186


	March 31, 2022		December 31, 2021
Mining interests	$	44,482,570	$	39,303,043
Mine development	1,301,099		—
Land	688,829		688,829
Facilities and equipment	113,252		107,248
Construction in process	1,595,695		—
Property, plant, and mine development	48,181,445		40,099,120
Accumulated depreciation	(48,828)		(43,766)
Property, plant, and mine development, net	$	48,132,617	$	40,055,354


	Three Months Ended March 31, 2022
	Sayona		Sayona Quebec		Atlantic Lithium		Total
Balance at December 31, 2021	$	18,256,488	$	25,215,851	$	15,400,371	$	58,872,710
Additional investments	46,304		1,999,903		—		2,046,207
Loss from equity method investments	(1,421,471)		(1,066,637)		(901,395)		(3,389,503)
Share of income from equity method investments included in other comprehensive income (loss)	64,515		44,760		84,369		193,644
Balance at March 31, 2022	$	16,945,836	$	26,193,877	$	14,583,345	$	57,723,058
Fair value of equity investments where market values from publicly traded entities are readily available	$	221,488,733	Not publicly traded		$	38,678,400


	March 31, 2022		December 31, 2021
Investments in equity securities	$	534,281	$	513,511
Prepaid assets and other receivables	1,083,276		2,001,091
Total other current assets	$	1,617,557	$	2,514,602


	March 31, 2022		December 31, 2021
Advances on the Ewoyaa Project	$	7,942,656	$	4,310,173
Non-current prepaid assets	188,482		190,030

Total other assets	$	8,131,138	$	4,500,203


	Three Months Ended March 31,
	2022			2021
	Shares	Weighted- Average Exercise Price (per share)		Shares	Weighted- Average Exercise Price (per share)
Outstanding at beginning of period	272,504	$	24.34	443,694	$	14.14
Options granted	135,957	55.00		50,000	30.94
Options exercised or surrendered	(15,000)	30.94		(18,906)	12.38
Options forfeited	(19,458)	38.74		—	—

Outstanding at end of period	374,003	34.47		474,788	15.98


	Three Months Ended March 31,
	2022	2021
Expected life of options (in years)	5.4 - 6.4	3.0
Risk-free interest rate	1.1% - 1.8%	0.1%
Assumed volatility	50.0%	90.0%
Expected dividend rate	—	—


	Three Months Ended March 31, 2022
	Shares	Weighted-Average Grant-Date Fair Value (per share)
Unvested at beginning of period	51,277	$	62.69
RSUs granted	17,437	56.34
RSUs exercised	(14,285)	58.14
RSUs forfeited	(17,209)	67.23
Unvested at end of period	37,220	59.36


	Three Months Ended March 31,
	2022		2021

Net cash used in operating activities	$	(8,849,009)	$	(3,216,973)
Net cash used in investing activities	(11,297,724)		(14,406,882)
Net cash provided by financing activities	121,812,242		113,935,370
Net increase in cash and cash equivalents	$	101,665,509	$	96,311,515


Exhibit Number			Description
3.1			Amended and Restated Certificate of Incorporation of Piedmont Lithium Inc. (filed with the SEC as Exhibit 3.1 to the Company’s Current Report on Form 8-K12B filed on May 18, 2021)
3.2			Amended and Restated Bylaws of Piedmont Lithium Inc. (filed with the SEC as Exhibit 3.2 to the Company’s Current Report on Form 8-K12B filed on May 18, 2021)
4.1			Description of Securities (filed with the SEC as Exhibit 4.1 the Company’s Annual Report on Form 10-K filed on September 24, 2021)

10.1+			Piedmont Lithium Inc. 2021 Stock Incentive Plan (filed with the SEC as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 18, 2021)






31.1*			Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*			Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*			Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*			Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS*			XBRL Instance Document - - embedded within the Inline XBRL 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 contained in Exhibit 101).


	Piedmont Lithium Inc.
	(Registrant)

Date: May 6, 2022	By:	/s/ Michael White
		Michael White
		Executive Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

SEC Form 10-Q filed by Piedmont Lithium Inc.