Li-Cycle Holdings Corp. (NYSE: LICY) (“Li-Cycle” or the
“Company”), a leading global lithium-ion battery resource recovery
company, today announced the pricing of its previously announced
underwritten public offering in the United States (the “Offering”),
with gross proceeds to the Company expected to be approximately $15
million, before deducting underwriting discounts and commissions
and other estimated offering expenses payable by the Company. The
Offering is expected to close on or about January 16, 2025, subject
to the satisfaction of customary closing conditions.
The Offering consists of 15,000,000 units (“Units”) (or
pre-funded units (“Pre-Funded Units”) in lieu thereof). Each Unit
(or Pre-Funded Unit) consists of: (i) one common share, without par
value, of the Company (“Common Share”) (or one pre-funded warrant
to purchase one Common Share (“Pre-Funded Warrant”), (ii) one
Series A Warrant to purchase one Common Share (“Series A Warrant”),
and (iii) one Series B Warrant to purchase one Common Share
(“Series B Warrant” and, together with the Series A Warrant, the
”Warrants”).
Each Series A Warrant is exercisable at an exercise price of
$1.00 per Common Share. Each Series B Warrant is exercisable at an
exercise price of $1.00 per Common Share, subject to certain
anti-dilution and share combination event protections. The Series A
Warrants will be immediately exercisable and will expire on the
eight-month anniversary of the initial date of issuance and the
Series B Warrants will be immediately exercisable and will expire
on the five-year anniversary of the initial date of issuance.
The public offering price per Unit is $1.00 (or $ 0.99999 for
each Pre-Funded Unit, which is equal to the public offering price
per Unit minus an exercise price of $0.00001 per Pre-Funded
Warrant).
In connection with the Offering, the Company has granted Aegis
Capital Corp. a 45-day option to purchase additional Common Shares,
Series A Warrants and/or Series B Warrants representing up to 15%
of the total Common Shares and up to 15% of the total Warrants sold
in the Offering solely to cover over-allotments, if any.
Li-Cycle intends to use the net proceeds from this Offering for
working capital and general corporate purposes.
Aegis Capital Corp. is acting as the sole book-running manager
for the Offering on a firm commitment basis. Freshfields US LLP is
acting as counsel to the Company. Sichenzia Ross Ference Carmel LLP
is acting as counsel to Aegis Capital Corp.
The Offering is pursuant to an effective shelf registration
statement on Form S-3 (File No. 333-278010) previously filed with
the U.S. Securities and Exchange Commission (“SEC”) and declared
effective by the SEC on March 29, 2024. A preliminary prospectus
supplement and accompanying prospectus describing the terms of the
Offering were filed with the SEC on January 15, 2025. The final
prospectus supplement and accompanying prospectus relating to the
Offering will be filed with the SEC and available on the SEC’s
website at www.sec.gov. Electronic copies of the final prospectus
supplement and the accompanying prospectus relating to the Offering
may be obtained, when available, by contacting Aegis Capital Corp.,
Attention: Syndicate Department, 1345 Avenue of the Americas, 27th
floor, New York, NY 10105, by email at syndicate@aegiscap.com, or
by telephone at +1 (212) 813-1010.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or
jurisdiction.
About Li-Cycle Holdings Corp.
Li-Cycle (NYSE: LICY) is a leading global lithium-ion battery
resource recovery company. Established in 2016, and with major
customers and partners around the world, Li-Cycle’s mission is to
recover critical battery-grade materials to create a domestic
closed-loop battery supply chain for a clean energy future. The
Company leverages its innovative, sustainable and patent-protected
Spoke & Hub Technologies™ to recycle all different types of
lithium-ion batteries. At our Spokes, or pre-processing facilities,
we recycle battery manufacturing scrap and end-of-life batteries to
produce black mass, a powder-like substance which contains a number
of valuable metals, including lithium, nickel and cobalt. At our
future Hubs, or post-processing facilities, we plan to process
black mass to produce critical battery-grade materials, including
lithium carbonate, for the lithium-ion battery supply chain. For
more information, visit https://li-cycle.com/.
Forward-Looking Statements
Certain statements contained in this press release may be
considered “forward-looking statements” within the meaning of the
U.S. Private Securities Litigation Reform Act of 1995, Section 27A
of the U.S. Securities Act of 1933, as amended, Section 21 of the
U.S. Securities Exchange Act of 1934, as amended, and applicable
Canadian securities laws. Forward-looking statements may generally
be identified by the use of words such as “believe”, “may”, “will”,
“continue”, “expect”, “should”, “plan”, “potential”, “future”, or
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters, although
not all forward-looking statements contain such identifying words.
Forward-looking statements in this press release include but are
not limited to statements about: the expected closing of the
Offering; and the Company’s intended use of proceeds.
These statements are based on various assumptions, whether or
not identified in this press release, including but not limited to
assumptions regarding Li-Cycle’s ability to satisfy the drawdown
conditions and access funding under a loan facility with the U.S.
Department of Energy (the “DOE Loan Facility”); the timing, scope
and cost of Li-Cycle’s projects, including paused projects; the
processing capacity and production of Li-Cycle’s facilities;
Li-Cycle’s ability to source feedstock and manage supply chain
risk; Li-Cycle’s ability to increase recycling capacity and
efficiency; Li-Cycle’s ability to obtain financing on acceptable
terms or at all; the success of Li-Cycle’s cash preservation plan;
the outcome of the go-forward strategy of Li-Cycle’s Rochester Hub;
Li-Cycle’s ability to retain and hire key personnel and maintain
relationships with customers, suppliers and other business
partners. There can be no assurance that such estimates or
assumptions will prove to be correct and, as a result, actual
results or events may differ materially from expectations expressed
in or implied by the forward-looking statements.
These forward-looking statements are provided for the purpose of
assisting readers in understanding certain key elements of
Li-Cycle’s current objectives, goals, targets, strategic
priorities, expectations and plans, and in obtaining a better
understanding of Li-Cycle’s business and anticipated operating
environment. Readers are cautioned that such information may not be
appropriate for other purposes and is not intended to serve as, and
must not be relied on, by any investor as a guarantee, an
assurance, a prediction or a definitive statement of fact or
probability.
Forward-looking statements involve inherent risks and
uncertainties, most of which are difficult to predict and many of
which are beyond the control of Li-Cycle and are not guarantees of
future performance. Li-Cycle believes that these risks and
uncertainties include, but are not limited to, the following:
Li-Cycle’s inability to fund the anticipated costs of, and realize
the anticipated benefits from, its Spoke optimization plan;
Li-Cycle’s inability to satisfy the drawdown conditions and access
funding under the DOE Loan Facility; Li-Cycle’s inability to
develop the Rochester Hub as anticipated or at all, and other
future projects including its Spoke network expansion projects in a
timely manner or on budget or that those projects will not meet
expectations with respect to their productivity or the
specifications of their end products; risk and uncertainties
related to Li-Cycle’s ability to continue as a going concern;
Li-Cycle’s insurance may not cover all liabilities and damages;
Li-Cycle’s reliance on a limited number of commercial partners to
generate revenue; Li-Cycle’s failure to effectively remediate the
material weaknesses in its internal control over financial
reporting that it has identified or its failure to develop and
maintain a proper and effective internal control over financial
reporting; and risks of litigation or regulatory proceedings that
could materially and adversely impact Li-Cycle’s financial results.
These and other risks and uncertainties related to Li-Cycle’s
business are described in greater detail in the sections titled
“Item 1A. Risk Factors” and “Item 7. Management’s Discussion and
Analysis of Financial Condition and Results of Operation—Key
Factors Affecting Li-Cycle’s Performance” in its Annual Report on
Form 10-K and the sections titled “Part II. Other Information—Item
1A. Risk Factors” and “Part I. Financial Information—Item 2.
Management’s Discussion and Analysis of Financial Condition and
Results of Operation—Key Factors Affecting Li-Cycle’s Performance”
in its Quarterly Reports on Form 10-Q, in each case filed with the
SEC and the Ontario Securities Commission in Canada. Because of
these risks, uncertainties and assumptions, readers should not
place undue reliance on these forward-looking statements. Actual
results could differ materially from those contained in any
forward-looking statement.
Li-Cycle assumes no obligation to update or revise any
forward-looking statements, except as required by applicable laws.
These forward-looking statements should not be relied upon as
representing Li-Cycle’s assessments as of any date subsequent to
the date of this press release.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20250115120221/en/
Investor Relations & Media
Louie Diaz Sheldon D'souza
Investor Relations: investors@li-cycle.com Media:
media@li-cycle.com
Grafico Azioni Li Cycle (NYSE:LICY)
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Grafico Azioni Li Cycle (NYSE:LICY)
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