LITHIUM AMERICAS CORP. as Issuer and [ ] as U.S. Trustee and [ ] as Canadian Trustee Indenture Dated as of [ ]Indenture • September 25th, 2020 • Lithium Americas Corp. • Metal mining • Ontario
INDENTURE, dated as of ____________________, among LITHIUM AMERICAS CORP., a corporation duly continued and existing under the laws of British Columbia, Canada (herein called the "Company"), having its principal office at 300-900 West Hastings Street, Vancouver, British Columbia, Canada, V6C 1E5, and ______________________, a ______________________, organized under the laws of ______________________, as U.S. trustee (herein called the "U.S. Trustee"), and ______________________, a ______________________, organized under the laws of ______________________, as Canadian trustee (the "Canadian Trustee" and, together with the U.S. Trustee, the "Trustees").
LITHIUM AMERICAS CORP. as Issuer and [ ] as U.S. Trustee and [ ] as Canadian Trustee Indenture Dated as of [ ]Indenture • February 9th, 2023 • Lithium Americas Corp. • Metal mining • New York
This Indenture is subject to the provisions of Trust Indenture Legislation that are required to be part of this Indenture and shall, to the extent applicable, be governed by such provisions.
LOCK-UP AGREEMENTLock-Up Agreement • October 4th, 2023 • Lithium Americas (Argentina) Corp. • Metal mining • British Columbia
LITHIUM AMERICAS CORP., a corporation existing under the laws of the Province of British Columbia, and to be named Lithium Americas (Argentina) Corp. as at the Effective Time ("LAC")
INVESTOR RIGHTS AGREEMENT LITHIUM AMERICAS CORP. and GFL INTERNATIONAL CO., LTD. June 7, 2017Investor Rights Agreement • January 18th, 2018 • Lithium Americas Corp. • British Columbia
NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the respective covenants and agreements of the parties herein contained and for other good and valuable consideration (the receipt and sufficiency of which are acknowledged by each party), the parties agree as follows:
Certain identified information has been omitted from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. [Redacted] indicates that information has been omitted. TAX INDEMNITY AND...Tax Indemnity and Cooperation Agreement • October 4th, 2023 • Lithium Americas (Argentina) Corp. • Metal mining • British Columbia
WHEREAS Lithium Argentina (formerly known as Lithium Americas Corp. before being renamed pursuant to the Plan of Arrangement (as defined herein)) and Spinco (formerly known as 1397468 B.C. Ltd. before being renamed pursuant to the Plan of Arrangement) entered into the Arrangement Agreement (as defined herein) providing for the Arrangement (as defined herein) of Lithium Argentina (when known as Lithium Americas Corp.) under section 288 of the BCBCA (as defined herein), pursuant to which, commencing at the Effective Time on the Effective Date (as each such term is defined herein), among other things, (i) Spinco acquired the Distribution Property (as defined herein) from Lithium Argentina, and (ii) newly issued no par value common shares of Spinco were acquired by the holders of the Common Shares (as defined in the Plan of Arrangement);
GFL INTERNATIONAL CO., LTD. SUPPLEMENTAL TRANSACTION AGREEMENT AUGUST 13, 2018Supplemental Transaction Agreement • August 27th, 2018 • Lithium Americas Corp. • Metal mining • Ontario
UNDERWRITING AGREEMENTUnderwriting Agreement • January 20th, 2021 • Lithium Americas Corp. • Metal mining • British Columbia
INVESTMENT AGREEMENTInvestment Agreement • January 18th, 2018 • Lithium Americas Corp. • British Columbia
NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the respective covenants and agreements of the parties herein contained and for other good and valuable consideration (the receipt and sufficiency of which are acknowledged by each party), the parties agree as follows:
MASTER PURCHASE AGREEMENTMaster Purchase Agreement • February 17th, 2023 • Lithium Americas Corp. • Metal mining • British Columbia
WHEREAS in connection with the Master Purchase Agreement (as defined herein) between the Corporation and the Investor, the Corporation is proposing to issue 15,002,243 Subscription Receipts (as defined herein) at the Subscription Receipt Purchase Price (as defined herein), with each Subscription Receipt representing the right to receive one Unit (as defined herein) in the manner herein set forth;
INVESTOR RIGHTS AGREEMENT LITHIUM AMERICAS CORP. and GENERAL MOTORS HOLDINGS LLCInvestor Rights Agreement • February 27th, 2023 • Lithium Americas Corp. • Metal mining • British Columbia
NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the respective covenants and agreements of the parties herein contained and for other good and valuable consideration (the receipt and sufficiency of which are acknowledged by each party), the parties agree as follows:
AMENDED AND RESTATED CREDIT AND GUARANTEE AGREEMENT Dated as of July 14, 2017 Between LITHIUM AMERICAS CORP. as the Borrower and 2265866 ONTARIO INC. LITHIUM NEVADA CORPORATION KV PROJECT LLC as Guarantors and GFL INTERNATIONAL CO., LTD. and BCP...Credit and Guarantee Agreement • January 18th, 2018 • Lithium Americas Corp. • British Columbia
THIS AMENDED AND RESTATED CREDIT AND GUARANTEE AGREEMENT, dated as of July 14, 2017, is made and entered among LITHIUM AMERICAS CORP., a corporation formed under the laws of British Columbia (the “Borrower”), its subsidiary 2265866 ONTARIO INC., a corporation formed under the laws of Ontario, LITHIUM NEVADA CORPORATION, a corporation formed under the laws of Nevada and KV PROJECT LLC, a corporation formed under the laws of Nevada (collectively, the “Guarantors”), GFL INTERNATIONAL CO,. LTD. and BCP INNOVATION PTE. LTD., as Lenders (as hereinafter defined), THE BANK OF NEW YORK MELLON as U.S. collateral agent for and on behalf of the Secured Parties (as hereinafter defined) (together with any successor(s) thereto in such capacity, the “U.S. Collateral Agent”) and BNY TRUST COMPANY CANADA, as administrative agent (together with any successor(s) thereto in such capacity, the “Administrative Agent”) for the Secured Parties.
Lithium Americas Enters Collaboration Agreement with Arena MineralsCollaboration Agreement • May 24th, 2022 • Lithium Americas Corp. • Metal mining
May 24, 2022 - Vancouver, Canada: Lithium Americas Corp. (TSX: LAC) (NYSE: LAC) ("Lithium Americas" or the "Company") has entered a Pastos Grandes Technical Collaboration Agreement (“Collaboration Agreement”) with Arena Minerals Inc. (TSX-V: AN) ("Arena"). The intention of the Collaboration Agreement is to share technical information and explore opportunities for collaborating on potential development alternatives with the overall objective of optimizing the production profile of the Pastos Grandes basin.
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • October 20th, 2020 • Lithium Americas Corp. • Metal mining • New York
INVESTMENT AGREEMENT AMENDMENTInvestment Agreement • January 18th, 2018 • Lithium Americas Corp. • British Columbia
WHEREAS the Corporation and Ganfeng entered into an investment agreement dated January 17, 2017 (the “Investment Agreement”), pursuant to which, among other things, Ganfeng has agreed to purchase from the Corporation 75,000,000 Common Shares and lend to LAC US$125,000,000, on and subject to the terms and conditions of the Investment Agreement;
SUBSCRIPTION AGREEMENTSubscription Agreement • February 27th, 2023 • Lithium Americas Corp. • Metal mining • British Columbia
NOW THEREFORE, in consideration of, and in reliance on, the premises, representations, warranties, covenants and agreements set forth in this Agreement, the parties hereby agree as follows:
SQM POTASIO S.A.Transaction Agreement • August 27th, 2018 • Lithium Americas Corp. • Metal mining • Ontario
are convertible into Common Shares or intercompany loans, made to the Company in an aggregate principal amount of $23,300,000.00 (the “SQM Irrevocable Capital Contributions”); (iii) holds indebtedness of the Company in an aggregate principal amount, as of the date of this Agreement, of approximately $19,500,000.00 (based on the face value of such indebtedness converted into US dollars) (the “Company-Vendor Indebtedness”), plus accrued but unpaid interest thereon to the Closing Date.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • October 4th, 2023 • Lithium Americas (Argentina) Corp. • Metal mining • New York
FIRST SUPPLEMENTAL INDENTURE dated as of October 3, 2023 (this "Supplemental Indenture") between LITHIUM AMERICAS (ARGENTINA) CORP. (formerly LITHIUM AMERICAS CORP.), a corporation organized and existing under the Business Corporations Act (British Columbia), as issuer (the "Company"), and COMPUTERSHARE TRUST COMPANY, N.A., as trustee (the "Trustee").
Strategic COLLABORATION AgreementStrategic Collaboration Agreement • August 27th, 2018 • Lithium Americas Corp. • Metal mining
LAC and GHG are independent companies, but have established a strong, mutually beneficial relationship based on strategic collaboration. The relationship commenced in 2016 with the achievement of a successful financing and off-take transaction related to the Cauchari Olaroz Project. Concurrently with the execution of this Agreement, the parties have executed a transaction agreement pursuant to which, among other things, GHG will become LAC’s partner in the development of the Cauchari Olaroz Project.
