10-K: Li-Cycle Faces Going Concern Uncertainty Amidst Rochester Hub Pause, Reports Losses in 2024

Sentiment:

Annual Report


Li-Cycle's 10-K filing reveals substantial doubt about its ability to continue as a going concern due to ongoing losses, a paused Rochester Hub project, and the need for additional financing.

Delay expectedThe company paused construction on its Rochester Hub project due to escalating costs and the expectation that aggregate costs to complete the existing scope of the project would exceed the previously disclosed budget of $560.0 million.The company is re-evaluating its strategy for bringing on additional Spoke and Hub capacity in the near-term and has paused the expansion of its Spoke network.
Capital raiseLi-Cycle requires additional short or long-term financing in the near term in order to have sufficient cash and cash equivalents on hand to support current operations for the twelve months following the filing of this Annual Report on Form 10-K.The Company is actively exploring financing options and evaluate strategic alternatives.In order to draw on the DOE Loan Facility we must, among other things, obtaining financing of approximately $173.0 million of the base equity contribution to fund reserve accounts required under the DOE Loan Facility.
Worse than expectedThe document indicates substantial doubt about the company's ability to continue as a going concern.The company reported a net loss of $137.7 million for the year ended December 31, 2024.The company paused construction on its Rochester Hub project due to escalating costs.The company's common shares have been delisted from the NYSE.

Summary

  • Li-Cycle's 10-K filing indicates substantial doubt about the company's ability to continue as a going concern.
  • The company reported a net loss of $137.7 million for the year ended December 31, 2024, and net cash used in operating activities amounted to $106.4 million.
  • Li-Cycle requires additional financing to restart the Rochester Hub project and to fund general business operations.
  • The company paused construction on its Rochester Hub project due to escalating costs, with total costs incurred to date of $566.6 million.
  • Li-Cycle is re-evaluating its strategy for its North American Spokes, which may include further pauses or slowdowns.
  • The company has implemented a Cash Preservation Plan to reduce expenses and slow cash outflows.
  • Li-Cycle is exploring financing options and strategic alternatives, including a potential transaction with Glencore.
  • The company's ability to draw on the DOE Loan Facility is subject to additional conditions and requirements.
  • Li-Cycle's common shares have been delisted from the NYSE and are now trading on the OTCQX.
  • The company has identified material weaknesses in its internal control over financial reporting.

Sentiment

Score: 3

Explanation: The document presents a concerning financial situation for Li-Cycle, with significant losses, a paused project, and uncertainty about its ability to continue as a going concern. While there are some positive aspects, the overall sentiment is negative.

Positives

  • Li-Cycle has three operational Generation 3 Spokes in North America and Europe.
  • The company is pursuing Spoke optimization initiatives to improve cash flows.
  • Li-Cycle has resumed collaboration with Glencore to assess the Planned Portovesme Hub.
  • The company has a portfolio of multi-year commercial contracts with leading global companies.
  • Li-Cycle has support from government programs, including the DOE Loan Facility.
  • The company has established proprietary technology for lithium-ion battery recycling.
  • Li-Cycle is committed to environmental stewardship and sustainability.

Negatives

  • Li-Cycle has a history of losses and expects to incur significant expenses for the foreseeable future.
  • There is substantial doubt about Li-Cycle's ability to continue as a going concern.
  • The company requires additional financing to fund its operations and restart the Rochester Hub project.
  • Li-Cycle is subject to litigation and regulatory proceedings.
  • The company has identified material weaknesses in its internal control over financial reporting.
  • Li-Cycle's reliance on a limited number of commercial partners to generate revenue.
  • The company's common shares have been delisted from the NYSE.

Risks

  • Li-Cycle's inability to economically and efficiently source, recover, and recycle lithium-ion battery materials.
  • The development of Li-Cycle's Rochester Hub is subject to risks, including financing, engineering, and permitting.
  • The company may not be able to service its indebtedness or sustain its operations.
  • Li-Cycle may not be able to successfully implement its growth strategy.
  • The company operates in an emerging, competitive industry.
  • Unfavorable economic or geopolitical conditions could have a material adverse effect on Li-Cycle's business.
  • Failure to protect or enforce Li-Cycle's intellectual property could materially adversely affect its business.

Future Outlook

Li-Cycle expects to continue to have a net cash outflow from operations for the foreseeable future and will require significant additional capital in order to restart the Rochester Hub project.

Industry Context

Li-Cycle operates in the lithium-ion battery recycling market, which is characterized by increased use of lithium-ion batteries, sustainability initiatives, and localized investments in battery production. Key players in the North American and European lithium-ion battery recycling market include Ascend Elements, Inc., Cirba Solutions, Redwood Materials Inc., BASF, Umicore and SK-Tes.

Comparison to Industry Standards

  • The document does not provide enough information to compare Li-Cycle's results to specific industry standards or comparable companies.
  • To perform a detailed comparison, we would need data on key financial metrics (e.g., revenue growth, profitability, return on assets) and operational metrics (e.g., recycling capacity utilization, recovery rates) for Li-Cycle's competitors.
  • Without this information, it is difficult to assess whether Li-Cycle's performance is above, below, or in line with industry benchmarks.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Financial OfficerDebbie SimpsonCraig Cunningham2024-07-20Debbie Simpson ceased serving as the Chief Financial Officer of the Company
Chief Operating OfficerNAConor Spollen2024-03-26Strategic decision to transition from a regional management structure to a centralized model
Chief Commercial OfficerNADawei Li2024-03-26Strategic decision to transition from a regional management structure to a centralized model
Executive ChairTim JohnstonNA2024-05-31Tim Johnston ceased serving on the Board and as an employee

Legal Proceedings

  • Three shareholder suits were launched following the Companys announcement on October 23, 2023 that it would be pausing construction on the Rochester Hub project.
  • On April 9, 2024, one of the lienors, MasTec, commenced arbitration proceedings to seek recovery of $48.7 million allegedly due under the construction contract for the Rochester Hub project, plus interest, fees, costs and expenses, and also commenced a lien foreclosure action, which has been stayed pending completion of the arbitration proceedings.

Related Party Transactions

  • The company has convertible debt instruments with affiliates of Glencore plc.
  • The company has agreements with Glencore to sell certain products from its Spokes, including Black Mass and shredded metal.
  • The company pays Glencore sourcing fees on feed purchased for the company's Spokes and marketing fees on the sale of Black Mass to third parties.
  • Since 2017, the company has engaged Fade In Production Pty. Ltd., which is controlled by certain members of the immediate family of the company's former interim Executive Chair, to provide it with corporate video production services.
  • The company has reimbursed Consulero Inc., which is controlled by certain members of the immediate family of the company's President and Chief Executive Officer, for certain web hosting expenses in relation to the company's inventory management system.

Stakeholder Impact

  • Shareholders face potential dilution and volatility in the market price of common shares.
  • Employees have been affected by workforce reductions and may experience uncertainty about the company's future.
  • Customers may be impacted by changes in Li-Cycle's operations and ability to meet supply contracts.
  • Suppliers and creditors may be affected by Li-Cycle's financial situation and ability to meet its obligations.

Next Steps

  • Li-Cycle will need to secure additional financing to restart the Rochester Hub project.
  • The company will continue to implement its Cash Preservation Plan.
  • Li-Cycle will continue to explore financing options and strategic alternatives.
  • The company will work to remediate the material weaknesses in its internal control over financial reporting.

Key Dates

DateDescription
2016-01-01Start of FY2016
2016-11-18Li-Cycle Corp. incorporated in Ontario, Canada
2018Earliest filing date for patents and patent applications
2021-09-29Date of KSP Note Purchase Agreement
2021-09-29Date of Initial KSP Note
2021-11-01Dawei Li served as Regional President, APAC
2021-12-31Date of KSP PIK Note Issued December 31 2021
2022-03-31Li-Cycle Norway AS Member
2022-05-01Spring Creek Capital, LLC assigned the KSP Convertible Note
2022-05-05KSP Note Purchase Agreement amended
2022-05-17Arizona Spoke commenced operations
2022-05-31Glencore Unsecured Convertible Note issued
2022-06-30Date of KSP PIK Note Issued June 30 2022
2022-10-13Alabama Spoke commenced operations
2022-11-01Cash Preservation Plan initiated
2022-12-31Date of KSP PIK Note Issued December 31 2022
2023-06-30Date of KSP PIK Note Issued June 30 2023
2023-07-01KSP Convertible Notes Member:London Interbank Offered RateAndSecured Overnight FinancingRate Member
2023-08-01Germany Spoke commenced operations
2023-10-23Construction work on Rochester Hub paused
2023-12-31Date of KSP PIK Note Issued December 31 2023
2024-03-25KSP Convertible Notes Member:London Interbank Offered Rate Member
2024-03-25First AR Glencore Note Member
2024-03-25Glencore Senior Secured Convertible Note Member
2024-03-25AR Glencore Convertible Notes Member
2024-03-25KSP Convertible Notes Member:London Interbank Offered Rate Member
2024-03-25KSP Convertible Notes Member:SecuredOvernight FinancingRateSofr Member
2024-03-25GlencoreSeniorSecuredConvertibleNoteMember:SecuredOvernightFinancingRateSofr Member
2024-03-25GlencoreConvertibleNotesMember
2024-03-25Allocation Agreement effective
2024-03-26Glencore Convertible Notes Member
2024-04-09MasTec Member
2024-04-30Li-Cycle received $5.8 million of the $6.9 million approved grant from the State of Saxony-Anhalt, Germany
2024-05-23LTIPPlanMember-gaap:ShareBasedCompensationAwardTrancheOneMember
2024-05-23LTIPPlanMember-gaap:ShareBasedCompensationAwardTrancheTwoMember
2024-05-23LTIPPlanMember-gaap:ShareBasedCompensationAwardTrancheThreeMember
2024-06-28ATMAgreementMember
2024-06-30Date of KSPPIKNoteIssuedJune2024Member
2024-11-07DOELoanFacilityMember
2024-11-07LARA dated
2024-12-09FirstARGlencoreNoteMember
2024-12-09ARConvertibleNotesAndSeniorSecuredConvertibleGlencoreNotesMember
2024-12-31Date of KSPPIKNoteIssuedDecember2024Member
2025-01-16UnderwrittenPublicOfferingMember
2025-01-16UnitsMember:UnderwrittenPublicOfferingMember
2025-01-16PreFundedUnitsMember:UnderwrittenPublicOfferingMember
2025-01-16SeriesAWarrantsMemberlicy:UnitsMember:UnderwrittenPublicOfferingMember
2025-01-16SeriesBWarrantsMemberlicy:UnitsMember:UnderwrittenPublicOfferingMember
2025-01-16PreFundedUnitsMember:UnderwrittenPublicOfferingMember
2025-01-16SeriesAWarrantsMemberlicy:PreFundedUnitsMember:UnderwrittenPublicOfferingMember
2025-01-16SeriesBWarrantsMemberlicy:PreFundedUnitsMember:UnderwrittenPublicOfferingMember
2025-01-16UnitsMember:UnderwrittenPublicOfferingMember
2025-01-16PreFundedWarrantsMember:UnderwrittenPublicOfferingMember
2025-01-16SeriesAWarrantsMember:UnderwrittenPublicOfferingMember
2025-01-16SeriesBWarrantsMember:UnderwrittenPublicOfferingMember
2025-01-16gaap:OverAllotmentOptionMemberlicy:AegisCapitalCorpMember
2025-01-16gaap:SubsequentEventMember
2025-01-16licy:SeriesAAndSeriesBWarrantsMember-gaap:OverAllotmentOptionMember
2025-01-16licy:SeriesAWarrantsMember-gaap:OverAllotmentOptionMember
2025-01-16licy:SeriesBWarrantsMember-gaap:OverAllotmentOptionMember
2025-01-27gaap:OverAllotmentOptionMemberlicy:AegisCapitalCorpMember
2025-02-26NYSE delisting notice received
2025-02-27Common shares began trading on the OTCQX
2038Earliest patent expiration date
2043Latest patent expiration date

Keywords

Li-Cycle, lithium-ion batteries, recycling, Rochester Hub, Glencore, DOE Loan Facility, financial results, risk factors, going concern, convertible notes, black mass, electric vehicles

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