UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K/A
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): January 31, 2022
 
PIEDMONT LITHIUM INC.
(Exact name of registrant as specified in its charter)
 
Delaware
001-38427
36-4996461
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

32 North Main Street, Suite 100
 
Belmont, North Carolina
28012
(Address of Principal Executive Offices)
(Zip Code)

Registrant’s Telephone Number, Including Area Code: (704) 461-8000
 
(Former Name or Former Address, if Changed Since Last Report): Not Applicable
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol
Name of exchange on which registered
Common Stock, $0.0001 par value per share
PLL
The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
 
Emerging Growth Company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Explanatory Note
 
This Form 8-K/A (the “Amendment”) of Piedmont Lithium Inc. (the “Company”) amends the Form 8-K filed by the Company on January 31, 2022 (the “Original Filing”).  This Amendment is being filed to correct certain typographical errors appearing in Exhibits 23.4 and 23.5 of the Original Filing.  Except for such amended information, the Original Filing, as amended by this Amendment, continues to describe matters as of the date of the Original Filing.
 
Item 8.01  Other Events.
 
Exhibits 23.1 to 23.6 of this Form 8-K are incorporated herein by reference.
 
Item 9.01  Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit No.
Description
Consent of Qualified Person (Leon McGarry)
   
Consent of Qualified Person (Chris Scott, Marshall, Miller & Associates)
   
Consent of Qualified Person (Dr. Steven Keim, Marshall, Miller & Associates)
   
Consent of Qualified Person (Dr. Jarrett Quinn, Primero Americas Inc.)
   
Consent of Qualified Person (Andrew Siemon, Primero Americas Inc.)
   
Consent of Qualified Person (Stephane Normandin, Primero Americas Inc.)
   
Technical Report Summary
   
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
   
* Previously filed
 SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment no. 1 to the report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
PIEDMONT LITHIUM INC.
     
Date: February 1, 2022

/s/ Keith Phillips
 
Name:
Keith Phillips
 
Title:
President and Chief Executive Officer

 
Exhibit 23.4

Consent of Qualified Person

In accordance with the requirements of Regulation S-K 1300 Modernization of Property Disclosures §229.1302(b)(4)(iv)

Report Description

Report titled “Technical Report Summary of a Definitive Feasibility Study of the Carolina Lithium Project in North Carolina”
(“Report”)

Piedmont Lithium Inc.
(“Company”)

Carolina Lithium Project
(“Deposit”)

January 25, 2022
(“Date of Report”)

Statement

I, Dr. Jarrett Quinn, P.Eng., a consultant to Primero Group Americas Inc. confirm that:

•
In connection with any Securities Act filings or Exchange Act report and any amendment, supplement, or exhibit thereto, I consent to:

o
The filing and use of the Technical Report Summary titled “Technical Report Summary of a Definitive Feasibility Study of the Carolina Lithium Project in North Carolina” (“TRS – Definitive Feasibility Study”) with an effective date of January 25, 2022; and,

o
The use of my name, including my status as an expert or Qualified Person (as defined in Subpart 1300 of Regulation S-K promulgated by the Securities and Exchange Commission) in connection with the TRS – Definitive Feasibility Study; and,

o
The information derived, summarized, quoted or reference from the TRS – Definitive Feasibility Study, or portions thereof, that were prepared by us, that we supervised the preparation of and/or that was reviewed or approved by me, that is reported or incorporated by reference into a Security Act filing.

•
I have read and understood the requirements of the Regulation S-K 1300 Modernization of Property Disclosures.

•
I am a Qualified Person as defined by Regulation S-K, and to the activity for which I am accepting responsibility.

•
I have reviewed the Technical Report Summary to which this Consent Statement applies.

•
I am a consultant to Primero Group Americas Inc. and have been engaged by Piedmont Lithium Inc. to prepare the documentation for the Carolina Lithium Project on which the Report is based, for the period ended on 25 January 2022.

I verify that the Report is based on and fairly and accurately reflects in the form and context in which it appears, the information in my supporting documentation relating to:

•
Section 1 – Executive Summary
•
Section 2 – Introduction
•
Section 10 – Mineral Processing and Metallurgical Testing
•
Section 22 – Interpretation and Conclusions
•
Section 23 – Recommendations
•
Section 24 – References
•
Section 25 – Reliance on Information Provided by the Registrant


CONSENT

I consent to the filing of the Technical Report Summary by Piedmont Lithium Inc. (“Reporting Company”)

Additional Reports related to the Deposits for which the Qualified Person signing this form is accepting responsibility:

•
The Reporting Company’s Quarterly Reports for the next 12 months;

•
The Reporting Company’s Investor Presentations for the next 12 months;

•
The Reporting Company’s future press releases for the next 12 months, until such time that the Report is superseded or this consent is otherwise withdrawn;

•
The Reporting Company’s exhibition booths at any conferences for the next 12 months; and

•
Any other releases, presentations and promotional material made by the Reporting Company during the next 12 months, until such time that the exploration target included in the Report is superseded or this consent is otherwise withdrawn.


 

/s/ Jarrett Quinn
  25-Jan-2022
Signature of Competent Person
 
Ordre des ingenieurs de Quebec
 
Date
 
5018119
Professional Membership
 
/s/ V. Gella
 
Membership Number
 
Vera Gella
Signature of Witness
 
Print Witness Name



Exhibit 23.5

Consent of Qualified Person

In accordance with the requirements of Regulation S-K 1300 Modernization of Property Disclosures §229.1302(b)(4)(iv)

Report Description

Report titled “Technical Report Summary of a Definitive Feasibility Study of the Carolina Lithium Project in North Carolina”
(“Report”)

Piedmont Lithium Inc.
(“Company”)

Carolina Lithium Project
(“Deposit”)

January 25, 2022
(“Date of Report”)

Statement

I, Andrew Siemon, a full time employee of Primero Group Americas Inc. confirm that:

•
In connection with any Securities Act filings or Exchange Act report and any amendment, supplement, or exhibit thereto, I consent to:

o
The filing and use of the Technical Report Summary titled “Technical Report Summary of a Definitive Feasibility Study of the Carolina Lithium Project in North Carolina” (“TRS – Definitive Feasibility Study”) with an effective date of January 25, 2022; and,

o
The use of my name, including my status as an expert or Qualified Person (as defined in Subpart 1300 of Regulation S-K promulgated by the Securities and Exchange Commission) in connection with the TRS – Definitive Feasibility Study; and,

o
The information derived, summarized, quoted or reference from the TRS – Definitive Feasibility Study, or portions thereof, that were prepared by us, that we supervised the preparation of and/or that was reviewed or approved by me, that is reported or incorporated by reference into a Security Act filing.

•
I have read and understood the requirements of the Regulation S-K 1300 Modernization of Property Disclosures.

•
I am a Qualified Person as defined by Regulation S-K, and to the activity for which I am accepting responsibility.

•
I have reviewed the Technical Report Summary to which this Consent Statement applies.

•
I am a full time employee of Primero Group Americas Inc. and have been engaged by Piedmont Lithium Inc. to prepare the documentation for the Carolina Lithium Project on which the Report is based, for the period ended on 25 January 2022.

I verify that the Report is based on and fairly and accurately reflects in the form and context in which it appears, the information in my supporting documentation relating to:

•
Section 1 – Executive Summary
•
Section 2 – Introduction
•
Section 14 – Processing and Recovery Methods
•
Section 18 – Capital and Operating Costs
•
Section 22 – Interpretation and Conclusions
•
Section 23 – Recommendations
•
Section 24 – References
•
Section 25 – Reliance on Information Provided by the Registrant


CONSENT

I consent to the filing of the Technical Report Summary by Piedmont Lithium Inc. (“Reporting Company”)

Additional Reports related to the Deposits for which the Qualified Person signing this form is accepting responsibility:

•
The Reporting Company’s Quarterly Reports for the next 12 months;

•
The Reporting Company’s Investor Presentations for the next 12 months;

•
The Reporting Company’s future press releases for the next 12 months, until such time that the Report is superseded or this consent is otherwise withdrawn;

•
The Reporting Company’s exhibition booths at any conferences for the next 12 months; and

•
Any other releases, presentations and promotional material made by the Reporting Company during the next 12 months, until such time that the exploration target included in the Report is superseded or this consent is otherwise withdrawn.


 

/s/ Andrew Siemon
  25th Jan 2022
Signature of Competent Person
 
AUSIMM
 
Date
 
222571
Professional Membership
 
/s/ Yong Xin Du
 
Membership Number
 
Yong Xin Du
Signature of Witness
 
Print Witness Name