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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________________________________
 FORM 10-K
_______________________________________________________________________
☒Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended December 31, 2022
or
☐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 001-38694
__________________________________________________________________________
LIVENT CORPORATION
(Exact name of registrant as specified in its charter)
__________________________________________________________________________ 
Delaware 82-4699376
(State or other jurisdiction of
incorporation or organization)		 (I.R.S. Employer
Identification No.)
1818 Market Street
Philadelphia, Pennsylvania
 19103
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 215-299-5900
__________________________________________________________________________
Securities registered pursuant to Section 12(b) of the Act: 
Title of each classTrading Symbol (s)Name of each exchange on which registered
Common Stock, $0.001 par value per shareLTHMNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ☒    No  ☐  

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.   Yes ☐    No  ☒

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  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes  ☒    No  ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer 
☒

  Accelerated filer☐
Non-accelerated filer ¨
  Smaller reporting company☐
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.☐



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Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes  ☒    No  ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).   Yes  ☐    No  ☒
The aggregate market value of voting stock held by non-affiliates of the registrant as of June 30, 2022, the last day of the registrant’s second fiscal quarter was $4,040,080,313. The market value of voting stock held by non-affiliates excludes the value of those shares held by executive officers and directors of the registrant.
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
Class December 31, 2022
Common Stock, par value $0.001 per share 179,548,550

DOCUMENTS INCORPORATED BY REFERENCE
 
DOCUMENT FORM 10-K REFERENCE
Portions of Proxy Statement for 2023 Annual Meeting of Stockholders Part III




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Livent Corporation
2022 Form 10-K
Table of Contents
 
 Page

3
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Glossary of Terms
When the following terms and abbreviations appear in the text of this report, they have the meanings indicated below:
2025 Notes$245.75 million principal amount 4.125% Convertible Senior Notes due 2025
AOCLAccumulated other comprehensive loss
AROAsset retirement obligation
ASCAccounting Standards Codification, under U.S. GAAP
ASC 842Accounting Standards Codification Topic 842 - Leases
ASC 323Accounting Standards Codification Topic 323 - Investments - Equity Method and Joint Ventures
ASUAccounting Standards Update, under U.S. GAAP
bgsbelow ground surface
BrexitThe withdrawal of the United Kingdom from the European Union
CCAAThe Companies’ Creditors Arrangement Act
CCAA Court
The Superior Court of Québec where Nemaska Lithium, Nemaska Lithium Inc. and certain affiliates filed for creditor protection in Canada under the CCAA
CERCLAComprehensive Environmental Response, Compensation and Liability Act
CSRCorporate Social Responsibility
Credit AgreementThe Original Credit Agreement, as amended
DE&IDiversity, Equity & Inclusion
DistributionOn March 1, 2019, FMC made a tax-free distribution to its stockholders of all its remaining interest in Livent Corporation
ETS
BloombergNEF’s Economic Transition Scenario, primarily driven by techno-economic trends and market forces, and assumes no new policies or regulations are enacted that impact the market, the ETS is in line with previous edition of the Long-Term Electric Vehicle Outlook report
ESGEnvironmental, social and governance
EURIBOREuro Interbank Offered Rate
Exchange ActSecurities and Exchange Act of 1934
EVElectric vehicle
FASBFinancial Accounting Standards Board
FMCFMC Corporation
GDPGross domestic product
HCM Human Capital Management
IPOInitial public offering
IQ
Investissement Québec, a company established by the Government of Québec to favor investment in Québec by Québec-based and international companies
IRMAInitiative for Responsible Mining Assurance
kMTThousand metric tons
LCELithium carbonate equivalent
Livent NQSPLivent Non-qualified Savings Plan
Livent PlanLivent Corporation Incentive Compensation and Stock Plan
MdAMinera del Altiplano SA, our local operating subsidiary in Argentina
MRNF
Ministère des Ressources naturelles et des Forêts
MTMetric ton
Nemaska Lithium or NLI
Nemaska Lithium Inc., a non-public lithium company not yet in the production stage domiciled in Québec, Canada
Nemaska Lithium Project
Through our subsidiary, QLP, we own a 50% equity interest in NLI, which in turn is developing the Nemaska Lithium Project, which will consist of the Whabouchi Mine and concentrator in the James Bay region of Québec and a lithium hydroxide conversion plant in Bécancour, Québec
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Offering
On June 15, 2021, the Company closed on the issuance of 14,950,000 shares of its common stock, par value $0.001 per share, at a public offering price of $17.50 per share, in an underwritten public offering, total net proceeds from the offering were $252.2 million, after deducting underwriters' fees and offering expenses payable by the Company
OM&MOperation, maintenance and monitoring of site environmental remediation
Original Credit AgreementOn September 18, 2018, Livent Corporation entered into the credit agreement, which provides for a $400 million senior secured revolving credit facility
OrionOrion Mine Finance
ppmparts per million
PRSUPerformance-based restricted stock unit
QC/QA proceduresQuality control and quality assurance procedures
QLP
Québec Lithium Partners (UK) Limited, a wholly owned subsidiary of Livent, which owns a 50% equity interest in the Nemaska Lithium Project
QLP Merger
On June 6, 2022, Livent closed on the Transaction Agreement and Plan of Merger with The Pallinghurst Group to provide Livent with a 50% equity interest in Nemaska Lithium, Livent issued 17,500,000 shares of its common stock to acquire the remaining 50% share of Québec Lithium Partners (UK) Limited, previously owned by The Pallinghurst Group and certain of its investors
QLP NoteOn December 1, 2020, QLP was assigned a deferred payment note, dated November 26, 2020, by Nemaska Lithium Shawinigan Transformation Inc. in favor of OMF (Cayman) Co-VII Ltd., with initial principal amount of $12.5 million
QPQualified Person as defined in Item 1300 under subpart 1300 of Regulation S-K
RCRAResource Conservation and Recovery Act
REACHRegistration, Evaluation, Authorization and Restriction of Chemicals
REMSARecursos Energeticos y Mineros Salta, S.A., local natural-gas sub-distributor in Argentina
Revolving Credit FacilityLivent's $500 million senior secured revolving credit facility, amended and restated on September 1, 2022
ROU Right-of-use
RSURestricted stock unit
SdHM
Salar del Hombre Muerto, in Catamarca Province, Argentina
SECSecurities and Exchange Commission
Securities ActSecurities Act of 1933
SeparationOn October 15, 2018, Livent Corporation completed the IPO and sold 20 million shares of Livent common stock to the public at a price of $17.00 per share
SOFRSecured Overnight Financing Rate
TCAUK-EU Trade and Cooperation Agreement
TCFDTask Force for Climate-Related Financial Disclosures
TMATax Matters Agreement
TSRTotal Shareholder Return
U.S. GAAPUnited States Generally Accepted Accounting Principles
VATValue-added tax
Note Regarding Industry and Market Data
Information regarding market and industry statistics contained in this Annual Report has been obtained from industry and other publications that we believe to be reliable, but that are not produced for purposes of securities filings. We have not independently verified any market, industry or similar data presented in this Annual Report and cannot assure you of its accuracy or completeness. Further, we have not reviewed or included data from all sources. Forecasts and other forward-looking information obtained from third-party sources are subject to the same qualifications and the additional uncertainties accompanying any estimates of future market size, revenue and market acceptance of products and services. As a result, investors should not place undue reliance on any such forecasts and other forward-looking information.
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PART I

ITEM 1.    BUSINESS
Livent Corporation was formed and incorporated by FMC Corporation as FMC Lithium USA Holding Corp. in the State of Delaware on February 27, 2018, and was subsequently renamed Livent Corporation ("Livent"). Prior to this time, our business was operated through various subsidiaries of FMC and their predecessors. Pursuant to a 2018 restructuring, FMC transferred substantially all of the assets and liabilities of its lithium business to us in exchange for all of our common stock. We conducted our initial public offering of common stock in October 2018, and FMC completed the spin-off distribution of all remaining shares of our common stock that FMC owned in March 2019. We have been operating as an independent company since that time. Livent's principal executive offices are located at 1818 Market Street, Philadelphia, Pennsylvania, 19103.
Throughout this Annual Report on Form 10-K, except where otherwise stated or indicated by the context, "Livent", the "Company", "we," "us," or "our" means Livent Corporation and its consolidated subsidiaries and their predecessors, including FMC's lithium segment. References to "FMC" refer to FMC Corporation and its consolidated subsidiaries. Copies of the annual, quarterly and current reports we file with or furnish to the Securities and Exchange Commission ("SEC"), and any amendments to those reports, are available free of charge on our website at www.livent.com as soon as reasonably practicable after we file such materials with, or furnish them to, the SEC. We also make available, free of charge on our website, the reports filed with the SEC by our officers, directors and 10% stockholders pursuant to Section 16 under the Exchange Act as soon as reasonably practicable after copies of those filings are provided to us by those persons. The SEC also maintains a website, at www.sec.gov, that contains reports, proxy and information statements and other information regarding us and other issuers that file electronically. The information contained on, or that can be accessed through, our website is not a part of or incorporated by reference in this Annual Report on Form 10-K.
General    
We are a pure-play, fully integrated lithium company, with a long, proven history of producing performance lithium compounds. Our primary products, namely battery-grade lithium hydroxide, lithium carbonate, butyllithium and high purity lithium metal are critical inputs used in various performance applications. Our strategy is to focus on supplying high performance lithium compounds to the fast-growing electric vehicle ("EV") and broader battery markets, while continuing to maintain our position as a leading global producer of butyllithium and high purity lithium metal. With extensive global capabilities, nearly 80 years of continuous production experience, applications and technical expertise, long standing customer relationships and a favorable sustainability profile, we believe we are well positioned to capitalize on the accelerating trends of vehicle electrification and renewable energy adoption.
lthm-20221231_g1.jpg
We produce lithium compounds for use in applications that have specific and constantly changing performance requirements, including battery-grade lithium hydroxide for use in high performance lithium-ion batteries. We believe the demand for our compounds will continue to grow as the electrification of transportation accelerates, and as the use of high nickel content cathode materials increases in the next generation of battery technology products. We also supply butyllithium, which is used in the production of polymers and pharmaceutical products, as well as a range of specialty lithium compounds including high purity lithium metal, which is used in non-rechargeable batteries and in the production of lightweight materials for aerospace
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applications. It is in these applications that we have established a differentiated position in the market through our ability to consistently produce and deliver performance lithium compounds.
Livent Strategy
We believe that growth in EV sales will drive significant growth in demand for performance lithium compounds and that we are well positioned to benefit from this trend due to our leading position, long-standing customer relationships and favorable sustainability profile. We view sustainability as central to our mission and a key consideration in all of our investment and operational decisions.
To fully capitalize on our growth opportunities, our strategy will involve investing in our assets, our technology capabilities and our people to ensure we can continue to meet our customers’ growing demands as well as our broader commitments to other key stakeholders, including investors, employees, regulators and our local communities.
Expand our Production Capacities
We remain focused on expanding our lithium carbonate and lithium hydroxide capacities. As planned, our lithium hydroxide expansion project at Bessemer City, North Carolina was mechanically completed by the end of 2022. We are well advanced on a 20,000 metric ton expansion of lithium carbonate in Argentina expected to come online in two equal phases in 2023 and early 2024, respectively. In the first quarter of 2022, we began engineering work on a second expansion to add an additional 30,000 metric tons of carbonate capacity in Argentina, with potential first production as early as the end of 2025. Upon completion, we would have total carbonate capacity in Argentina of approximately 70,000 metric tons.
Construction has begun on an additional 15,000 metric tons of lithium hydroxide capacity in China. This production asset will be located in the province of Zhejiang and is expected to be mechanically complete by the end of 2023. We are also evaluating the addition of a lithium recycling plant in North America or Europe.
Nemaska Lithium, in which we currently have a 50% ownership interest, is a fully integrated development project in Québec, Canada which envisions a spodumene mine and concentrator in Whabouchi feeding into a new lithium hydroxide facility in Bécancour. The project is currently in late-stage engineering work and site clearing for the conversion facility in Bécancour. We expect Livent to lend its expertise to Nemaska Lithium, including technical support to progress the project and assistance with the development of an appropriate technical and commercial strategy, given our experience in qualifying and selling battery grade lithium products globally.
Longer-term, we plan to expand our hydroxide capacity in multiple geographies in order to meet growing customer demand globally. We will also continue to evaluate our butyllithium capacity regionally and add capacity as demand continues to increase. For high purity lithium metal, we are evaluating expansion opportunities, including expansion of lithium chloride as a feedstock, to align with the potential increase in demand for lithium metal as customers develop next generation battery technologies. This includes opportunities for our proprietary LIOVIX® lithium metal product.
Diversify our Sources of Supply
We continue to pursue additional sources of lithium, which may include further expansion in Argentina, increasing our 50% ownership stake in the Nemaska Lithium Inc. development project and assets, acquisition and development of new resources, entering into long-term agreements with other producers, or some combination thereof. We will continually assess new resources that offer the potential to provide alternative sources of lithium products and will look to invest in developing such resources where it makes sense to do so.
Expand our Applications and Process Technology Capabilities
Our market position today depends on our ability to consistently provide our customers with the products they need, in a sustainable and responsible manner. To maintain this position, we are continuously investing to improve our application, process and extraction technologies, on both existing and new potential resources, and to reduce our environmental footprint. As we work with our customers to understand their evolving lithium needs, we will focus on expanding our extraction and processing capabilities and our ability to adapt the properties of our products, whether chemical or physical, to meet those needs. This may require us to invest in and potentially acquire new capabilities, hire people or acquire new technical resources.
Develop Next Generation Lithium Compounds
We believe that the evolution of battery technologies will lead to the adoption of lithium-based applications in the anode and electrolyte within the battery. This evolution will require new forms of lithium to be produced, such as new lithium metal powders or printable lithium products. We will continue to invest in our research and development efforts to help us create new products, such as LIOVIX®, and we will also invest with and partner with our customers to further their own research and development efforts.

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Invest in Our People
Our business requires that we continue to hire, retain and engage research scientists, engineers and technical sales agents. We will continue to invest in our people through training and developing our employees to retain talent. We will look to continue to cultivate an inclusive and positive work environment that (i) creates and supports diversity; (ii) prioritizes equal opportunity and fairness in the company’s management systems and practices; and (iii) fosters a sense of belonging for employees with diverse perspectives, backgrounds and expertise.
Focus on Sustainability
We believe lithium will continue to play an important role in enabling a cleaner, healthier and more sustainable world, including the transition to a lower carbon future and the fight against climate change. Likewise, we believe that meeting the growing demand for lithium compounds must be balanced with considerations for responsible production across the spectrum of Environmental, Social and Governance ("ESG") issues and concerns. Our core values reflect this commitment to sustainability. We believe that operating in a safe, ethical, socially conscious and sustainable manner is important for our business.
As such, we intend to continue to integrate ESG and sustainability considerations into our business, operations and investment decisions. In addition, we are determined to help set the standard in the lithium industry for sustainability, performance, transparency and independent validation. We believe that our ESG and sustainability efforts will continue to help us differentiate ourselves from competitors and help us develop and strengthen relationships with customers and other key stakeholders.
We encourage you to review our annual Sustainability Report and website (located at www.livent.com/sustainability) for more detailed information regarding our ESG programs and initiatives as well as our 2030 and 2040 sustainability goals. Nothing on our website, including our Sustainability Report or sections thereof, shall be deemed incorporated by reference into this Form 10-K.
Financial Information About Our Business
We operate as one reportable segment based on the commonalities among our products and services, the types of customers we serve and the manner in which we review and evaluate operating performance. As we earn a substantial amount of our revenues through the sale of lithium products, we have concluded that we have one operating segment for reporting purposes.
Business Overview
As a result of our focus on supplying performance lithium compounds for use in the rapidly growing EV and broader energy storage battery markets, we expect our revenue generated from lithium hydroxide and lithium carbonate, energy storage and our Asia operations to increase. We intend to maintain our leadership positions in other high performance markets such as non-rechargeable batteries, greases, pharmaceuticals and polymers.
We believe that we have earned a reputation as a leading supplier in the markets we serve, based on the performance of our products in our customers’ production processes and our ability to provide application know-how and technical support. In the EV market, we are one of a small number of lithium suppliers whose battery-grade lithium hydroxide has been qualified by global customers for use in their cathode material production that is ultimately used in numerous global EV programs at scale. Throughout our history, as end market application technologies have evolved, we have worked closely with our customers to understand their changing performance requirements and have developed products to address their needs.
As a vertically integrated lithium producer, we benefit from operating one of the lowest cost lithium mineral deposits in the world that also has a favorable, industry leading sustainability footprint. We have been extracting lithium brine at our operations at the Salar del Hombre Muerto in Argentina for more than 25 years, and have been producing various lithium compounds for approximately 80 years. Our operational history provides us with a deep understanding of the process of extracting lithium compounds from brine safely and sustainably. We have developed proprietary process knowledge that enables us to produce high quality, low impurity lithium carbonate and lithium chloride, and helps us to produce industry leading quality downstream products. We source the majority of our base lithium compounds for use in the production of performance lithium compounds from these low cost operations in Argentina. Our operations in Argentina are expandable, giving us the ability to increase our lithium carbonate and lithium chloride production to meet increasing demand. We also have the operational flexibility to procure lithium carbonate from third party suppliers as needed, allowing us to better manage our production requirements and produce more end-products for customers.
We are one of a few lithium compound producers with global manufacturing capabilities. We use the majority of the lithium carbonate we produce in the production of battery-grade lithium hydroxide in the U.S. and China. We use lithium chloride to produce lithium metal, a key feedstock in the production of butyllithium products in the U.S., the United Kingdom and China, as well as in the production of high purity lithium metal in the U.S. We have significant know-how and experience in lithium
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hydroxide, butyllithium and high purity lithium metal production processes and product applications, which we believe provide us with a competitive advantage in these markets.
Capacity and Production
The chart below presents a breakdown of our year-end nameplate capacity and production as of and for the years ended, respectively, December 31, 2022, 2021 and 2020 by product type and category presented in product basis metric tons ("MT"):
Product CategoryProduct202220212020
CapacityProductionCapacityProductionCapacityProduction
Performance Lithium
Lithium Hydroxide (1)
30,000 21,493 25,000 19,671 25,000 14,686 
Butyllithium3,265 2,520 3,265 2,549 3,265 2,180 
High Purity Lithium Metal (2)
250 88 250 156 250 160 
Base Lithium
Lithium Carbonate (3)
18,000 16,950 18,000 15,542 18,000 15,589 
Lithium Chloride (3)
9,000 4,750 9,000 3,723 9,000 4,836 
____________________
1.Production includes re-processed volume that did not require additional lithium carbonate feedstock in the given production year.
2.Excludes other specialty product capacities and production.
3.Represents theoretical capacity for lithium carbonate and lithium chloride. Actual combined production of both products is lower and limited by a tradeoff between the two based on our lithium production processes. Base Lithium production was approximately 20,500 MT on a lithium carbonate equivalent ("LCE") basis for 2022, approximately 18,500 MT for 2021 and approximately 19,500 MT for 2020, resulting in the total production shown in the chart.

The charts below detail our 2022 revenues by product, application and geography.

lthm-20221231_g2.jpg
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1.Company internal estimates    
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Products and Markets    
Our performance lithium compounds are frequently produced to meet specific customer application and performance requirements. We have developed our capabilities in producing performance lithium compounds through decades of interaction with our customers, and our products are key inputs into their production processes. Our customer relationships provide us with first-hand insight into our customers’ production objectives and future needs in terms of product volume, mix and specifications, which we in turn use to further develop our products.
lthm-20221231_g3.jpg
Other specialties include lithium phosphate, pharmaceutical-grade lithium carbonate, high purity lithium chloride and specialty organics. In addition to performance lithium compounds, we also produce lithium carbonate and lithium chloride, both of which we largely consume as feedstock today in the process of producing our performance lithium compounds.
Competition and Industry Overview
We sell our performance lithium compounds worldwide. Most markets for lithium compounds are global, with significant growth occurring in Asia, eventually expected to follow in Europe, and then the U.S. This is being driven primarily by the development and manufacturing of cathode active material for lithium-ion batteries. Cathode material capacity and production is currently concentrated in Asia, particularly China, Japan and Korea. Over the next few years, significant cathode material capacity and production is expected to come online in Europe and North America while capacity and production in China, Japan, Korea also increases. The market for lithium compounds faces barriers to entry, including access to an adequate and stable supply of lithium feedstock, the need to produce sufficient quality and quantity, technical expertise and development lead time. We expect capacity to be added by new and existing producers over time. We believe our lithium brines in Salar del Hombre Muerto, Argentina, which have a favorable sustainability profile and are considered by the industry to be one of the lowest-cost sources of lithium, provide us with a distinct competitive advantage against current and future entrants. Additionally, as the EV supply chain gradually regionalizes to Europe and North America, our lithium resource in Argentina,
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downstream capabilities in the U.S. and the potential development of Nemaska Lithium in Canada (See subsection "Mineral Properties" to Item 2 for more information) position us well for partnering with leading automakers for their regional electrification roadmaps.
We compete by providing advanced technology, high product quality, reliability, quality customer and technical service, and by operating in a cost-efficient manner and prioritizing safety and sustainability. We also enjoy competitive advantages from our vertically integrated manufacturing approach, low production costs and history of efficient capital deployment. We believe that we are a leading provider of battery-grade lithium hydroxide in EV battery applications and in performance grease applications. We currently have lithium hydroxide capacity in the U.S. and China. We are also the only fully integrated producer of high purity lithium metal in the Western Hemisphere. We believe that we are one of only two global suppliers of butyllithium. Our primary competitors for performance lithium compounds are Albemarle Corporation and Ganfeng Lithium.

Growth
According to BloombergNEF's June 2022 Long-Term Electric Vehicle Outlook, under the Economic Transition Scenario ("ETS"), EV (battery electric and plug-in hybrid electric passenger vehicles) sales are expected to be approximately 39 million units in 2030, rising to approximately 73 million units in 2040, representing a penetration rate of 40% and 73%, respectively, of all passenger vehicles sold. According to EV Volumes’ January 2023 global battery electric and plug-in hybrid electric passenger cars and light commercial vehicles forecast, sales are expected to be approximately 46 million units in 2030, rising to approximately 74 million units in 2035, representing a penetration rate of 46% and 69%, respectively, of all passenger cars and light commercial vehicles sold. Both BloombergNEF, and EV Volumes expect battery electric vehicles to comprise a clear majority of the EV sales mix.
The strong EV demand growth in 2022 was driven by automakers’ increased product offering, increased consumer awareness and adoption, national and regional governments' announced incentives, subsidies and more stringent fuel economy/carbon dioxide emissions regulations to support electrification efforts. Throughout 2022, numerous automakers announced large investments towards drivetrain electrification and laid out roadmaps for launching a growing number of competitive models across various segments and increasing targets for share of EV sales in their overall unit sales.
In 2023 and beyond, fuel economy/carbon dioxide emissions regulations for commercial vehicles coupled with environmental commitments of an increasing number of corporations are likely to propel electric commercial vehicle sales. According to BloombergNEF's June 2022 Long-Term Electric Vehicle Outlook, under the ETS, electric commercial vehicles (battery electric, plug-in hybrid electric, and range extender electric light-, medium-, heavy-duty commercial vehicles) sales are expected to increase from approximately 0.9 million units in 2020 to approximately 6 million units in 2030, and to approximately 15 million units in 2040. By 2040, according to BloombergNEF, electric light-duty commercial vehicles will have 61% share of all light-duty commercial vehicles sold, electric medium- and heavy-duty commercial vehicles will have 35% share of all medium- and heavy-duty commercial vehicles sold. Additionally, BloombergNEF estimate electric buses to have 83% share of all bus sales in 2040.
Besides electrification of transportation, electricity generation continued its decarbonization trend with solar and wind installations crossing new milestones; many of these commercial-, retail- and utility-scale installations are coupled with lithium-ion battery-based energy storage systems.
In line with varying consumer preferences across regions, automakers are launching an increasing number of EVs across segments and for shorter-ranges and longer-ranges. Automakers have been introducing longer-range, bigger size, premium-performance-luxury EV models using higher energy density batteries and are increasingly doing so by using high (>60%) nickel content cathode materials. Continued strong demand for high nickel content cathode materials for automotive applications will require battery-grade lithium hydroxide in the production of cathode materials. Additionally, since late 2020, automakers have been increasing adoption of lithium iron phosphate cathode material initially for the China passenger vehicles market and subsequently for markets outside China. Lithium iron phosphate is predominantly synthesized using lithium carbonate, and thereby lithium carbonate demand has been witnessing strong growth.
As an existing, proven global producer of battery-grade lithium hydroxide, and lithium carbonate, we are well positioned to benefit from this expected increase in lithium demand from EV growth. As one of the pioneers in the lithium industry, we have relationships throughout the lithium-ion battery value chain. Across the battery value chain, product performance requirements have continued to evolve since the first lithium-ion batteries and cathode materials were introduced in the early 1990s. We have developed our application and materials knowledge by working with our customers over time to produce performance lithium compounds which meet evolving customer needs.
Our growth efforts focus on developing environmentally compatible and sustainable lithium products. We are committed to providing unique, differentiated products to our customers by acquiring and further developing technologies as well as investing in innovation to extend product life cycles.
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_____________________________
1.Includes capital expenditures and other investing activities, inclusive of capitalized interest. See our consolidated statements of cash flows in Part II, Item 8 of this Form 10-K for further details.

Raw Materials
Lithium    
Our primary raw material is lithium, and we obtain the substantial majority of our lithium from our operations in Argentina. We extract lithium from naturally occurring lithium-rich brines located in the Andes Mountains of Argentina, which are believed to be one of the world’s most significant and lowest cost sources of lithium, through a proprietary selective adsorption and solar evaporation process. We process the brine into lithium carbonate at our co-located manufacturing facility in Fénix, Argentina and into lithium chloride at our nearby manufacturing facility in Güemes, Argentina.
For the years ended December 31, 2022, 2021 and 2020, our Argentine operations produced approximately 17 kMT, 16 kMT and 16 kMT of lithium carbonate, respectively, and approximately 5 kMT, 4 kMT and 5 kMT of lithium chloride, respectively. For the years ended December 31, 2022, 2021 and 2020, Base Lithium production of both lithium carbonate and lithium chloride, on a LCE basis, was approximately 20.5 kMT, 18.5 kMT and 19.5 kMT, respectively.
We have also historically purchased a portion of our lithium carbonate raw materials from other suppliers as needed.
Salar del Hombre Muerto    
We conduct our Argentine operations through Minera del Altiplano SA ("MdA"), our local operating subsidiary. More information on MdA and the Salar del Hombre Muerto mining property may be found under Item 2., Mineral Properties.
Mineral concession rights
MdA holds title to mineral concession rights for its extraction activities in Salar del Hombre Muerto. More information on these mineral concession rights may be found under Item 2., Mineral Properties.
Water
Our Argentine operations require fresh water. We have water rights and all necessary permits for the supply of fresh water for our existing operations from the Trapiche aquifer, from which water is pumped through a battery of wells to our facilities. For our capacity expansion, we have secured water rights for the supply of fresh water from the Los Patos aquifer. We are not yet drawing water from the Los Patos aquifer. We have secured the necessary permits for the current phases of our expansion, and will apply for the necessary permits for future phases of our expansion when needed. We and the Catamarca province regularly monitor the water and salinity levels of the Trapiche aquifer.
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We only had to temporarily suspend water extraction once, in January 2015, due to a dispute with the Catamarca province, and our access to our water source was quickly restored. We also regularly evaluate supplemental supplies of fresh water. The grant of water concessions and other water rights is subject to local governmental approvals, the timing and availability of which are uncertain and may be subject to delay or denial.
In October 2015, MdA entered into a water trust agreement with the Catamarca province that was amended in 2018. Under the amended trust agreement, MdA is obligated to pay into the trust an amount equal to 1.2% of its annual sales (calculated using the annual Contractual Price described under Item 2., Mineral Properties), in lieu of any water use fees. These payments are fully reflected in our financial statements.
Energy
Our Argentine operations rely on a steady source of energy. In 2015, we completed construction of a 135 kilometer natural gas pipeline from Pocitos, within the Salta province, to our Fénix facilities at Salar del Hombre Muerto, which eliminated our reliance on natural gas shipments by truck. This pipeline is governed by various agreements between MdA and Recursos Energeticos y Mineros Salta, S.A., or ("REMSA"), a local natural gas sub-distributor, including a subdistribution agreement providing for contracted capacity through 2027. We are in discussions to increase our contracted capacity in advance of our needs for all phases of our expansion plans and may need to invest in additional infrastructure to support this expansion. REMSA or Gasnor S.A., another local natural gas distributor that operates in the northeast of Argentina, have no obligation to provide us the additional capacity on a timely basis or at all. If we cannot obtain such additional capacity, we would need to secure alternative arrangements to meet the increased energy needs of the planned expansion and such alternative arrangements may be less cost effective.
We are financing the construction of two gas compression plants to be built along the natural gas pipeline. One plant is being jointly financed with two other parties, and will be subject to joint control and management. The other plant is being solely financed by, and will be solely controlled and managed by, MdA.
MdA also has a natural gas supply contract with Pluspetrol S.A. providing for the supply of natural gas for our Fénix manufacturing facility. This supply agreement expires in April 2023 and is typically renewed on an annual basis. We also have a purchase agreement with YPF SA for the supply of diesel fuel and gasoline to our Fénix and Güemes manufacturing facilities. This purchase agreement expires in February 2024.
Other raw materials
We purchase raw materials and chemical intermediates for use in our production processes, including materials for use in our production of the proprietary adsorbent used to selectively extract lithium from our brine in Argentina, soda ash, or sodium carbonate, for use in our production of lithium carbonate, and lithium metal for our production of butyllithium. In 2022, 2021 and 2020, costs of major raw materials represented 18%, 14% and 13% of our total revenues, respectively. Major raw materials include soda ash, solvents, butyl chloride, hydrochloric acid, quicklime, metal and caustic soda. We generally satisfy our requirements through spot purchases and medium- or long-term contractual relationships. In general, where we have limited sources of raw materials, we have developed contingency plans to minimize the effect of any interruption or reduction in supply, such as sourcing from other suppliers or maintaining safety stocks. Supply chain constraints arising due to the COVID-19 pandemic continue to remain a challenge in all countries where we operate. See "Management's Discussion and Analysis of Financial Condition and Results of Operations - COVID-19 Impacts."
Temporary shortages of raw materials may occasionally occur and cause temporary price increases. For example, we have had past regional interruptions in raw material supply, notably in China. In recent years, these shortages have not resulted in any material unavailability of raw materials. However, the continuing availability and price of raw materials are affected by many factors, including domestic and world market and political conditions, as well as the direct or indirect effect of governmental regulations. During periods of high demand, our raw materials are subject to significant price fluctuations, and such fluctuations may have an adverse impact on our results of operations. In addition, there could be inflationary pressure on costs of the raw materials and/or services that could impact our results of operations. The impact of any future raw material shortages on our business as a whole or in specific geographic regions, including China, or in specific business lines cannot be accurately predicted. In line with recent market developments, we have seen price increases in butyllithium raw materials, especially solvents, butyl chloride and lithium metal. We have also seen significant price increases for certain of our raw materials as a result of recent global inflationary pressures.
Seasonality
Our operations in Argentina are seasonally impacted by weather, including varying evaporation rates and amounts of rainfall during different seasons, which can be heavy at times. These changes impact the concentration in large evaporation ponds and can have an impact on the downstream processes to produce lithium carbonate and lithium chloride. Heavy rainfall can damage pond liners, lead to loss of product, and make the ponds generally difficult to maintain. Our operations team continuously measures pond concentrations and models how they will change based on operating decisions. Our processes use proprietary
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and traditional technologies to minimize the variation of concentrations at the inlet to our plants. There was an abnormally large rain event during the last quarter of 2021. This resulted in reductions in lithium carbonate production of approximately 500 MT in 2021.
Argentine Law and Regulation
We are subject to various regulatory requirements in Argentina under the Argentine Mining Code, the Argentine Mining Investment Law and certain federal and provincial regulations, including with respect to environmental compliance. In addition, the relationship between us, MdA and the Catamarca provincial government is regulated through a contractual framework.
The Argentine Mining Code, which sets forth the rights and obligations of both mining companies and their workers, is the principal regulatory framework under which we conduct our operations in Argentina. The Argentine Mining Code provides for the terms under which the provinces regulate and administer the granting of mining rights to third parties.
The Argentine Mining Code establishes two basic means of granting title to mining property: the exploration permit and the mining concession, both of which convey valid mining title in Argentina.
Exploration permits grant their holders the right to freely explore for minerals within the boundaries of the territory covered by that permit as well as to request the mining concession for any discoveries within the covered territory.
Once a mining concession is granted, the recipient owns all in-place mineral deposits within the boundaries of the territory covered by the concession. Mining concessions are freely tradable by the title holder and can be sold, leased or otherwise transferred to third parties. Two requirements must be met to keep a mining concession in good standing: (i) the concession holder must make regular payments of a semi-annual fee known as a canon; and (ii) the concession holder must file and perform an initial five-year expenditure plan. In addition, prior to commencing mining activities, the concession holder must submit environmental impact studies, which must be renewed at least every two years, for approval by the relevant environmental authorities.
In addition to the Argentine Mining Code, we are also subject to the Argentine Mining Investment Law. The Argentine Mining Investment Law offers specific financial incentives to mining investors, including a 30-year term fiscal stability of national, provincial and municipal tax rates; a deduction from income tax for prospecting, exploration and feasibility study expenditures; a refund of Value Added Tax fiscal credits resulting from exploration works; accelerated depreciation of fixed assets; and a 3% cap on royalties payable out of production to the province where the deposit is located. Our 30-year term fiscal stability certificate expires in 2026.
Our fiscal stability rights under the Argentine Mining Investment Law have been challenged by the imposition of certain export taxes on our lithium chloride and carbonate exports that did not exist at the time we obtained our 30-year term fiscal stability certificate. For instance, in 2018, the Federal Government imposed an export duty on lithium carbonate and chloride through Decree No. 793/2018, which was in effect until December 31, 2020. In December 2019, after the change of Presidential administration, the Argentine Congress passed Law No. 27,541 creating a new legal framework for export duties and establishing a new rate for mining and hydrocarbon exports not to exceed 8% on the taxable amounts or the FOB value. In December 2020, the Executive Power issued Decree No. 1060/2020 establishing a new export duty applicable to all kinds of goods effective from January 1, 2021. In the case of lithium chloride and lithium carbonate, the applicable tax rate amounts to 4.5% and no cap has been set. In 2022, Argentine authorities established a reference price for exports of certain grades of lithium carbonate, with any exports below this price being subject to investigation by Customs authorities and the possible payment of higher export duties and corporate taxes. To date, this has not impacted our operations or finances. Separately, in January, 2023, the Argentina Ministry of Economy issued a resolution to cancel an export rebate regime relating to lithium products, which was followed by Presidential Decree No. 57/2023 in February, 2023. The Presidential Decree prospectively cancels all export rebates for lithium products.
Under our 30-year term fiscal stability certificate, we are entitled to reimbursement or set-off (against other federal taxes) of any amount paid in excess of the total federal taxable burden applicable to us under such certificate. Although we are litigating to exercise our fiscal stability rights and are requesting an administrative reimbursement with respect to the imposition of certain of such export taxes, there can be no assurance that we will seek, or be able to obtain, reimbursement or set-off.
Environmental Laws and Regulations
We are subject to and incur capital and operating costs to comply with numerous foreign, U.S. federal, state and local environmental, health and safety laws and regulations, including those governing employee health and safety, the composition of our products, the discharge of pollutants into the air and water, the management and disposal of hazardous substances and wastes, the usage and availability of water, the cleanup of contaminated properties and the reclamation of our mines, brine extraction operations and certain other assets at the end of their useful life.
Our business and our customers are subject to significant requirements under the European Community Regulation for the Registration, Evaluation, Authorization and Restriction of Chemicals ("REACH"). REACH imposes obligations on European Union manufacturers and importers of chemicals and other products into the European Union to compile and file
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comprehensive reports, including testing data, on each chemical substance, and perform chemical safety assessments. Currently, certain lithium products are undergoing a risk assessment review under REACH, which may eventually result in restrictions in the handling or use of lithium carbonate and other lithium products that we produce, which may increase our production costs. In addition, REACH regulations impose significant additional responsibilities and costs on chemical producers, importers, downstream users of chemical substances and preparations, and the entire supply chain. South Korea has a similar Act on the Registration and Evaluation of Chemicals which is known as "K-REACH." Both REACH and K-REACH may lead to increases in the costs of raw materials we purchase and the products we sell in the European Union and South Korea, respectively. Increases in the costs of our products could result in a decrease in their overall demand. In addition, customers may seek products that are not regulated by REACH and/or K-REACH, which could also result in a decrease in the demand of certain products subject to the respective regulations. We continually monitor these laws and the regulations being adopted under them to determine our responsibilities.
In June 2016, modifications to the Toxic Substances Control Act in the U.S. were signed into law, requiring chemicals to be assessed against a risk-based safety standard and for the elimination of unreasonable risks identified during risk evaluation. Other initiatives in Asia and potentially in other regions will require toxicological testing and risk assessments of a wide variety of chemicals, including chemicals used or produced by us. These assessments may result in heightened concerns about the chemicals involved and additional requirements being placed on the production, handling, labeling or use of the subject chemicals. Such concerns and additional requirements could also increase the cost incurred by our customers to use our chemical products and otherwise limit the use of these products, which could lead to a decrease in demand for these products.
Liabilities associated with the investigation and cleanup of hazardous substances and wastes, as well as personal injury, property damages or natural resource damages arising from the release of, or exposure to, such hazardous substances and wastes, may be imposed in many situations without regard to violations of laws or regulations or other fault, and may also be imposed jointly and severally. Such liabilities may be imposed on entities that formerly owned or operated the property affected by the hazardous substances and wastes, entities that arranged for the disposal of the hazardous substances and wastes at the affected property, and entities that currently own or operate such property. Our Bessemer City, North Carolina facility is currently undergoing monitoring and remediation of contamination pursuant to a Resource Conservation and Recovery Act Part B corrective action permit. In addition, we currently have, and may in the future incur, liability as a potentially responsible party with respect to third party locations under CERCLA or state and foreign equivalents, including potential joint and several liabilities requiring us to pay in excess of our pro rata share of remediation costs.
We use and generate hazardous substances and wastes in our operations and may become subject to claims and substantial liability for personal injury, property damage, wrongful death, loss of production, pollution and other environmental damages relating to the release of such substances into the environment. In addition, some of our current properties are, or have been, used for industrial purposes, which could contain currently unknown contamination that could expose us to governmental requirements or claims relating to environmental remediation, personal injury and/or property damage. Depending on the frequency and severity of such incidents, it is possible that the Company’s revenues, operating costs, insurability and relationships with customers, employees and regulators could be impaired.
We record accruals for environmental matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. It is possible that new information or future developments could require us to reassess our potential exposure related to environmental matters. We may incur significant costs and liabilities in order to comply with existing environmental laws and regulations. It is also possible that other developments, such as increasingly strict environmental laws, regulations and orders of regulatory agencies, as well as claims for damages to property and the environment or injuries to employees and other persons resulting from our current or past operations, could result in substantial costs and liabilities in the future.
A discussion of environmental related factors and related reserves can be found in Note 9 "Environmental Obligations" in the notes to our consolidated financial statements included in this Form 10-K.
Human Capital Management
Human Capital Management ("HCM") General Statement
At Livent, we are focused on strengthening our position as a global leader in the lithium industry – from both an operational and human capital perspective. Since our formation as a standalone company in 2018, investing in our employees has been a top priority. In 2022, the increased demand for lithium to support the growth of the EV and energy storage markets affected our business in three significant ways: (i) it drove our completion timelines for critical expansion efforts in the U.S. and Argentina to meet increased market demands, (ii) it highlighted the need for us to identify talent with the technical skills and experience needed to meet the shifting demands of our customers and the industry and (iii) it reminded us that we must be ready to support our employees’ continued development and career goals in a space that continues to evolve. The importance we place on relationships between and among us, our customers and our employees is evidenced in the ways we have reviewed and
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modified many of our human capital processes and programs, all of which highlight our emphasis on retaining talent and being an employer of choice within this dynamic industry.
In 2022, we experienced a 21.4% global headcount increase over the previous year. This increase was driven by several factors, including: (i) our ongoing lithium hydroxide and lithium carbonate expansion efforts in the U.S. and Argentina and (ii) a focus on career development and retention which resulted in an average overall turnover rate of 10.3%. Our demand for talent was significantly higher than the previous year. Like many companies, we have faced challenging market factors impacting our ability to attract talent including strong competition among employers, and increased work flexibility and compensation expectations among job seekers.
As our workforce has grown, so have the needs to support the continued growth and development of our employees at all career levels. In 2021, we developed a talent management strategy focused primarily around understanding and supporting the learning and development needs of our employees. In 2022, we broadened that focus to a full life-cycle talent management approach from hire to retire. This expanded focus was in direct response to feedback we received from our employees in 2022 on how we could improve their overall career experience. Retaining talent will continue to be a top priority for us going forward.
Finally, the health and safety of our employees continues to drive us in all decision-making aspects of our business. We value the physical, mental and emotional health of our employees and their families and continue to build on the successful support provided to our employees during the COVID-19 pandemic. We will continue to make these support systems available while also addressing the physical safety of our workforce, particularly our manufacturing employees.
The Executive Leadership Team ("ELT") and Board of Directors ("Board") have challenged our teams to advance their focus on (i) identifying and developing high-potential talent with experience in lithium extraction chemical processing and electric vehicle supply chain issues, (ii) global talent retention efforts, (iii) increasing our hiring of diverse talent and women where they are underrepresented, and (iv) creating an even more inclusive workplace. We are working to meet these challenges while maintaining our commitment to our customers, our employees, and the communities in which we operate, while being guided by our core values:
•Safety First. We put safety at the forefront of everything we do. Simply put: the safety of everyone is everyone's responsibility.
•Be Responsible. We act ethically and honestly and advance responsible and sustainable practices in all aspects of our business.
•Constantly Innovate. We move the world forward and strive to constantly innovate through agile thinking, our industry-leading material science expertise, and an intimate understanding of our core element: lithium.
•Celebrate Differences. We celebrate our differences in perspective, background, and expertise, empowering our employees to be authentic and transparent. By encouraging employees to bring their full selves to work, we make Livent more dynamic.
•Thrive with Customers. Customers are at the heart of everything we do. By listening to and learning from them, we work together to build better lithium technologies.

Board of Directors’ Oversight of the HCM Process
Our Compensation and Organization Committee ("Compensation Committee") assists the Board in its oversight of the development, implementation and effectiveness of our policies and strategies relating to our human capital management function, including, but not limited to, those policies and strategies regarding corporate culture, talent acquisition and retention, pay equity, career development and employment practices. The Sustainability Committee of our Board of Directors assists the Board in its oversight of our Corporate Social Responsibility programs, including those relating to community, health and safety, human rights, responsible supply chain, and Diversity, Equity & Inclusion ("DE&I"). In 2022, we continued to provide the Board, Sustainability Committee and Compensation Committee with an HCM dashboard designed to help them make informed decisions impacting all areas of HCM.
Employee Safety, Health, and Wellbeing
Safety remains a core value of our business and drives our focus in everything we do. We continue to publish weekly "safety, quality, sustainability and reliability" messages reminding employees to prioritize safe behaviors in their personal and professional lives. As a manufacturer with numerous ISO certifications, we have established Environmental, Health and Safety management systems that require us to comply with established standards to maintain our certifications. Through these systems we engage our employees, suppliers, customers, and key stakeholders to identify and mitigate risks to drive continual improvement in our safety, health, and environmental performance. Globally, we reported two recordable injuries in 2022.
Although 2022 marked the easing of COVID-19 restrictions (with China being the last to do so) and a gradual return to "normalcy", our managers and ELT encouraged us to continue providing programs to support our employees’ mental and
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emotional wellbeing. We launched our second global mental health campaign in June 2022 in which we focused on four (4) pillars of mental health: stress management, sleep, nutrition, and physical activity. This 4-month program included a town-hall led by a panel of health and nutrition experts and, as we closed out the campaign, a celebration on World Health Day where we invited employees across the globe to share their insights around the day’s theme of "Our Planet, Our Health".
Finally, we assessed the risks and benefits of maintaining a COVID-19 vaccine requirement for all new U.S. employees and, at the end of 2022, decided to discontinue this policy. Employees whose roles require international travel must meet all current international COVID requirements in effect at the time of travel. We will continue monitoring our office work arrangements, vaccination policy, as well as state and local regulations to ensure the ongoing health and safety of our employees while re-engaging our teams.
We have made no changes to our vaccine protocols for non-U.S. locations. We will continue to monitor changes in the spread of the virus in these regions and will make any necessary adjustments subject to legally recognized exemptions.
Workforce Diversity, Equity & Inclusion
We continue to operate in the U.S., Asia, Europe and Argentina. As of December 31, 2022, we had a combined workforce of approximately 1,350 full-time, part-time, temporary, and contract employees. Argentina remains our only location with a unionized workforce, with approximately 236 of our 538 employees being union members. The following represents our employee breakdowns by region: North America (34%); Latin America (49%); Europe (6%); and Asia (11%). Our global gender makeup is approximately 75% male, 24% female, and 1% unspecified. The gender composition of our senior leadership team is 45% female and 55% male, and our Board composition is 25% female and 75% male.
Racial diversity metrics continue to only be tracked in the U.S. To maintain our focus on hiring more diverse talent in the U.S., we invested in partnerships with engineering, diversity recruitment and veterans’ organizations to specifically target certain talent pools for a variety of roles. As of December 31, 2022, the breakdown of the racial diversity amongst our U.S. employees is as follows:

2022 v. 2021* U.S. Diversity
Asian
Black/
African American
Hispanic
Two or More Races
Native Hawaiian or Other Pacific Islander***
White
Unspecified
8% (+2%)22% (+2%)3% (+1%)1%**<1%60% (-6%)5% (no change)

* # in parentheses indicates % change compared to 2021 data
** Was <1% in 2021
*** This is a new reportable category in the U.S. in 2022

For our U.S. population, we completed a rigorous pay equity analysis with a leading third party to determine if there was any bias in compensation linked to gender or race/ethnicity. Results from the statistical analysis, consistent with methods used by the U.S. Department of Labor and Equal Employment Opportunity Commission, did not reveal any overall systemic gender or racial based pay gaps in terms of base pay and total cash.
Early talent development continues to play a pivotal part in our overall recruitment strategy. In contrast to prior years, in 2022, we broadened our reach to attract college-level talent in the U.S. resulting in hiring a total of 12 students from a variety of colleges and universities to serve in internship roles across all functions (a number of whom were invited to work beyond their original term). Combined with apprenticeship programs in the U.K., Argentina, and Asia, we continue to attract and hire local and Indigenous resident populations where we operate. In 2022, we hired approximately 37 temporary and full-time employees across all three programs, of which 30% were female, 40% were male and 30% were unspecified.
Global DE&I training remains a focus for the organization and through partnership with one of our external training consultants, we facilitated training for several U.S.-based managers. Additional training sessions will be offered in 2023 both in partnership with external facilitators as well as through our new learning management system ("LMS") launching in 2023. Finally, in September 2022, our DE&I Committee launched a global newsletter series to share DE&I principles and give all employees an opportunity to learn and be exposed to different perspectives.
In 2022, our Employee Resource Groups ("ERG") continued to deliver programming designed to advance their missions and broaden the perspectives of Livent employees globally. These programs highlighted the maturation of each of these groups and their efforts to go beyond just heightening awareness to impacting recruiting, community outreach and mentoring. Each ERG was also assigned new executive sponsors to assist them with advancing their ideas through counsel and allyship so that they could become more impactful to the organization and the communities in which we operate. Our DE&I Committee, chaired by
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our Chief Human Resources Officer, continues to challenge our ERGs to consider ways in which they can impact Livent’s culture and live its core value to Celebrate Differences. In 2023, we have adopted a global DE&I theme of "Growing an Inclusive Work Environment" and have encouraged our ERGs to sponsor programming in support of this theme. We will continue working with our ERGs to review and support their initiatives while also extending the global reach of our programming.
ERG
Year Formed
Mission
2022 Highlights
Black Employee Network
2020
To provide a safe space for the Black community at work to ensure Livent is inclusive at all professional levels.
•Quarterly meetings with Black Employee Network members and allies focused on addressing and raising awareness around relevant topics impacting our work and local communities
LiFT Up
2021
To support employee shared professional development interests.
•Effective Communications Workshop
•Global and regional fireside chats addressing talent development and increased market/product education

Global Women’s Network
2021
To support Livent as an inclusive place to work for women.
•International Women’s Day event
•Bias training workshops for male allies
•Facilitated behavioral assessment/leadership workshops (Phase I)
•Various regional activities in Asia and Argentina focused on community outreach and mental health awareness
Talent Development & Management
We continue to see increased demands for lithium drive an unprecedented need for skilled talent in the markets in which we operate. This increased demand highlights the importance of providing continuous learning and development for our growing workforce as part of our overall talent retention and succession planning strategy. Our 2022 manufacturing expansion efforts challenged our ability to balance meeting hiring goals while leveraging available talent in our markets which, in some regions, meant relying on training to upskill workers to meet the needs of our business. In 2022, we filled approximately 335 jobs across all functions (approximately 71% external/29% internal). Our 2022 voluntary turnover rate was 7.6% which represents a decrease of 0.1% from the prior year.
Globally, in 2022 we experienced a continuation of 2021’s talent acquisition challenges, specifically, steady market competition for talent driven by demanding compensation packages and desires for flexible/remote work arrangements for certain non-manufacturing roles.
In advancing our learning and development strategy, we adopted a new set of core competencies which better reflect the behaviors required for success in our growing and rapidly changing industry. We have challenged our managers to become versed in these competencies and use them to drive outcomes in performance management discussions with their employees. To support managers’ adoption of these competencies, we facilitated live trainings as well as produced a series of training videos for their use and reference during our year-end performance management and goal-setting processes. We ended 2022 finalizing plans for the launch of our LMS system. This LMS will play an important role in supporting our employees’ growth and development and allow the organization to implement important succession planning steps for key roles.
Compensation, Pay Equity & Benefits
We recognize the importance of maintaining competitive compensation and benefits programs to be able to attract and retain the talent needed to meet the demands of our evolving business and industry as well as meet the needs of all our employees. We consistently review pay actions to ensure we maintain pay equity across the organization, and we intend to conduct another pay equity review in 2023. In 2022, we continued to build upon improvements made to our compensation and benefits program. Our updated compensation structure considers information received from local market data as well as external consultants. It remains comprised of base salaries, short and long-term incentive structures (based on job level), retention and recognition grants, and individual and business performance-based incentives. To support our managers’ adoption of the updated compensation structure, we delivered compensation training sessions and developed a manager toolkit containing compensation and performance management guidelines for their reference in making informed compensation decisions.
Each year we evaluate our global benefits offerings (which vary by country/region and employment classification) to offer enhancements that are responsive to the needs of our employees while balancing the costs to be borne by the organization and our employees. Our U.S. benefits include tax-deferred savings programs; medical, prescription drug, vision, and dental insurance; health savings and flexible spending accounts; life and accident insurance; short and long-term disability insurance;
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an employee assistance program; paid time off; family leave; and wellness incentives. We continue to monitor costs year-over-year and make efforts to negotiate benefits packages that are affordable to all eligible employees. For the 2022 plan year, we offered reduced premiums based on COVID-19 vaccination status; this program was eliminated in 2023. No other material changes were made to our U.S. benefits in 2022. In 2023, we will implement a more robust mental health benefit in the U.S. to replace our existing Employee Assistance Program which will offer an enhanced diverse network of providers tailored to the specific needs of our employees and their dependents.
Across all our regional locations, we continued to promote a variety of health and wellness programs aimed at heightening awareness around mental health, COVID-19 prevention and maintaining healthy, active lifestyles for our employees and their families.
Advancing Employee Engagement & Positive Workplace Culture
Our 2021 global employee engagement survey highlighted Teamwork, Work Environment and Beliefs and Attitudes (relative to creating an inclusive environment) as our most favorable categories. The three areas our team chose to focus on in 2022 were Manager Engagement, Career Experience, and Decision Making, Communication and Change Management. We formed a global, cross-functional action planning team to recommend and implement actions in direct response to the feedback we received from our employees. As a result, our global action planning team has laid the foundation for a variety of actions.
Additionally, to ensure responsiveness to the survey feedback at each of our manufacturing sites, we challenged our site leaders to implement any necessary actions they deemed appropriate as part of this process. Each location has implemented site-level action plans and will continue to review and measure their results in 2023. We will launch our second global employee engagement survey in Q3 2023 to measure our efforts against the 2022 enterprise-wide action plan.
Social Responsibility
We remain committed to strong corporate social responsibility ("CSR") principles and incorporate them into all aspects of our business, tracking their impact in the communities in which we operate. Our CSR focus includes occupational health and safety; employee experience, engagement, and development; DE&I; community involvement and development; environmental actions; and human rights.
Supply Chain Human Capital Management Safeguards
We are committed to the objective of ensuring there is no modern slavery in our supply chains or in our business. Through our Human Rights Policy, Supplier Code of Conduct, Supplier Sustainability Policy and other internal policies, our supply chain initiatives and screening processes, and employee training, we are committed to sourcing components and materials from companies that share our values regarding respect for human rights, integrity, and environmental responsibility. We will continue to act ethically and with integrity in all our business relationships to implement and enforce effective systems and controls to prevent modern slavery in our supply chains.
Sustainability & Environmental Priorities
Sustainability is a top priority for Livent. Underpinning our expansion efforts in the U.S., Argentina and around the world is our commitment to expanding lithium production in a sustainable and responsible way, to minimize impacts to the environment and benefit the communities in which we operate. 2022 marked the third consecutive year that Livent achieved a Gold sustainability rating from EcoVadis, placing Livent in the top 5% of the more than 90,000 companies assessed by EcoVadis around the world. EcoVadis assesses sustainability performance across four main categories: Environment, Labor & Human Rights, Ethics and Sustainable Procurement. Also in 2022, Livent was placed in the highest tier of sustainable lithium producers in the inaugural ESG Report from Benchmark Mineral Intelligence. Recognition from leading industry raters and rankers highlights Livent’s leading sustainability profile and the progress we have continued to make on a number of fronts as we work to deliver on our 2030 and 2040 sustainability commitments. As one of the first lithium producers in the world to become a full member of the Initiative for Responsible Mining Assurance ("IRMA"), we are leading by example in our industry and helping to drive an agenda for increased transparency, stakeholder engagement and responsible growth. In late December 2022, Livent completed the next stage of the IRMA process by completing a voluntary and comprehensive onsite assessment of our Fenix operations in Argentina. We also reached key milestones in our voluntary collaboration in the multi-year sustainable water study sponsored by BMW Group and BASF which was led by U.S.-based research teams from University of Alaska Anchorage and the University of Massachusetts Amherst. Each year, we publish a Sustainability Report, a copy of which can be found in the section captioned "Sustainability & Community" on our website at www.livent.com. The information contained on, or that can be accessed through, our website is not a part of or incorporated by reference in this Annual Report on Form 10-K.
Community Involvement & Development
We believe our success is dependent upon the trust and partnership we build with our local communities. We encourage our employees globally to become sound corporate citizens and engage in community outreach in the regions in which we operate. We support our communities around the world through a range of activities, including philanthropic giving, employee
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volunteerism, infrastructure development and local capacity building. Community engagement activities across Livent focus on promoting safety, STEM (science, technology, engineering and mathematics) education, health and nutrition and poverty alleviation. Globally, each Livent facility runs its own community engagement activities based on employee understanding of local needs. Additional information regarding our community outreach efforts can be found in the section captioned "Sustainability & Community" on our website at www.livent.com. The information contained on, or that can be accessed through, our website is not a part of or incorporated by reference in this Annual Report on Form 10-K.
Code of Ethics and Business Conduct
We are governed by a Code of Ethics and Business Conduct that applies to all directors, officers (including our Chief Executive Officer, Chief Financial Officer, and Controller), employees, suppliers, and contractors in their work on behalf of Livent. See Item 10. Directors, Executive Officers and Corporate Governance, for more information about our Code of Ethics and Business Conduct.


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ITEM 1A.    RISK FACTORS
In the course of conducting our business operations we are exposed to a variety of risks, some of which are inherent in our industry and others of which are more specific to our own businesses. The discussion below address the material factors, of which we are currently aware, that could affect our businesses, results of operations and financial condition and make an investment in the Company speculative or risky.
Additional factors that could affect our business, results of operations and financial condition are discussed in Forward-Looking Statements at the end of this section. However, other factors not discussed below or elsewhere in this Annual Report on Form 10-K could also adversely affect our business, results of operations and financial condition. Therefore, the risk factors below should not be considered a complete list of potential risks that we may face.
Any risk factor described in this Annual Report on Form 10-K or in any of our other SEC filings could by itself, or together with other factors, materially adversely affect our liquidity, competitive position, business, reputation, results of operations, capital position or financial condition, including by materially increasing our expenses or decreasing our revenues, which could result in material losses.
Among the factors that could have an impact on our ability to achieve operating results and meet our other goals are:
Growth Strategy Risks:
Our growth depends upon the continued growth in demand for high performance lithium compounds.
We are one of a few producers of multiple performance lithium compounds. Our performance lithium compounds are a critical input in current and next generation high energy density batteries used in electric vehicle applications, and in synthesis of pharmaceuticals and polymers. Our growth in this area is dependent upon the continued adoption by consumers of electric vehicles, the rate of development and adoption of next generation high nickel battery technologies in some electric vehicle segments, and the rate of growth of certain pharmaceuticals and polymers. If the market for electric vehicles does not develop as we expect, or develops more slowly than we expect, our business, prospects, financial condition and results of operations will be affected. The market for electric vehicles is relatively new, rapidly evolving, and could be affected by numerous factors, such as:
•potential bottlenecks in the EV supply chain, battery materials, semiconductor chips, or otherwise, causing less EV adoption and market penetration, and resulting in weaker lithium demand;
•government regulations and automakers’ responses (including fleet electrification roadmaps and battery technology choices) to those regulations;
•tax and economic incentives;
•rates of consumer adoption, which is driven in part by perceptions about electric vehicle features (including range per charge), quality and reliability, safety, performance, cost and charging infrastructure;
•competition, including from other types of alternative fuel vehicles, hybrid vehicles, plug-in hybrid electric vehicles, and high fuel-economy internal combustion engine vehicles; and
•volatility in the cost of battery materials, oil and gasoline.
Production expansion efforts are complex projects that will require significant capital expenditures and are subject to significant risks and uncertainties.
In order to meet growing and forecasted demands for our performance lithium compounds, particularly lithium hydroxide, we intend to expand our lithium carbonate and lithium hydroxide capacities when warranted by market conditions or long-term customer commitments. We are undergoing expansion of annual lithium carbonate production at our existing operations in Argentina in addition to seeking alternative lithium resources. Expansion projects are complex undertakings, and there can be no assurance that we will be able to complete these projects within our projected budget and schedule or that we will be able to achieve the anticipated benefits from them. Unforeseen technical or construction difficulties, lack of adequate water or energy, regulatory requirements (including permits), competition for, and scarcity of, labor and construction materials among competing regional projects, labor or civil/political unrest, community relations, logistical issues, or local hiring and procurement policies and requirements (discussed further under the risk factor “Our lithium extraction and production operations in Argentina expose us to specific political, financial and operational risks”) and/or increasing costs and extended delivery times for new equipment could increase the cost of these projects, delay the projects or render them infeasible. Any significant delay in the completion of the projects or increased costs could have a material adverse effect on our business, financial condition and results of operations.
Our inability to acquire or develop additional reserves that are economically viable could have a material adverse effect on our future growth.
Our currently defined lithium reserves will decline as we continue to extract these raw materials. Accordingly, our future operations depend upon our ability to acquire additional lithium reserves that are economically viable to replace the reserves we
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will extract. Exploration and development of lithium resources are highly speculative in nature. Exploration projects involve many risks, require substantial expenditures and may not result in the discovery of sufficient additional resources that can be extracted profitably. Once a site with potential resources is discovered, it may take several years of development until production is possible, during which time the economic viability of production may change. Substantial expenditures are required to establish recoverable proven and probable reserves and to construct extraction and production facilities. As a result, there is no assurance that current or future exploration programs, including those by Nemaska Lithium Inc., will be successful and there is a risk that depletion of reserves will not be offset by discoveries or acquisitions of new reserves.
We may make future acquisitions which may be difficult to integrate, divert management and financial resources and result in unanticipated costs.
As part of our continuing business strategy, we may make additional acquisitions of, or investments in, companies or technologies that complement our current products, enhance our market coverage, technical capabilities or production capacity, expand our access to lithium deposits in other geographic locations, or offer growth opportunities. We cannot be certain that we will be able to identify suitable acquisition or investment candidates at compelling prices.
Recent and future investments or acquisitions could pose numerous risks to our operations, including difficulty integrating the acquired operations, products, technologies or personnel; substantial unanticipated integration costs; diversion of significant management attention and financial resources from our existing operations; a failure to realize the potential cost savings or other financial benefits and/or the strategic benefits of the acquisitions; and the incurrence of liabilities from the acquired businesses for environmental matters, infringement of intellectual property rights or other claims (for which we may not be successful in seeking indemnification). These and other risks relating to acquiring, integrating and operating acquired assets or companies could cause us not to realize the anticipated benefits from such acquisitions and could have a material adverse effect on our business, financial condition and results of operations.
Our research and development efforts may not succeed, and our competitors may develop more effective or successful products.
The industries and the end markets into which we sell our products experience regular technological change and product improvement. Our ability to compete successfully depends in part upon our ability to maintain superior technological capability and ability to identify, develop and commercialize new and innovative performance lithium compounds for use in our customers’ products. There is no assurance that our research and development efforts will be successful or that any newly developed products will pass our customers’ qualification processes or achieve market-wide acceptance. If we fail to keep pace with evolving technological innovations in our customers’ end markets, our business, financial condition and results of operations could be materially adversely affected. In addition, existing or potential competitors may develop products which are similar or superior to our products or are more competitively priced. If our product launching efforts are unsuccessful, our financial condition and results of operations may be materially adversely affected.
Market Risks:
Lithium prices can be volatile, especially due to changes in demand-supply balance.
The prices of lithium have been, and may continue to be, volatile. Some of our contracts for the sale of performance lithium compounds have index-based or variable pricing, which could provide a benefit if lithium pricing rises, or could have a material adverse effect on our business, financial condition and results of operations if lithium pricing declines. We expect that prices for the performance lithium compounds we manufacture will continue to be influenced by various factors, including regional and global demand-supply balance as well as the business strategies of major producers and users. Certain market analysts predict a significant increase in global lithium capacity over the short and medium term. However, there is a high degree of uncertainty about the time period involved to achieve targeted output volumes, operating costs, and product quality at a level that will be qualified by customers. A continued increase in the prices of lithium could potentially be demand destructive in our key end markets. Future declines in lithium prices could have a material adverse effect on our business, financial condition and results of operations.
Demand and market prices for lithium will greatly affect the value of our investment in our lithium resources and our ability to develop them successfully.
Our ability to successfully develop our lithium resources, including the Nemaska Lithium Project, and generate a return on investment will be affected by changes in the demand for, and market price of end products, such as lithium hydroxide. The market price of these products can fluctuate and is affected by numerous factors beyond our control, primarily global supply and demand. Such external economic factors are influenced by changes in international investment patterns, various political developments and macro-economic circumstances. In addition, the price of lithium products is impacted by their purity and performance. We may not be able to effectively mitigate against such fluctuations.
Adverse conditions in the economy and volatility and disruption of financial markets can negatively impact our customers, and downturns in our customers’ end-markets could adversely affect our sales and profitability.
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We produce performance lithium compounds for application in a diverse range of end-products, including for batteries in electric vehicles and energy storage applications and for a wide variety of industrial, pharmaceutical, aerospace, electronics, agricultural and polymer applications. Deterioration in the global economy, including recessions, or in the specific industries in which our customers compete could adversely affect the demand for our customers’ products, which, in turn, could negatively affect our sales and profitability. Many of our customers’ end-markets are cyclical in nature or are subject to secular downturns. Historically, cyclical or secular end-market downturns have periodically resulted in diminished demand for our performance lithium compounds and have caused a decline in average selling prices, and we may experience similar problems in the future.
We derive a substantial portion of our revenue from a limited number of customers, and the loss of, or a significant reduction in orders from, a large customer could have a material adverse effect on our business and operating results.
In any particular period, a substantial amount of our total revenue could come from a relatively small number of customers (see Note 4: Revenue Recognition, in Part II, Item 8, Financial Statements and Supplementary Data, Notes to Consolidated Financial Statements, of this Annual Report on Form 10-K). It is likely that we will continue to derive a significant portion of our revenue from a relatively small number of customers in the future. If we were to lose any material customer or if any such customer significantly reduced or delayed its orders, such loss, reduction or delay could have a material adverse effect on our business, financial condition and results of operations.
We face competition in our business.
We compete globally against a number of other lithium producers. Competition is based on several key criteria, including technological capabilities, product volume, service, delivery, product performance, quality, cost and price. Some of our competitors are larger, with more favorable economies of scale, access to multiple lithium resources and greater market share. They may also have greater financial resources for growth, acquisitions, expansions (including in the geographic areas where we operate) and research and development. These competitors may be able to maintain greater operating and financial flexibility. If we fail to compete effectively, we may be unable to retain or expand our market share, which could have a material adverse effect on our business, results of operations and financial condition. We may also face potential competition from substitute materials or technologies and through backward integration, alliances, partnerships within the electric vehicle supply chain, and from other mining or resource extraction and battery materials recycling companies that enter the lithium production or recycling business. This may influence our future expansion decisions or limit our ability to expand.
The development and adoption of new battery technologies that rely on inputs other than lithium compounds could significantly impact our prospects and future revenues.
Current and next generation high energy density batteries for use in electric vehicles rely on lithium compounds as a critical input. The pace of advances in current battery technologies, the development and adoption of new battery technologies that rely on inputs other than lithium compounds, or a delay in the development and adoption of next generation high nickel battery technologies that utilize lithium hydroxide could significantly impact our prospects and future revenues. Many materials and technologies are being researched and developed with the goal of making batteries lighter, more efficient, faster charging and less expensive. Some of these could be less reliant on lithium hydroxide or other lithium compounds, especially if the demand for batteries for use in electric vehicles outstrips the available supply of lithium hydroxide or other lithium compounds. We cannot predict which new technologies may ultimately prove to be commercially viable and their share in the overall mix over any time horizon. Commercialized battery technologies that use less lithium compounds could materially and adversely impact our prospects and future revenues.
Financial Risks:
Our operating results are subject to substantial quarterly and annual fluctuations.
Our revenue and operating results have fluctuated in the past and are likely to fluctuate in the future. These fluctuations may occur on a quarterly or annual basis and are due to a number of factors, many of which are beyond our control. These factors include, among others:
• changes in our product mix or customer mix;
• changes in product quality requirements and increased qualification time periods;
• changes in product regulatory classifications;
• changes by electric vehicle and battery manufacturers in supply chain locations and raw material suppliers’ participation for those locations;
• the oversupply and inventory levels of lithium compounds in the global lithium industry;
• the timing of receipt, reduction or cancellation of significant product orders by customers, or the use of substitute products for lithium by customers;
• changes in index-based pricing of existing contracts, and the timing, duration and pricing terms of new customer contracts and renewals;
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• our ability to adapt to changes in technology trends affecting the lithium industry, including new manufacturing processes;
•fluctuations in currency exchange and interest rates, and inflation;
• the effects of competitors’ actions and competitive pricing pressures, including decreases in average selling prices of our products;
•changes in manufacturing costs, including increases in energy and raw material prices and government royalties; and
•the extent to which we purchase third-party lithium carbonate meeting necessary specifications to supplement internally produced lithium carbonate from our company-owned mineral deposits in Argentina, as purchasing from third parties (if available) leads to higher production costs and reduced margins.
If our operating results in one or more future quarters fail to meet the expectations of securities analysts or investors, a significant decline in the trading price of our common stock may occur, which may happen immediately or over time.
We may not realize the anticipated benefits of our investment in the Nemaska Lithium Project.
There can be no assurance that the Nemaska Lithium Project will be completed within the expected timeframe or budgeted cost, or that any technical study will reflect the expected amount of mineral resources or reserves. The Nemaska Lithium Project may experience unexpected costs, problems and delays, and the economic feasibility of the Nemaska Lithium Project will depend on numerous factors outside of our control and uncertainties (See the risk factor "Our feasibility studies are current only as of the date made, and may not be reflective of the latest information and market conditions").
NLI is a joint venture with IQ and we do not control its management or operations. The interests of NLI or IQ may differ from ours and they may make business, financial or other decisions with which we do not agree, which could materially adversely affect our ability to obtain the expected benefits of our investment. There is no guarantee that we will reach agreement with NLI or IQ on the further development or financing of the Nemaska Lithium Project, and we may not be able to enter into any agreement for the purchase or distribution of any lithium products that NLI ultimately produces. As further described in Note 6 to our consolidated financial statements included in this Annual Report, we account for our interest in NLI using the equity method. If NLI incurs higher losses in future periods, including due to a ramp up in its pre-production development activities, it could have a material adverse effect on our profitability. Further, if NLI is unable to successfully execute its development plans and commercial strategies or fails to commence production for any reason, the carrying value of our investment could exceed its fair value, which could result in impairment losses and have a material adverse effect on our financial position and profitability.
We may have difficulty accessing global capital and credit markets.
We expect to rely on cash generated from operations and external financing to fund our growth and ongoing capital needs. The expansion of our business or other business opportunities may require significant amounts of capital. While we believe that our cash from operations, together with borrowing availability under our Revolving Credit Facility and other potential financing strategies that may be available to us, will be sufficient to meet these needs in the foreseeable future, if we need additional external financing, our access to credit markets and the pricing of our capital will be dependent upon maintaining sufficiently strong credit metrics and the state of the capital markets generally. There can be no assurances that we would be able to obtain equity or debt financing on terms we deem acceptable, and it is possible that the cost of any financings could increase significantly, thereby increasing our expenses and decreasing our net income. If we are unable to generate sufficient cash flow or raise adequate external financing, including as a result of significant disruptions in the global credit markets, we could be forced to restrict our operations and growth opportunities, which could adversely affect our operating results.
Our net leverage ratio under our Revolving Credit Facility covenants may increase during the next 12 months from the date of this filing. Compliance with our debt covenants will continue to be determined, in large part, by our ability to manage the timing and amount of our capital expenditures, which is within our control, as well as by our ability to achieve forecasted operating results and to pursue other working capital financing strategies that may be available to us, which is less certain and outside of our control.
The conditional conversion feature of the 2025 Notes may adversely impact our liquidity or dilute our stockholders, depending on the method of settlement.
Pursuant to the conditional conversion feature of the 2025 Notes, holders of 2025 Notes are entitled to convert the 2025 Notes at any time during specified periods at their option. The conditional conversion feature was triggered during each quarter of 2022 and the first quarter of 2023, and thus holders have the option to convert all or any portion of their 2025 Notes at any time through March 31, 2023. If one or more holders elect to convert their 2025 Notes (if the conditional conversion feature is triggered), we would be required to settle a portion or all of our conversion obligation through the payment of cash, which could adversely affect our liquidity, unless we elect to satisfy our conversion obligation by delivering solely shares of our common stock (other than paying cash in lieu of delivering any fractional share). In addition, even if holders do not elect to convert their 2025 Notes, we could be required under applicable accounting rules to reclassify all or a portion of the outstanding
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principal of the 2025 Notes as a current rather than long-term liability, which would result in a material reduction of our net working capital.
We may not have sufficient cash flow from our business to pay our debt.
Our ability to make scheduled payments of the principal of, to pay interest on or to refinance our indebtedness, including the 2025 Notes, depends on our future performance, which is subject to economic, financial, competitive and other factors beyond our control. Our business may not continue to generate cash flow from operations in the future sufficient to service our debt. If we are unable to generate such cash flow, we may be required to adopt one or more alternatives, such as selling assets, restructuring debt or obtaining additional equity capital on terms that may be unfavorable or dilutive. Our ability to refinance our indebtedness will depend on the capital markets and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on our debt obligations.
Operational Risks:
We have substantial international operations and sales, and the risks of doing business in foreign countries could adversely affect our business, financial condition and results of operations.
We conduct a substantial portion of our business outside the U.S. (see Note 4: Revenue Recognition, in Part II, Item 8, Financial Statements and Supplementary Data, Notes to Consolidated Financial Statements, of this Annual Report on Form 10-K). Accordingly, our business is subject to risks related to foreign exchange, risks related to the differing legal, political, social and regulatory requirements and economic conditions of the many jurisdictions where we conduct business, geopolitical tensions (such as those between China and the U.S.), corruption, global events, such as the war in Ukraine, sanctions against Russia and possible retaliation by Russia, global energy prices, inflation, regional recessions, and global supply chain and logistics challenges.
Changes in exchange rates between foreign currencies and the U.S. Dollar will affect the recorded levels of our assets, liabilities, net sales, cost of goods sold and operating margins and could result in exchange losses. Our results of operations may be adversely affected by any volatility in currency exchange rates and our ability to manage effectively our currency transaction and translation risks. Foreign currency debt and foreign exchange forward contracts may be used in countries where we do business, thereby reducing our net asset exposure. Foreign exchange forward contracts are also used to hedge firm and highly anticipated foreign currency cash flows. The Argentine peso continues to decline in value, and we currently do not hedge foreign currency risks associated with the Argentine peso due to the limited availability and high cost of suitable derivative instruments.
In addition, it may be more difficult for us to enforce agreements or collect receivables through foreign legal systems. There is a risk that foreign governments may nationalize private enterprises in certain countries where we operate, including Argentina and China. Social and cultural norms in certain countries may not support compliance with our corporate policies including those that require compliance with substantive laws and regulations. Also, changes in general economic and political conditions in countries where we operate are a risk to our financial performance and future growth. Our sales depend on international trade and moves to impose tariffs and other trade barriers, as has happened in various countries including the U.S. and China, could negatively affect our sales and have a material adverse effect on our business, financial condition and results of operations.
We and our subsidiaries are also subject to rules and regulations related to anti-bribery, anti-corruption (such as the U.S. Foreign Corrupt Practices Act), anti-money laundering, forced labor, trade sanctions, export controls, and customs matters, including duties and tariffs. Compliance with such laws may be costly and violations of such laws may carry substantial penalties. We may also be subject to complex and time-consuming investigations or audits by governmental authorities and regulatory agencies, which can occur in the ordinary course of business or which can result from increased scrutiny from a particular agency towards an industry, country or practice. Such investigations or audits may subject us to increased government scrutiny, investigation and civil and criminal penalties, and may limit our ability to import or export our products.
One of our key manufacturing facilities is located in the United Kingdom. Following Brexit, the United Kingdom and the European Union entered into the UK-EU Trade and Cooperation Agreement (the "TCA"), which is an agreement on the future trading relationship between the parties. The TCA still requires complex additional bilateral negotiations between the United Kingdom and the European Union, and thus significant uncertainty remains about the precise terms of the relationship between the parties. We derive a significant portion of our revenues from sales outside of the U.S., including from the European Union. The war in Ukraine, high energy prices, inflation and rising interest rates have introduced significant uncertainties into global financial markets, including volatility in foreign currencies, and adversely impacted the markets in which we and our customers operate. Adverse consequences such as deterioration in economic conditions, higher taxes or adverse changes in regulation could have a negative impact on our business, financial condition or results of operations. All of these potential consequences could be further magnified if the war in Ukraine were to spread beyond its borders, continue for a protracted period of time, or if inflation continues to rise. While we actively monitor the situation and update our contingency plans, any new developments could adversely affect our business, financial condition or results of operations.
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As we continue to operate our business globally, our success will depend, in part, on our ability to anticipate and effectively manage these and other related risks. There can be no assurance that the consequences of these and other factors relating to our international operations will not have an adverse effect on our business, financial condition or results of operations.
Our lithium extraction and production operations in Argentina expose us to specific political, financial and operational risks.
We obtain the substantial majority of our base lithium from our operations in Argentina. Our operations in Argentina expose us to the following risks, and the occurrence of any of these risks could have a material adverse effect on our business, financial condition or results of operations:
•Political and financial risks that are typical of developing countries. Such risks include: high rates of inflation; risk of increased state intervention in the economy, government control of private businesses, expropriation and nationalization; changes in or nullification of concession rights, licenses and/or permits; changes in taxation policies; currency controls and restrictions on foreign exchange and repatriation; labor unrest and increased unionization; changing political norms, governing coalitions and government instability; and governmental policies and regulations that favor or require us or our contractors and subcontractors to award contracts in, employ citizens of, or purchase supplies from, Argentina, the local provinces and communities where we operate. In addition, changes in mining or investment policies or shifts in political attitude in Argentina concerning mining may adversely affect our operations or profitability. There can be no assurance that the current or future governments of Argentina will not impose greater state control of lithium resources, or take other actions that are adverse to us.
•Risks associated with changes in tax laws. There are frequent changes in Argentinian tax laws, including those relating to mining goods (including lithium), imports and exports, foreign exchange transactions, income taxes and corporate tax rates In 2022, Argentine authorities established a reference price for exports of certain grades of lithium carbonate, with any exports below this price being subject to investigation by Customs authorities and the possible payment of higher export duties and corporate taxes. In January, 2023, the Argentina Ministry of Economy issued a resolution to cancel an export rebate regime relating to lithium products. Under the tax stability certificate we have with the Argentine federal government, we are entitled to reimbursement or set-off (against other federal taxes) of any amount paid in excess of the total federal taxable burden applicable to us under such certificate. However, there can be no assurance that we will seek, or be able to obtain, such reimbursement or set-off, or that there will be no other changes in tax laws.
•Operational risks stemming from our dependence upon mining concessions granted to us under the Argentine Mining Code. We hold title to these mining concessions in perpetuity until the deposit is exhausted of all minerals, provided that we pay annual mining fees and keep the mining concessions active in accordance with the Argentine Mining Code. Failure to pay the annual fees or to keep the mining concessions active may result in revocation of our mining concessions. In addition, Argentinian federal and provincial mining authorities retain broad discretion in the adoption, amendment and enforcement of new and existing mining and environmental regulations. This includes the categorization of lithium as a strategic mineral allowing for greater government control of the resource, the imposition of fines, or the suspension of mining extraction or related water rights. The Governor of the Province of La Rioja categorized lithium as a strategic mineral in January, 2023 and suspended the exploration permit of a foreign company.
•Risks associated with the loss or depletion of our mineral deposit. Our primary source for lithium is our current brine site at Salar del Hombre Muerto. In order to maintain our production capabilities, we will need to replace or supplement our lithium resources there in the event our access is disrupted or lost, whether due to a natural disaster, depletion or otherwise. Although we seek to reduce dependence on this primary source of supply for lithium, there is no assurance we will be able to do so in a timely manner or on commercially favorable terms. In addition, due to the current trend of growth in the lithium industry, there is no assurance that we will be able to discover or acquire new and valuable lithium resources, or that the actual production results will match the expected results.
•Risks of certain natural disasters. Our lithium brines and related production facilities are located in a seismically active region in northwest Argentina. A major earthquake could have adverse consequences for our operations and for general infrastructure, such as roads, rail, and access to goods in Argentina. Our production operations in Argentina could also be subject to significant rain events, as our production processes rely on natural evaporation and a significant rain event could impact our production. In the last quarter of 2021, we experienced a significant rain event in Argentina, which disrupted our production operations. If our brine site in Argentina were to suffer continuing, significant rain events, or if any of our operating facilities in Argentina were to suffer an earthquake or other natural disaster, this could have a material adverse effect on our business, financial condition and results of operations.
•Risks associated with water rights and our access to water. Access to fresh water is essential to our production operations in Argentina; we hold water use rights granted to us by provincial Argentine authorities and will need to
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secure additional water rights for our planned production expansion. (See Part I, Item 1 Business-Raw Materials-Water section of this Annual Report on Form 10-K). Our operations take place in a dry, mountainous region that has limited access to fresh water. The governmental authority may seek to suspend or alter our rights or the applicable water rights code may change, each of which may limit our access to fresh water. In addition, our access to water may be impacted by third-party claims (including local competitors who are expanding their own operations), over-permitting by the government, changes in geology, climate change (including the potential effects of climate change such as drought, changes in precipitation patterns, and severe weather events) or other natural factors, such as wells drying up or reductions in the amount of water available in the wells or sources from which we obtain water, that we cannot control. There can be no assurance that we will have access to sufficient quantities of water to support our production operations, either at current capacities or our planned production expansion, in the future. There is currently no specific regulation of wetlands at the Argentine national or provincial level. However, a wetlands bill has been introduced for debate in the Argentine Congress. If any bill is passed, our access to water in the Los Patos and Trapiche rivers may be affected, as it could prohibit any activity in the wetlands, including the installation of any infrastructure that could modify the hydrologic regimen, the construction of dams and mining activity.
•Risks associated with foreign exchange controls and restrictions. Argentina maintains foreign exchange restrictions that are expected to remain in place until December 31, 2023. The restrictions that may impact our Argentina operations relate to: (i) a requirement that Argentinian exporters repatriate proceeds allocated or earned abroad and convert them into Argentinian pesos within a specified time-frame; (ii) limitations on the payment of dividends and payment for services performed by related parties, which would now generally require prior written authorization from the Argentinian Central Bank (which is rarely granted); (iii) a prohibition on the purchase of foreign exchange as an investment to hedge foreign exchange fluctuations; and (iv) restrictions on payments for imported goods. In October 2022, the Argentine Government also approved a new law that provides it with discretion to restrict imports and prohibit payments abroad. This is having the effect of limiting imports of key inputs for local manufacturing, thereby creating shortages of local goods, machinery and spare parts.
•Risks associated with local labor matters. Argentina has experienced labor unrest over wages and benefits paid to workers. In the past, the Argentine government has passed laws, regulations and decrees requiring companies in the private sector to increase salaries or maintain minimum wage levels and provide specified benefits to employees and may do so again in the future. High rates of inflation have also led unions to request the renegotiation of union contracts on a more frequent basis, which may lead to labor unrest, work stoppages, and strikes, in addition to difficulties in forecasting future annual wage costs.
•Risks associated with inflation. Inflation is another risk associated with our Argentina operations. Effective July 1, 2018, Argentina was designated as a highly inflationary economy, as it has experienced cumulative inflation of approximately 100 percent or more over a three-year period. As a result of this determination and in accordance with U.S. GAAP, the functional currency of our operations in Argentina was changed from the Argentine peso to the U.S. dollar. Gains and losses resulting from the remeasurement of non-U.S. dollar monetary assets and liabilities of Argentina are recorded in net earnings. We anticipate high rates of inflation to continue in Argentina.
•Risks associated with Argentina’s economy. Argentina is facing economic difficulty and there is increased state intervention in the economy. Since 2015, the Argentine economy has experienced a recession, a political and social crisis, and a significant depreciation of the Argentine peso against major international currencies. Depending on the relative impact of other variables affecting our operations, including technological changes, inflation, gross domestic product ("GDP") growth, and regulatory changes, the continued depreciation of the Argentine peso and increased state intervention in the economy could have a material and adverse effect on our business and operating expenses.
•Risks associated with civil or political unrest in our areas of operations. Civil and political unrest is common in Argentina and we have experienced protests and claims at our facilities in Argentina. Significant civil or political unrest in the areas of our operations could lead to a delay or suspension in operations or our planned expansion project, delay or loss of production, damage to our facilities, or loss of license, and could negatively impact our reputation. This in turn could have a material and adverse effect on our business and operating expenses. In addition, we must comply with requirements for prior consultation of communities and ethnic groups who are affected by our planned expansion project in Argentina (including for future expansion efforts). Notwithstanding our compliance with these requirements, such communities and groups may be successful in lawsuits brought against us or civil unrest may occur, potentially leading to increased costs, operational delays and other impacts that could have a material and adverse effect on our business and operating expenses.
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Our operations and suppliers may be subject to physical and other risks, including natural disasters, epidemics, pandemics, and other catastrophic events beyond our control, which could disrupt production and have a material adverse effect on our business, financial condition, results of operations and cash flows.
We conduct large-scale lithium production operations in Argentina and own, operate and/or contract with large-scale manufacturing facilities in China, the United Kingdom and the U.S. Our operating results will be dependent in part on the continued operation of the various production facilities and the ability to manufacture products on schedule. Interruptions at these facilities may materially reduce the productivity and profitability of a particular manufacturing facility, or our business as a whole, during and after the period of such operational difficulties.
Our operations and those of our contract manufacturers are subject to hazards inherent in lithium production and manufacturing and the related storage and transportation of raw materials, products such as butyllithium, and wastes. These potential hazards include explosions, fires, severe weather and natural disasters, including earthquakes, mechanical failure of equipment, unscheduled downtimes, supplier disruptions, labor shortages or other labor difficulties (including widespread labor unrest in Argentina and Chile), information technology systems outages, disruption in our supply chain or manufacturing and distribution operations, transportation interruptions, chemical spills, discharges or releases of toxic or hazardous substances or gases, shipment of contaminated or off-specification product to customers, storage tank leaks, changing regulatory requirements, other environmental risks, or other sudden disruption in business operations beyond our control as a result of events such as acts of sabotage, unilateral government actions, terrorism or war, civil or political unrest, natural disasters, power outages and energy shortages, and public health epidemics. Outbreaks of pandemic diseases, such as coronavirus, or the fear of such events, have provoked responses, including government-imposed travel restrictions and limits on access to the production facilities of our contract manufacturers. Some of these hazards may cause severe damage to, or destruction of, property and equipment or personal injury and loss of life and may result in suspension of operations or the shutdown of affected facilities, which could have a material adverse effect on our business, financial condition and results of operations.
China is the largest producer and consumer of chemicals in the world, but regulation of, and safety standards within the industry has historically been weak and inconsistent. Explosions and other industrial accidents occur from time to time at chemical plants and warehouses throughout the country, often resulting in fatalities and property damage. In recent years, the Chinese government has expanded inspections, ordered the suspension of production and toughened punishments for companies that have had accidents or that violate safety standards. Manufacturers in China have also experienced sporadic power outages as a result of electricity shortages. The timing and length of these power shortages are difficult to predict. If any explosion, power outage or similar event were to occur at or near any of our facilities or contract manufacturers in China, or if the Chinese government were to impose new regulations limiting or suspending (temporarily or permanently) the operations of our facilities or contract manufacturers in China, this could have a material adverse effect on our business, financial condition and results of operations.
Furthermore, the hazards described above could cause temporary or long-term disruption in the supply of component products from some local and international suppliers, disruption in the transport of our products and significant delays in the shipment of products and the provision of services, or negatively affect customer demand, which could in turn cause the loss of sales and customers, or could otherwise result in significant damages, threats, interruptions, or delays to our business and initiatives. Existing insurance arrangements may not provide protection for all of the costs that may arise from such events. Accordingly, disruption of our operations or the operations of a significant supplier or customer could have a material adverse effect on our business, financial condition, results of operations, and cash flows.
The COVID-19 pandemic and its consequences are continuing to have an adverse impact on our business.
We face various risks related to health epidemics like the COVID-19 pandemic. Changes in consumer behavior, pandemic fears, market demand downturns, and restrictions intended to slow the spread of COVID-19 have led and may continue to cause business disruption, volatility in global capital and financial markets, and a global slowdown of economic activity. The emergency measures imposed by governments on businesses and individuals, including quarantines, travel restrictions, social distancing and restrictions on the movement of workers, among other measures, have impacted and may further impact our workforce and operations, and those of our customers and suppliers. Future disruptions could have an adverse impact on our operations and expansion activities, results, financial position and liquidity, or on our ability to successfully execute our business strategies and initiatives.
We have manufacturing operations in the U.S., Argentina, China, and the United Kingdom, general operations in Singapore, and sales offices in the U.S., China, the United Kingdom, South Korea and Japan. Government measures and restrictions globally have had a negative impact on demand for our products and a negative impact on the efficient operation of our facilities, supply chains and logistics. We have experienced disruptions and delays within our supply chain and logistics operations in the U.S., China, Southeast Asia, Argentina and Europe. This includes challenges at ports due to national quarantines, difficulties with scheduling cargo ships, additional warehouse costs due to shipment delays, and the restriction of movements by trucks within and between countries. Any new or continuing government restrictions may lead to a negative
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impact on our business, including increased costs, higher payroll taxes, and/or an inability to meet supply obligations to customers.
To the extent the COVID-19 pandemic adversely affects our business and financial results, it may also have the effect of exacerbating many of the other risks described in the risk factors discussed in Part I, Item 1A of this Annual Report on Form 10-K, in our other filings with the SEC, or in reports to our stockholders.
Severe weather events and the effects of climate change, are inherently unpredictable, and may have a material adverse effect on our operations, financial results and financial condition.
Our business, including our customers and suppliers, may be exposed to severe weather events and natural disasters, such as heat waves, tornadoes, earthquakes, tsunamis, tropical storms (including hurricanes, typhoons and cyclones), severe thunderstorms and heavy downpours, windstorms, hailstorms, wildfires, and other fires, which could cause operating results to vary significantly from one period to the next. We may incur losses in our business in excess of those experienced in prior years and/or current insurance coverage limits. The incidence and severity of severe weather events and natural disasters are inherently unpredictable. In addition, climate change may increase the occurrence of certain natural events, such as: the frequency or severity of thunderstorms, windstorms, hailstorms and tornados due to increased convection in the atmosphere; extreme heat; water shortages; wildfires and landslides in certain geographies; deluge flooding and accelerated soil erosion; and, hurricane, typhoon and cyclone events due to higher sea surface temperatures. Climate change may also adversely impact the demand, price, and availability of insurance. Due to significant variability associated with future changing climate conditions, including potential impacts on air, water and land quality, as well as impacts to ecosystems and human health and safety, we are unable to predict the impact climate change will have on our business.
We may not satisfy customer qualification processes, customers’ or governments’ quality standards, and could be subject to damages based on claims brought against us or lose customers as a result of the failure of our products to meet certain quality standards.
Since our products are derived from natural resources, they may contain impurities that may not meet certain customer or government quality standards. As a result, we may not be able to sell our products if we cannot meet such requirements. In addition, customers may impose stricter or lengthier qualification processes for our manufacturing operations (or delay any approval, which could in turn delay our plant improvement or expansion plans), stricter quality standards on our products, or governments may enact stricter regulations for the distribution or use of our products. Some of our products also have a limited shelf life, which can affect the ability of a customer to use our product and/or lead to returns and warranty claims. Failure to meet such customer and government standards could materially adversely affect our business, financial condition and results of operations if we are unable to sell our products in one or more markets or to important customers in such markets. In addition, our cost of production may increase to meet any newly imposed or enacted standards.
We warrant to our customers that our products conform to mutually agreed product specifications. If a product fails to meet warranted quality specifications, a customer could seek a replacement, the refund of the purchase price or damages for costs incurred as a result of the product failing to meet the specification. In addition, because many of our products are integrated into our customers’ products, such as lithium-ion batteries in EVs and energy storage applications, we may be requested to participate in or fund, in whole or in part, the costs of a product recall conducted by a customer.
In addition, we utilize third parties to produce or further process a portion of our performance lithium compounds. We endeavor to contract with third-party manufacturers that we believe are able to meet our delivery schedule and other requirements. Nevertheless, we may not be able to monitor the performance of these third parties as directly and efficiently as we do our own production facilities. As a result, we are exposed to the risk that our third-party providers may fail to perform their contractual obligations or may fail to meet the quality or other requirements of our customers, which may in turn adversely affect our business, financial condition and results of operations.
As with all quality control and management systems, any failure or deterioration of our systems or that of our third-party contract manufacturers could result in defects in our projects or products, which in turn may subject us to contractual, product liability and other claims. Any such claims, regardless of whether they are ultimately successful, could cause us to incur significant costs, harm our business reputation and result in significant disruption to our operations. Furthermore, if any such claims were ultimately successful, we could be required to pay substantial monetary damages or penalties, which could have a material adverse effect on our reputation, business, financial condition and results of operations.
Global inflation, fluctuations in the price of energy and certain raw materials, and our inability to obtain raw materials and products under contract sourcing arrangements, could have an adverse effect on the margins of our products, our business, financial condition and our results of operations.
The long-term profitability of our operations will be, in part, related to our ability to continue to economically and reliably obtain resources, including energy, raw materials, and finished products. Our raw material and energy costs can be volatile and may increase significantly, as they are doing so now as a result of the war in Ukraine, the European energy crisis, global inflation and supply chain disruptions. In contrast, we enter into contracts for our products that are often at fixed or formula-
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based prices or otherwise do not permit us to pass on increased costs in sale prices immediately or at all. To the extent we are unable to obtain such resources or to pass on increases in the prices of energy and raw materials to our customers, our financial condition and results of operations could be materially adversely affected. In addition, we source a significant portion of our intermediate and finished products through contract manufacturing arrangements. An inability to obtain these products or execute under these arrangements would adversely impact our ability to sell products and could have an adverse effect on our business, financial condition and results of operations.
Our success depends upon our ability to attract and retain key employees and the identification and development of talent to succeed senior management.
Our success depends on our ability to attract and retain key personnel, and we rely heavily on critical executive and senior management level individuals, as well as those with niche technical skills. The inability to recruit and retain key personnel, including personnel with technical skills, or the unexpected loss of such personnel may adversely affect our operations. In addition, because of our reliance on these individuals, our future success depends, in part, on our ability to identify and develop or recruit talent to succeed our senior management and other technical positions throughout the organization. If we fail to identify and develop or recruit successors, we are at risk of being harmed by the departures of these key employees.
Some of our employees are unionized or are employed subject to local laws that are less favorable to employers than the laws of the U.S.
As of December 31, 2022, we had approximately 1,350 full time, part time and temporary and contract employees. A large number of our employees are employed in countries in which employment laws provide greater bargaining or other rights to employees than the laws of the U.S. Such employment rights require us to work collaboratively with the legal representatives of the employees to effect any changes to labor arrangements. For example, our operational and production employees in Argentina, approximately 235, are represented by a union that must approve any changes in conditions of employment, including salaries and benefits and staff changes, and may impede efforts to restructure our workforce. In prior years, we have had to negotiate wage increases for our employees with the union because of inflation in Argentina and will be expected to do so in the future. The current four-year collective bargaining agreement in place is set to expire in 2023 and includes annual salary negotiation. A strike, work stoppage, slowdown or significant dispute with our employees could result in a significant disruption of our operations or higher ongoing labor costs.
Our business and operations could suffer in the event of cybersecurity breaches or disruptions to our information technology environment.
As with all enterprise information systems, our information technology systems could be penetrated by outside parties intent on extracting information, corrupting information, or disrupting business processes. Our systems, which contain critical information about our business (including intellectual property and confidential information of our customers, vendors and employees), have in the past been, and likely will in the future be, subject to unauthorized access attempts. Unauthorized access could disrupt our business operations and could result in failures or interruptions in our computer systems and in the loss of assets (including our intellectual property and confidential business information), which could harm our competitive position, reduce the value of our investment in research and development and other strategic initiatives or otherwise have a material adverse effect on our business, financial condition or results of operations. In addition, breaches of our security measures or the accidental loss, inadvertent disclosure, or unapproved dissemination of proprietary information or sensitive or confidential information about the company, our employees, our vendors, or our customers, could result in litigation, violations of various data privacy regulations in some jurisdictions, and also potentially result in liability to us. This could damage our reputation, or otherwise harm our business, financial condition, or results of operations, and the devotion of additional resources to the security of our information technology systems in the future could significantly increase the cost of doing business.
Our inability to protect our intellectual property rights could have a material adverse effect on our business, financial condition and results of operations.
Protection of our patents, trade secrets, trademarks and copyrights, proprietary processes, methods, formulations, and compounds, the incorporation of such formulations and compounds into various products and other technology is important to our business. Although our existing processes and products may not be protected or protectable by patents, we generally rely on the intellectual property laws of the U.S. and certain other countries in which our products are produced or sold, as well as licenses and nondisclosure and confidentiality agreements, to protect our intellectual property rights. Notwithstanding the measures we take to ensure our intellectual property assets are adequately protected, there are circumstances out of our control that make result in the loss of valuable proprietary technologies. These circumstances include, the patent, trade secret and trademark laws of some countries, their enforcement, (which may not protect our intellectual property rights to the same extent as the laws of the U.S.), and delays in obtaining intellectual property rights. If patents are eventually issued to us, those patents may not provide meaningful protection against competitors or against competitive technologies. There can be no assurance that our intellectual property rights will not be challenged, invalidated, circumvented or rendered unenforceable.
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From time to time, we may license or otherwise obtain certain intellectual property rights from third parties and we endeavor to do so on terms favorable to us. However, we may not be able to license or otherwise obtain intellectual property rights on such terms or at all, which could have a material adverse effect on our ability to create a competitive advantage and create innovative solutions for our customers, which will adversely affect our net sales and our relationships with our customers.
With respect to unpatented proprietary manufacturing expertise, continuing technological innovation and other trade secrets necessary to develop and maintain our competitive position, while we generally enter into confidentiality agreements with our employees and third parties to protect our intellectual property, there can be no assurance that our confidentiality agreements will not be breached, that they will provide meaningful protection for our trade secrets and proprietary manufacturing expertise or that adequate remedies will be available in the event of an unauthorized use or disclosure of our trade secrets or manufacturing expertise. In addition, our trade secrets and know-how may be improperly obtained by other means, such as a breach of our information technology security systems or direct theft.
If we fail to successfully enforce our intellectual property rights, our competitive position could suffer. We may also be required to spend significant resources to monitor and police our intellectual property rights. Similarly, if we were to infringe on the intellectual property rights of others, our competitive position could suffer. Furthermore, other companies may duplicate or reverse engineer our technologies or design around our patents.
In some instances, litigation may be necessary to enforce our intellectual property rights and protect our proprietary information, or to defend against claims by third parties that our products infringe their intellectual property rights. Any litigation or claims brought by or against us, whether with or without merit, could result in substantial costs to us and divert the attention of our management, which could harm our business and results of operations. In addition, any intellectual property litigation or claims against us could result in the loss or compromise of our intellectual property and proprietary rights, subject us to significant liabilities, require us to seek licenses on unfavorable terms, prevent us from manufacturing or selling certain products or require us to redesign certain products, any of which could harm our business and results of operations.
Our joint ventures, affiliated entities and contract manufacturers may not operate according to their business plans, and our partners may fail to fulfill their obligations, which could adversely affect our results of operations and may force us to dedicate additional financial or other resources to these joint ventures, affiliates and contract manufacturers.
We have invested in an affiliated entity that we do not control (i.e., Nemaska Lithium Inc.), have contract manufacturing arrangements, and may enter into joint ventures in the future. The nature of these arrangements often require us to share control of such arrangements with third parties, including a government entity in the case of Nemaska Lithium Inc. Differences in views, motivations, objectives and priorities among parties may result in delayed decisions or failures to agree on major issues. If these differences cause the affiliated entities, contract manufacturers or joint ventures to deviate from their business plans, our results of operations could be adversely affected and we may be required to materially change the level of our financial and non-financial commitment to such affiliated entity, contract manufacturing arrangement or joint venture.
Our feasibility studies are current only as of the date made, and may not be reflective of the latest information and market conditions.
We utilize feasibility studies to estimate the anticipated economic returns of a project. The actual project profitability or economic feasibility may differ from estimates as a result of factors including, but not limited to, changes in volumes, grades and characteristics of resources to be extracted and processed; changes in labor costs or availability of adequate and skilled labor force; changes in key operating or capital expenditure assumptions, the quality of the data on which engineering assumptions were made; adverse geotechnical conditions; availability, supply and cost of water and energy; fluctuations in inflation and currency exchange rates; delays in obtaining environmental or other government permits or approvals or changes in the laws and regulations related to our operations or project development; changes in royalty agreements, laws and/or regulations around royalties and other taxes; and weather or severe climate impacts.
For our existing mining operations in Argentina, the pre-feasibility study included as an Exhibit to this Annual Report utilizes geological and metallurgical assumptions, financial projections and price estimates. These estimates are periodically updated to reflect changes in our operations, including modifications to our proven and probable reserves and mineralized material, revisions to environmental obligations, changes in legislation and/or social, political or economic environment, and other significant events associated with natural resource extraction operations. There are numerous uncertainties inherent in estimating quantities and qualities of lithium and costs to extract recoverable reserves, including many factors beyond our control, that could cause results to differ materially from expected financial and operating results or result in future impairment charges. In addition, it cannot be assumed that any part or all of the inferred mineral resources will ever be converted into mineral reserves, as defined by the SEC. See Item 2. Properties, for a discussion and quantification of our current mineral resources and reserves.
Our business could be negatively impacted by sustainability and ESG matters and/or our reporting of such matters.
There is an increasing focus from certain investors, customers, consumers, regulators, government officials, community groups, employees, proxy advisory firms, the press, NGOs and other stakeholders concerning sustainability and ESG matters. From
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time to time, we communicate certain goals and initiatives regarding environmental matters, responsible sourcing, human rights, corporate governance and social responsibility, including those described in our Company’s Sustainability Report as well as other disclosures. We could fail, or be perceived to fail, in our achievement of such initiatives or goals. In addition, we could be criticized, including through social media, for the scope of such initiatives or goals or perceived as not acting responsibly in connection with these matters. Our business and our reputation could be negatively impacted by such shortcomings, failings or perceptions, and this could impact employee recruitment and retention, and the willingness of customers and our partners to do business with us or our customers. Any such sustainability and ESG issues, could have a material adverse effect on our business.
In addition, organizations that provide information to investors on corporate governance and related matters have developed ratings methodologies for evaluating companies on their approach to ESG matters, and unfavorable ratings of our company or our industries may lead to negative investor sentiment and the diversion of investment to other companies or industries.
The Company’s business and reputation could also be negatively impacted by shortcomings, failings or adverse perceptions in ESG matters of the industries and customers we serve, as well as that of the suppliers, contractors and business partners we work with.
Regulatory and Governmental Risks:
Our business and financial results may be adversely affected by various legal and regulatory proceedings.
We are involved from time to time in legal and regulatory proceedings, which may be material. The outcome of proceedings, lawsuits and claims may differ from our expectations, leading us to change estimates of liabilities and related insurance receivables.
Legal and regulatory proceedings, whether with or without merit, and associated internal investigations, may be time-consuming and expensive to prosecute, defend or conduct, divert management’s attention and other resources, inhibit our ability to sell our products, result in adverse judgments for damages, injunctive relief, penalties and fines, and otherwise negatively affect our business.
We, our operations, facilities, products and raw materials are subject to environmental, health and safety laws and regulations, and costs to comply with, and liabilities related to, these laws and regulations could adversely affect our business.
We are subject to extensive federal, state, local, and foreign environmental and safety laws, regulations, directives, rules and ordinances concerning, among other things, employee health and safety, the composition of our products, the discharge of pollutants into the air and water, the management and disposal of hazardous substances and wastes, the usage and availability of water, the cleanup of contaminated properties (including the federal Comprehensive Environmental Response, Compensation and Liability Act, commonly known as CERCLA or Superfund, in the U.S., and similar foreign and state laws) and the reclamation of our brine extraction operations and certain other assets at the end of their useful life. In addition, our production facilities require numerous operating permits. Due to the nature of these requirements and changes in our operations, we may incur substantial capital and operating costs, which may have a material adverse effect on our results of operations.
We may also incur substantial costs, including fines, damages, criminal or civil sanctions and remediation costs, or experience interruptions in our operations, for violations arising under these laws and regulations or permit requirements. In addition, we may be required to either modify existing or obtain new permits to meet our capacity expansion plans. We may be unable to modify or obtain such permits or if we can, it may be costly to do so. Furthermore, environmental, health and safety laws and regulations are subject to change and have become increasingly stringent in recent years. Future environmental, health and safety laws and regulations, or changes to existing laws or regulations, could require us to alter our production processes, acquire pollution abatement or remediation equipment, modify our products or incur other expenses, which could harm our business and results of operations.
If we violate environmental, health and safety laws or regulations, in addition to being required to correct such violations, we can be held liable in administrative, civil or criminal proceedings for substantial fines and other sanctions could be imposed that could disrupt or limit our operations. Liabilities associated with the investigation and cleanup of hazardous substances, as well as personal injury, property damages or natural resource damages arising from the release of, or exposure to, such hazardous substances, may be imposed without regard to violations of laws or regulations or other fault, and may also be imposed jointly and severally. Such liabilities may also be imposed on many different entities, including, for example, current and prior property owners or operators, as well as entities that arranged for the disposal of the hazardous substances.
We have in the past, and may in the future, be subject to claims by third parties or employees relating to exposure to hazardous materials and the associated liabilities may be material. We also have generated, and continue to generate, hazardous wastes at a number of our facilities, including our Bessemer City, North Carolina facility. Additional information may arise in the future concerning the nature or extent of our liability with respect to Bessemer City, North Carolina, and additional sites may be
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identified for which we are alleged to be liable, that could cause us to materially increase our environmental accrual or the upper range of the costs we believe we could reasonably incur for such matters.
Scientists periodically conduct studies on the potential human health and environmental impacts of chemicals, including products we manufacture and sell. Also, nongovernmental advocacy organizations and individuals periodically issue public statements alleging human health and environmental impacts of chemicals, including products we manufacture and sell. Based upon such studies or public statements, our customers may elect to discontinue the purchase and use of our products, even in the absence of any reliable scientific basis for such public statements or any controlling government regulation. Such actions could significantly decrease the demand for our products and, accordingly, have a material adverse effect on our business, financial condition, cash flows and profitability.
We manufacture or market a number of products that are or have been the subject of attention by the European Union and United Kingdom regulatory authorities. Concern about the impact of some of our products on human health or the environment may lead to regulation, or reaction in our markets independent of regulation, that could reduce or eliminate markets for such products. Our business and our customers are subject to significant requirements under REACH, which imposes obligation on European Union manufacturers and importers of chemicals and other products into the European Union to compile and file comprehensive reports, including testing data, on each chemical substance, and perform chemical safety assessments. Currently, certain lithium products are undergoing a risk assessment review under REACH, which may eventually result in restrictions in the handling or use of lithium carbonate and other lithium products that we produce, which may increase our production costs. In addition, REACH regulations impose significant additional burdens on chemical producers, importers, downstream users of chemical substances and preparations, and the entire supply chain. South Korea has a similar Act on the Registration and Evaluation of Chemicals which is known as "K-REACH." Both REACH and K-REACH may lead to significant compliance costs and result in increases in the costs of raw materials we purchase and the products we sell. Increases in the costs of our products could result in a decrease in their overall demand; additionally, customers may seek products that are not regulated, which could also result in a decrease in the demand of certain products subject to the REACH and K-REACH regulations, respectively. If we fail to comply with REACH, K-REACH or other similar laws and regulations, we may be subject to penalties or other enforcement actions, including fines, injunctions, recalls or seizures, which would have a material adverse effect on our financial condition, cash flows and profitability.
Unanticipated changes in our tax provisions, variability of our effective tax rate, the adoption of new tax legislation or exposure to additional tax liabilities could impact our financial performance.
We operate in multiple jurisdictions, which contributes to the volatility of our effective tax rate. Our future effective tax rates may be materially impacted by numerous items including: a future change in the composition of earnings from foreign and domestic tax jurisdictions; accounting for uncertain tax positions; business combinations; expiration of statutes of limitations or settlement of tax audits; changes in valuation allowances; expiration or termination of favorable tax abatement or concession arrangements with foreign tax jurisdictions; and changes in tax law (including, without limitation, the Inflation Reduction Act in the U.S.).
We have favorable tax concession arrangements with certain foreign tax jurisdictions, which provide for reduced tax rates of income tax, and in certain cases various other taxes. These arrangements are generally valid for a fixed term, subject to renewal at the option of the tax authority. In certain cases, the arrangement is subject to specified conditions which, if not satisfied, may result in the reduction or elimination of the associated beneficial tax arrangement. There can be no assurance that we will be able to renew any favorable tax concession arrangements upon their expiration, or that we will successfully satisfy the conditions required in order to retain any such arrangements. If we are unable to renew any such arrangements or if we do not satisfy the associated conditions, we may lose the benefits of such arrangements, which may have a material adverse effect on our business, financial condition, cash flows and profitability.
We face risks of materially significant adverse outcomes from Tax and Customs Audits
We are subject to tax and customs audits in all jurisdictions where we operate, including by U.S., Chinese, Argentinian and other foreign Tax and Customs authorities. These authorities may disagree with our intercompany charges, cross-jurisdictional transfer pricing, tax positions taken with respect to various corporate transactions, or other matters, and may assess additional taxes as a result. There can be no assurance that we will accurately predict the outcomes of these audits, and the amounts ultimately paid upon resolution of audits could be materially different from the amounts previously included in our income tax expense and therefore could have a material impact on our tax provision, net income and cash flows. If these audits result in assessments different from amounts reserved, future financial results may include unfavorable adjustments to our tax liabilities.
Risks Related to Ownership of Our Common Stock:
Our stock price may fluctuate significantly, even in the absence of material updates to company projections or outlook.
The trading price of our common stock is likely to be volatile and subject to wide price fluctuations in response to various factors, including:
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•the COVID-19 pandemic and its consequences;
•market conditions or investor sentiment in the broader stock market, the end markets into which we sell our products, or our industry in particular;
•actual or anticipated fluctuations in our quarterly financial and operating results;
•our capital financing decisions and debt levels;
•mergers, acquisitions, joint ventures, divestitures, corporate reorganizations, and other strategic activity;
•introduction of new products and services by us, our competitors or customers;
•issuance of new or changed securities analysts’ reports or recommendations;
•the impact of retail investor activity and large block trades;
•additions or departures of key personnel;
•regulatory developments;
•litigation and governmental investigations;
•economic and political conditions or events; and
•changes in investor perception of our market positions based on third-party information.
These and other factors may cause the market price and demand for our common stock to fluctuate substantially, which may limit or prevent investors from readily selling their shares of common stock and may otherwise negatively affect the liquidity of our common stock. In addition, when the market price of a stock is volatile, certain holders of that stock may institute securities class action litigation against the company that issued the stock. If any of our stockholders brought a lawsuit against us, we could incur substantial costs defending the lawsuit or any future securities class litigation that may be brought against the company.
The trading market for our common stock will also be influenced by the research and reports that industry or securities analysts publish about us or our business. If one or more of these analysts cease coverage of our company or fail to publish reports on us regularly or accurately, we could lose visibility in the financial markets, which in turn could cause our stock price or trading volume to decline. Moreover, if one or more of the analysts who cover us downgrade our stock, or if our results of operations do not meet their expectations, our stock price could decline.
Some provisions of Delaware law and our certificate of incorporation and bylaws may deter third parties from acquiring us.
Our certificate of incorporation and bylaws provide for, among other things:
•a staggered board and restrictions on the ability of our stockholders to fill a vacancy on the Board of Directors;
•the authorization of undesignated preferred stock, the terms of which may be established and shares of which may be issued without stockholder approval;
•a requirement that certain business combinations with interested stockholders arising after the date on which no person or group owns a majority of the voting power of our common stock must be approved by the holders of at least 80% of the voting power of our common stock;
•advance notice requirements for stockholder proposals; and
•a requirement that, after such time as no person or group holds a majority of the voting power of our common stock, our stockholders may not take action by written consent without a duly called annual or special meeting.
These anti-takeover defenses could discourage, delay or prevent a transaction involving a change in control of our company. These provisions could also discourage proxy contests and make it more difficult for stockholders to elect directors of their choosing and cause us to take other corporate actions than they desire. Our Board of Directors has approved the elimination of the staggered board and the supermajority voting provisions from our certificate of incorporation and bylaws and recommended that our stockholders approve these changes since 2020, but to date, we have not received sufficient stockholder support to remove these provisions.
We have not declared or paid any cash dividends in the past and are not declaring or paying cash dividends at this time, and this may deter certain investors from purchasing our stock.
Any future determination to pay dividends will be at the discretion of our Board of Directors in accordance with applicable law and will be dependent upon our financial condition and results of operations, capital requirements, contractual restrictions, business prospects and other factors that our Board of Directors considers relevant. At this time, no declaration or payment of cash dividends has been made or planned.
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SPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATION
Statement under the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995: We and our representatives may from time to time make written or oral statements that are "forward-looking" and provide other than historical information, including statements contained in Item 1. Business and Management’s Discussion and Analysis of Financial Condition and Results of Operations within this Form 10-K, in our other filings with the SEC, or in reports to our stockholders.
In some cases, we have identified forward-looking statements by such words or phrases as "will likely result," "is confident that," "expect," "expects," "should," "could," "may," "will continue to," "believe," "believes," "anticipates," "predicts," "forecasts," "estimates," "projects," "potential," "intends" or similar expressions identifying "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including the negative of those words and phrases. Such forward-looking statements are based on our current views and assumptions regarding future events, future business conditions and the outlook for the company based on currently available information. These forward-looking statements may include projections of our future financial performance, our anticipated growth strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any results, levels of activity, performance or achievements expressed or implied by any forward-looking statement. These factors include, among other things, the risk factors listed in Item 1A "Risk Factors" of this Form 10-K. You should specifically consider the numerous risks outlined under "Risk Factors." We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made.
Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. We are under no duty to update any of these forward-looking statements after the date of this Form 10-K to conform our prior statements to actual results or revised expectations.

ITEM 1B.    UNRESOLVED STAFF COMMENTS
None.
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ITEM 2.    PROPERTIES
The Company has six manufacturing facilities in five countries, five of which are operational, in addition to our lithium extraction operations in Salar del Hombre Muerto, Argentina. Our manufacturing facility in Patancheru, India is idle as of December 31, 2022. We have ten facilities in eight countries to support our sales, marketing, research and development and other administrative needs, including our leased executive offices in Philadelphia, Pennsylvania. Our research, development and innovation facilities are located in Bessemer City, North Carolina.
We have long-term mineral rights to the Salar del Hombre Muerto lithium reserves in Argentina. We require the lithium brine that is mined from these reserves, without which other sources of raw materials would have to be obtained. See Item 1 "Business" included in this Form 10-K for further discussion of our raw materials.
We believe our facilities are in good operating condition. The function and location of our owned or leased production properties is presented in the table below:
LocationFunctionLeased/Owned
United States
Philadelphia, PennsylvaniaCorporate HeadquartersLeased
Bessemer City, North CarolinaManufacturing and ResearchOwned
Charlotte, North CarolinaSales and AdministrativeLeased
South America
Fénix, ArgentinaLithium Extraction and ManufacturingOwned
Guemes, ArgentinaManufacturingOwned
Catamarca, ArgentinaAdministrativeLeased
Salta, ArgentinaAdministrativeOwned
Pocitos, Salta, ArgentinaTransfer StationLand use right so long as we have our mining concession
Europe
Bromborough, United KingdomManufacturing and SalesLeased
Asia Pacific
Zhangjiagang, ChinaManufacturingLand use right, building owned
Shanghai, ChinaSales and AdministrativeLeased
Tokyo, JapanSalesLeased
Seoul, South KoreaSalesLeased
Patancheru, IndiaManufacturingLeased
SingaporeOperations and AdministrativeLeased
Canada
Whabouchi Mine, James Bay region of Québec
Lithium Extraction and Manufacturing (currently under development)50% owned through equity interest
Bécancour, Québec
Manufacturing (currently under development)50% owned through equity interest
Mineral Properties
Set forth below is information regarding our mining properties, which has been prepared in accordance with the requirements of subpart 1300 of Regulation S-K, issued by the Securities and Exchange Commission ("SEC"). As used in this Annual Report on Form 10-K (the "Annual Report"), the terms "mineral resource," "measured mineral resource," "indicated mineral resource," "inferred mineral resource," "mineral reserve," "proven mineral reserve" and "probable mineral reserve" are defined and used in accordance with subpart 1300 of Regulation S-K. Under subpart 1300 of Regulation S-K, mineral resources may not be classified as "mineral reserves" unless the determination has been made by a qualified person ("QP") that the mineral resources can be the basis of an economically viable project.
Except for that portion of mineral resources classified as mineral reserves, mineral resources do not have demonstrated economic value. Inferred mineral resources are estimates based on limited geological evidence and sampling and have a degree of uncertainty as to their existence that is too high to apply relevant technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic viability. Estimates of inferred mineral resources may not be converted to a mineral reserve. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. A significant amount of exploration must be completed in order to determine
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whether an inferred mineral resource may be upgraded to a higher category. Therefore, it cannot be assumed that all or any part of an inferred mineral resource exists, that it can be the basis of an economically viable project, that it will ever be upgraded to a higher category, or that all or any part of the inferred mineral resources will ever be converted into mineral reserves.
Overview
At December 31, 2022, we had two mining properties. Our sole production stage property is located in Salar del Hombre Muerto, in Catamarca Province, Argentina. We refer to this region as "Salar del Hombre Muerto" or "SdHM" and to our mining property in the region as the "SdHM property." We also own an 50% economic interest (through a joint venture, as discussed further below) in an exploration stage property in the James Bay area, near the community of Nemaska, in the Province of Québec, Canada. We refer to this as the "Whabouchi Mine" and to our exploration stage mining property as the "Nemaska Lithium property." The Nemaska Lithium property contains the mine exploration and development activities that are part of the Nemaska Lithium Project (as defined elsewhere in this Annual Report), which also includes a lithium hydroxide conversion facility to be constructed in Bécancour, Québec.
The approximate locations of our mining properties are indicated on the map below:

lthm-20221231_g5.jpg

Detail on the location, ownership, operations of and other relevant information about our SdHM property is contained below under "Material Individual Property—Salar del Hombre Muerto." Additional information about our Nemaska Lithium property is included further below under "Other Property—Nemaska Lithium."
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Argentina Lithium Brine Production at SdHM
Our aggregate annual lithium brine production, which pertains to our SA Plant at our SdHM property, for the most recent three years is shown in the below table. Amounts are shown in metric tons (MT) of elemental lithium.
Aggregate annual production (MT)
Year Ended December 31,
202220212020
Lithium (1)
4,9034,9324,708
____________________
1.Production data is not comparable to information reported in Item 1. "Business".
Mineral Resources
Our reported mineral resources, exclusive of reserves, as of December 31, 2022, all of which pertain to our SdHM property and presented in MT of elemental lithium, are summarized in the table below:
Lithium Resources By Location (1)
Measured Mineral ResourcesIndicated Mineral ResourcesTotal Measured and Indicated Mineral ResourcesInferred Mineral Resources
Amount (MT in thousands)Depth Interval (m bgs)Amount (MT in thousands)Depth Interval (m bgs)Amount (MT in thousands)Amount (MT in thousands)Depth Interval (m bgs)
Argentina — Salar del Hombre Muerto (2) (3)
3700-4022840-100597892100-200
________________________
1.We have not yet estimated mineral resources at the Nemaska Lithium property under subpart 1300 of Regulation S-K.
2.See below under "Material Individual Property—Salar del Hombre Muerto—Mineral Resources and Reserves—Mineral Resources Estimate" for more information about our lithium resources.
3.MT in thousands values rounded to the nearest thousand.

Mineral Reserves
Our reported mineral reserves as of December 31, 2022, all of which pertain to our SdHM property and are presented in MT of elemental lithium, are summarized in the table below:
Lithium Reserves By Location (1)
(MT in thousands)
Proven Mineral ReservesProbable Mineral ReservesTotal Mineral Reserves
Argentina — Salar del Hombre Muerto (2) (3)
153 578 731 
________________________
1.We have not yet estimated mineral reserves at the Nemaska Lithium property under subpart 1300 of Regulation S-K
2.See below under "Material Individual Property—Salar del Hombre Muerto—Mineral Resources and Reserves—Mineral Reserves Estimate" for more information about our lithium reserves.
3.MT in thousands values rounded to the nearest thousand.

Material Individual Property—Salar del Hombre Muerto
Mineral resource and reserve estimates for our mining property in Salar del Hombre Muerto indicated in this Annual Report are included in the technical report summary (the "Technical Report Summary"), dated February 20, 2023, filed as Exhibit 96.1 to this Annual Report, which was prepared by employees of Integral Consulting Inc., who are named in section 2.5 of the Technical Report Summary and who we have determined to be a qualified persons within the meaning of subpart 1300 of Regulation S-K. The QP's employees who prepared the Technical Summary Report are not Livent`s employees. The QP is not an affiliate of Livent or another entity that has an ownership, royalty, or other interest in Salar del Hombre Muerto.
Overview
The SdHM property is primarily located in the Western Subbasin of the Salar del Hombre Muerto, a salt pan (salar) located in northwest Argentina, in the northeastern portion of Catamarca province on the border with Salta Province, as indicated in the map below.
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lthm-20221231_g6.jpg
We conduct our Argentine operations through Minera del Altiplano S.A. ("MdA"), our Argentine operating subsidiary. We extract lithium from naturally occurring lithium-rich brines in SdHM, which covers a total area of nearly 600 square kilometers in a region of the Andes Mountains of northwest Argentina known as the "lithium triangle." This area of the Central Andes is within an arid plateau with numerous volcanic peaks and salt flats known as "salars" and is the principal lithium-bearing region of South America. The SdHM property is a production stage property, which has been operated since 1997. Reserves were estimated assuming a life-of-mine and anticipated lithium carbonate production schedule of 40 years (2023 through 2062). Based on available resources, current mine plans, and pricing assumptions, the life-of-mine is expected to remain profitable and above the cut-off grade beyond 40 years.
The boundaries of Salar del Hombre Muerto and our mining concessions within it are depicted in the following map:
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Salar del Hombre Muerto consists of evaporite deposits formed within an isolated basin depression. Fault-bounded bedrock hills occur within and along the margins of the salar basin, subdividing the Salar del Hombre Muerto into two separate sub-basins (eastern and western), each with different evaporite sediment compositions. The eastern subbasin is dominated by borate evaporites, whereas the western subbasin is relatively free of clastic sediment (such as sand, silts and clays) and is dominated by halite (sodium chloride) evaporite deposits.
In connection with the mining concession, MdA owns and operates selective adsorption lithium production facilities and related chemical processing plants (the "SA Plant") in the Western Subbasin of the SdHM property (S25° 27ʹ, W 67° 05ʹ).
Mineral Resources and Reserves
Mineral Resources Estimate
The following table provides a summary of our estimated mineral resources at our SdHM property, exclusive of reserves, at December 31, 2022. The below mineral resource amounts are rounded and shown in thousands of MT of elemental lithium. A
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summary of the material technical information and assumptions supporting mineral resources are included below the table, and set forth in further detail in the Technical Report Summary (as defined herein) filed as Exhibit 96.1 to this Annual Report.
CategoryLithium
(MT in thousands)
Depth Interval
(m bgs)
Measured Mineral Resources3700-40
Indicated Mineral Resources22840-100
Total Measured and Indicated Mineral Resources597
Inferred Mineral Resources892100-200
Total Measured, Indicated and Inferred Mineral Resources1,489 
•Lithium mass rounded to the nearest thousand.
•Mineral resources are reported exclusive of mineral reserves. Mineral resources are not mineral reserves and do not have demonstrated economic viability.
•Lithium resources are reported in MT of elemental lithium. The LCE of the reported resources (excluding reserves) is 1,968 thousand MT LCE in measured resource (0–40 m below ground surface ("bgs")), 1,212 thousand MT LCE in indicated resource (40–100 m bgs), and 4,749 thousand MT LCE in inferred resource (100–200 m bgs).
•Resources are reported on an in-situ basis. Lithium resources, exclusive of reserves, were estimated by subtracting proven reserves from in-situ measured resources and probable reserves from in-situ indicated resources.
•The resource estimate represents the lithium mass in brine, at a specific point in time, that may be produced by pumping or some other extraction method. The basic calculation of resource mass for compounds dissolved in brines is simply the product of the control (reservoir) volume, the brine-saturated aquifer parameters (specific yield, "Sy"), and the concentration of lithium in the brine.
•The lithium resource estimate relies in part on data analyzed by the QPs from a monitoring well network, consisting of 35 wells across the Western Subbasin, installed in 2017, and three deep exploration holes installed in 2020. Historical data collected prior to development were used by the QPs to estimate static reservoir properties that are assumed not to change.
•Aquifer parameters (Sy) at depth were determined using linear regression analysis to develop predictive equations for these variables with depth. Measured lithium concentrations from the monitoring well network and 2020 deep exploration boreholes were used to estimate measured, indicated, and inferred resource across the Western Subbasin for the 0-30 m interval. Since mining operations on the SdHM property began 25 years ago, the property has continued to produce high-grade (>740 mg/L) lithium brine with remarkably low variability in brine grade.
•All calculation methods used defined reservoir volumes consisting of polygons of nominal 10 meter (m) thickness for 0–60 m bgs, 40 m thickness for 60–100 m bgs, and 100 m thickness for 100–200 m bgs. Resources have been categorized, based on the opinion of the QPs, based on basin depth intervals, according to the available data for the estimate.
•This resource estimate assumes that brine produced to date originated from brine in the measured resource (0–40 m bgs) interval, since batteries used for brine production are constructed to a depth up to 40 m bgs. Because flow to production wells is predominantly horizontal, and the existing well battery does not extend below 40 m, it is unlikely lithium produced to-date originated from indicated (40–100 m bgs) or inferred (100–200 m bgs) resource intervals.
•The mineral resource for lithium was calculated for the entire area of Livent’s SdHM concessions, using several related methods described in the Technical Report Summary. For all methods, the area of analysis (i.e., the resource extent) included nearly all portions of the Western Subbasin of SdHM (not extending beyond) the concession boundaries.
•Although portions of the basin are greater than 200 m, the resources were estimated to a basin depth of 200 m bgs. The depth of the resource in the Western Subbasin (assumed to coincide with depth to bedrock) has been estimated using geophysical methods at greater than 900 m in the western lobe of the Western Subbasin and deep exploration holes installed in 2020 indicate resource depths greater than 300 m near the primary well battery. However, a 200 m depth cutoff was deemed appropriate (lower total lithium mass) by the QPs in the absence of sufficient data below 200 m bgs.
•A cut-off grade of 218 mg/L is tied to the resource estimate (exclusive of lithium reserves) because the cut-off grade was applied to the reserve estimate, although, in the QPs’ opinion, a substantially lower cut-off grade could establish reasonable prospects for the extraction of lithium. The assumptions underlying this estimate are described under
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"Mineral Reserves Estimate" below. As indicated below, the model-simulated flow-weighted average lithium concentration was 523 mg/L at the end of the 40-year simulation period.

Mineral Reserves Estimate
The following table provides a summary of our estimated mineral reserves at our SdHM property at December 31, 2022. Lithium reserves are the economically mineable part of the lithium resource. The below mineral reserve amounts are rounded and shown in thousands of MT of elemental lithium. A summary of the material technical information and assumptions supporting mineral resources are included below the table, and set forth in further detail in the Technical Report Summary filed as Exhibit 96.1 to this Annual Report.
CategoryLithium (MT in thousands)
Proven Mineral Reserves153
Probable Mineral Reserves578
Total Mineral Reserves731
•Values rounded to the nearest thousand.
•Lithium reserves are reported in thousands of MT of elemental lithium. On an LCE basis, we had 815 thousand MT LCE in proven reserves and 3,076 thousand MT LCE in probable reserves.
•The QPs estimated lithium reserves using a numerical brine reservoir model to predict changes in brine occurrence and grade in response to anticipated production schedules.
•Lithium reserves were calculated based on modeled production for the 40-year life of the mine, starting in 2023, based on industry-standard software. Proven reserves have been estimated as the lithium planned to be produced from 2023 through 2032, for the first 10 years of the 40-year life of mine plan. Probable reserves have been estimated as the lithium planned to be produced for the remaining 30 years of the life of mine plan (2033 through 2062).
•40 years was the chosen time frame for the numerical simulation, based on the QPs’ understanding of the resource, 25-year operational history, and anticipated production schedule, which in turn is the basis for establishing the life-of-mine. Based on available resources, current mine plans, and pricing assumptions, the life-of-mine is expected to remain profitable and above the cut-off grade beyond 40 years.
•The anticipated lithium carbonate production schedules were used to estimate reserves, based on the Company’s production expansion plans described in this Annual Report and the Technical Report Summary.
•New brine production wells are also required to meet future target production rates. All new wells were assumed to draw exclusively from the measured resource depth interval (0–40 m bgs) in years 1 through 20 based on the QPs’ assumed well configuration described in the Technical Report Summary (which is only one of many potential well configurations capable of meeting target lithium production rates). In years 21 through 40, brine is assumed to be produced from both the measured and indicated resource (0–100 m bgs) depth intervals. In all cases, the expected lithium mass extracted was reduced by 23.4% to account for process-related lithium losses due to inefficiencies.
•Inflows from the Eastern Subbasin and Trapiche Aquifer were assumed constant for the entire predictive simulation. Inflows of spent brine, based on the spent brine management assumptions discussed in the Technical Report Summary, increased in response to increased plant throughput following anticipated future expansions, until the year 2030, at which point the flows were held constant.
•A simulation was performed using the brine reservoir model to evaluate the model’s sensitivity to inflows from the Eastern Subbasin. Eliminating flow from the Eastern Subbasin does not materially affect model predictions and the anticipated production schedule is attainable.
•The estimated economic cutoff grade for the project is 218 mg/L lithium, based on the aforementioned assumptions and the factors and further assumptions discussed below:
◦Numerical model results indicate the Company’s production schedule is feasible and brine grade will remain well above the economically viable cut-off grade throughout the life of mine plan. The model-simulated flow-weighted average lithium concentration was 523 mg/L at the end of the 40-year simulation period. Although not considered in the lithium reserves estimate, lower cut-off grades may become economically viable with advances in process technology or with changes in mine plans (e.g., additional pre-concentrate ponds or selective adsorption columns). The economic analysis indicated positive cash flow for the life-of-mine after an initial payback period of 3.6 years based on the anticipated production schedule.
◦Assumed pricing for battery-grade lithium carbonate of $20,000 per MT LCE throughout the estimated 40-year life of asset.
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◦Capital expenditures for the production capacity expansions were estimated at $1,191 million for 2023 through 2028, with sustaining capital expenditures ranging between $11 million and $25 million between 2023 and 2031.
◦Estimated production costs amount to approximately $4,700 per MT LCE, not including royalties and fees that, under current law and contractual arrangements, are set at approximately 3.5% of its annual sales (calculated using the annual Contractual Price described below in the "Mineral Concession Rights and Royalties" subsection), or corporate taxes, which are estimated based on an assumed 22% effective corporate tax rate. Depreciation calculated based on asset useful life, usually ranging from 15 years for equipment and machinery to 40 years for buildings, royalties and related fees and corporate taxes were considered, however, together with the above operating expenses in establishing the cut-off grade.
◦The reserves estimate reflects an estimated cost of capital of 10% (i.e., the Company’s projected revenues exceed total projected capital and operating expenses by 10%) to establish the minimum economically viable lithium concentration for the SdHM property to be marginally profitable.
◦See Section 12 of the Technical Report Summary for information regarding process efficiency assumptions for future production and estimated reserves and the life of mine plan.
◦Financials were valued in current U.S. dollar terms and do not reflect foreign exchange or inflation assumption. Lithium carbonate is priced in U.S. dollars. Approximately 60% of total operating costs in Argentina are U.S. dollar-denominated and the estimate assumes that inflation will be offset by increased peso devaluation over time.
The key assumptions and parameters relating to the SdHM property’s lithium mineral resources and reserves are discussed in more detail in sections 11 and 12, respectively, of the Technical Report Summary. Our mineral resource and reserve estimates are based on many factors, including the area and volume covered by our mining rights, our projected expansions of production capacity, assumptions regarding our extraction rates based upon an expectation of operating the mines on a long-term basis and the quality of in-place reserves.
Mineral Concession Rights and Royalties
We own our interest in the property and conduct our operations at the SdHM property through MdA, in which we own a substantially 100% equity interest, with the government of Catamarca province holding an immaterial equity interest through a special class of shares providing for certain dividend and governance rights.
In 1991, MdA entered into an ongoing agreement, for so long a time as our mineral concession is valid, with the Argentine federal government and the Catamarca province in connection with the development of the SdHM property exploration site. Following legislative and constitutional reforms in 1993 and 1994, the Argentine federal government assigned all of its rights and obligations under the agreement to the Catamarca province. The agreement governs limited matters relating to our production activities and grants to the Catamarca province an immaterial minority ownership stake in MdA, which enables the province to receive certain dividends and to appoint two of MdA’s ten-member Board of Directors and one of MdA’s three-member audit committee. The term of the agreement expires when MdA ceases to extract and produce lithium compounds from the SdHM property.
MdA holds title to mineral concession rights for its extraction activities on the SdHM property. These mineral concession rights cover an area of approximately 327 square kilometers and were granted to MdA pursuant to the Argentine Mining Code. Pursuant to the Argentine Mining Code, MdA’s mineral concession rights are valid until the deposit is depleted of all minerals. The concession rights may be rescinded if we fail to pay fees or do not actively extract minerals for a period lasting more than four years.
The mineral concession rights granted to MdA include a total of 144 mining concessions, with 143 being in the Western Subbasin and 1 being in the Eastern Subbasin. On December 29, 2021, the mining authority of Catamarca approved the formation of the Salar del Hombre Muerto mining group (i.e., a single mining property constituted from multiple adjoining existing mines), combining 141 of the 144 mining properties into one mining property.
MdA is required to pay the Catamarca province an immaterial semi-annual "canon" fee pursuant to the Argentine Mining Code and monthly royalties equal to 3% of the pithead value of the minerals extracted by MdA (the "Pithead Royalty") pursuant to the Argentine Mining Investment Law and Catamarca provincial law. Separately, under an amendment to its long-term agreement with Catamarca entered into on January 25, 2018, MdA agreed to pay the Catamarca province an additional monthly contribution (the "Additional Contribution") and to make Corporate Social Responsibility ("CSR") expenditures. The Additional Contribution amount is equal to 2% of sales of products in a given month measured at the higher of MdA’s average invoice price or an average export price for similar products from Chile and Argentina, net of tax in either case (the "Contractual Price") less Pithead Royalty. The total amount MdA pays will not be above 2% of sales of products at the Contractual Price in a given month. The CSR amount each year is the equivalent of 0.3% of MdA's annual sales of products at
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the Contractual Price. Total payments including the "canon" fee, Pithead Royalty, Monthly Contribution, CSR expenditures and water trust payments equal to 1.2% of annual sales of products at the Contractual Price were approximately $24.1 million, $5.5 million and $5.9 million for the years ended December 31, 2022, 2021 and 2020. There are no private royalties that apply to our production from SdHM property.
A portion of the territory governed by our concession rights, representing approximately 7.6% of our concession (approximately 25 square kilometers), is subject to a longstanding border dispute between Catamarca and the adjacent Salta province. The border dispute has never impacted our operations and we do not expect that it will impact our operations going forward and we do not view this as material, as deposits in the area are not as thick and the grade of lithium concentration is much lower. Salta province claims that it is entitled to royalties from us for the minerals extracted within the small portion of our concession that falls within the disputed territory, although under Argentine law we cannot be charged duplicate royalties for the same minerals (the "Salta Royalty Claim"). Additionally, the Salta province has granted and may grant mineral concessions in the disputed territory to other parties, although to date Catamarca authorities have not permitted any others to extract lithium from within the boundaries of our concession. We previously engaged in judicial proceedings in Argentina with the Salta province to resolve the Salta Royalty Claim. In January 2021, MdA and the State Prosecutor of Salta entered into an agreement to suspend the judicial proceedings and for discussions with the competent authorities of the Salta province to evaluate and resolve the Salta Royalty Claim. The agreement may be terminated by either party upon sixty days’ prior notice. The discussions are ongoing.
MdA is required to maintain certain permits in respect of its operations in Salar del Hombre Muerto, and all material permits have been obtained. An environmental impact statement is required to be updated and approved by Catamarca province every two years. Certain water permits are also currently subject to renewal every two years. No additional material permits are required for MdA to freely operate these concessions. See section 17.3 of the Technical Report Summary.
Operations, Accessibility and Infrastructure
Exploration of Salar del Hombre Muerto began in the early 1990s, with the initial geological investigations of Salar del Hombre Muerto, prior to development. In 1991, MdA and Livent’s predecessor, FMC Corporation ("FMC") entered into an ongoing agreement, for so long a time as our mineral concession is valid, with the Argentine federal government and the Catamarca province in connection with the development of the SdHM property exploration site. Following legislative and constitutional reforms in 1993 and 1994, the Argentine federal government assigned all of its rights and obligations under the agreement to the Catamarca province. The agreement governs limited matters relating to our production activities and grants to the Catamarca province an immaterial minority ownership stake in MdA, which enables the province to receive certain dividends on a pro rata basis and to appoint two of MdA’s ten-member Board of Directors and one of MdA’s three-member audit committee. Commercial extraction operations began in 1998.
The current lithium production process remains largely unchanged since operations began. Lithium-rich brine containing approximately 740 milligrams per liter (mg/L) lithium is pumped from the brine reservoir beneath the surface of the SdHM property using production wells, where it is directed to the SA Plant for processing or optionally, into an evaporation pond system prior to going to the SA Plant.
Once lithium is extracted from the brine, it is further concentrated in solar evaporation ponds. The concentrated brine is then conditioned and reacted with sodium carbonate to produce lithium carbonate and sodium chloride. Finished lithium carbonate is packaged and stored onsite until shipping. Lithium chloride is used as an intermediate in other Livent operations or sold commercially.
The energy required for the mining and production operations on the SdHM property is generated in an on-site facility, with eight generators fueled by natural gas, supplied to the site via pipeline operated by an independent third party, and/or the diesel, transported by vehicles and maintained in storage facilities. The fresh water for the mining operations is withdrawn from a small dammed surface water impoundment and from a series of groundwater pumping wells. We consider the condition of all of our plants, facilities and equipment to be suitable and adequate for the businesses we conduct, and we maintain them regularly.
We access our extraction sites and nearby manufacturing facilities by local roadway. We transport the brine extract from our SA Plant (also referred to as the Fénix facility) by truck to our Güemes facility for processing. We then transport the processed lithium carbonate and lithium chloride by truck to ports in Argentina and Chile, where it is shipped by vessel to our manufacturing facilities and customers.
The SdHM property mining site is accessible by road and air. The site is approximately 400 kilometers from the city of Salta to the north, traveling by national and provincial roadways. From the city of Catamarca to the south, the site may be accessed by national and provincial roadways with a total driving distance of approximately 650 kilometers. The SdHM property plant site is approximately 675 kilometers driving distance from the port city of Antofagasta, Chile to the northwest, via national and provincial roadways and then Panamericana Norte Route 5. The Salta airport is the nearest major commercial airport to the
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plant site. Livent maintains a runway suitable for light-duty aircraft approximately 1 kilometer east of the SdHM property plant site, with daily departures, weather permitting, to regional airports in Catamarca and Salta.
In addition to the SA Plant, the SdHM property includes various infrastructure components necessary to its operations, as described in section 15 of the Technical Report Summary. MdA’s workforce at the SdHM property was composed of approximately 538 employees as of December 31, 2022, mostly residents of Catamarca Province. As of December 31, 2022, the total book value of the SdHM property and its associated plant and equipment was approximately $513.7 million.
Exploration and Expansion Activities
After nearly 25 years of continuous operations, in 2020 we explored the lithium brine resources of the Western Subbasin of the SdHM property at depths greater than the depth of our operating brine production wells. This supplemental exploration program involved core drilling three locations using an HQ-diameter diamond drill to 102 m, 220 m, and 302 m below ground surface (bgs) to determine the brine quality and brine reservoir permeability at depths greater than 40 m bgs. The drill hole locations were selected to collect data near existing brine pumping well batteries, as well as in the area where the Eastern and Western Subbasins connect. Data collected from boreholes during the program provide evidence of lithium concentrations and reservoir properties at depths below any existing pumping wells. Packer tests were employed to collect brine samples and determine relative permeability (flow rates) at various depth intervals within boreholes. Brine samples were collected and analyzed for lithium content at MdA's onsite laboratory and at SGS Laboratories in Salta, Argentina.
We are expanding our production capacity in order to increase our mineral processing capacity at the SdHM property in future years. The first expansion project is currently underway and its first phase is expected to be completed in 2023 and its second phase is expected to begin production in 2024. Each phase of the expansion involves constructing a new selective absorption plant, a new carbonate plant and supporting infrastructure. The initial expansion is designed to double our current lithium production capacity to approximately 40,000 MT on an LCE basis per year.
The second expansion, which is currently in its early design phase, will include another selective absorption plant, a new carbonate plant and supporting infrastructure, including recycling capabilities designed to save energy and reduce utility-related capital and operating costs. The second expansion is designed to increase capacity by another 30,000 MT LCE per year with potential first production as early as the end of 2025.
The third expansion, which is in an earlier stage, is designed to rely mainly on existing infrastructure, including the reuse and expansion of current pre-concentrate ponds, which are expected to provide enough feed for a new carbonate plant with an annual capacity of 30,000 MT LCE. The expansion, if successful, would expand our total lithium production capacity to approximately 100,000 MT LCE by 2030.
See section 14.6 of the Technical Report Summary for additional information about the expansion projects and section 18 of the Technical Report Summary for the related estimated capital expenditures.

Other Property—Nemaska Lithium
The Whabouchi Mine is located in the James Bay area in the Province of Québec, approximately 30 kilometers east of the Cree Nation of Nemaska and 300 kilometers north-northwest of the town of Chibougamau. The Nemaska Lithium property is accessible by several roadways and by air through the Nemiscau airport, located 18 kilometers west of the property.
We own a 50% economic interest in the Nemaska Lithium property through our 100% equity ownership of Québec Lithium Partners (UK) Limited ("QLP"), which in turn owns 50% of the equity interest in Nemaska Lithium Inc. ("NLI"), which directly owns all of the assets comprising the Nemaska Lithium Project. The remaining 50% economic interest in NLI and the Nemaska Lithium Project continues to be owned by the Canadian government, through Investissement Québec ("IQ"). See Note 6 to our consolidated financial statements elsewhere in this Annual Report for more information.
The Nemaska Lithium property covers a total of approximately 1,632 hectares. The property is comprised of 35 claims that initially expire from late 2024 through 2025 but are renewable by Nemaska Lithium, subject only to declaring proof of exploration and paying renewal rights, and a lease covering 138 hectares from the Ministère des Ressources naturelles et des Forêts ("MRNF") of the Province of Québec, which expires on October 25, 2037. The claims and the lease grant NLI the right to explore for mineral substances and their associated surface leases grant rights to develop necessary infrastructure. The mining lease grants right to extract lithium and operate the mine.
The Nemaska Lithium Project is undergoing late stage engineering work and site clearing for the conversion facility in Bécancour. NLI plans to complete a feasibility or pre-feasibility study in the near term to establish mineral resources and reserves, and production estimates and specifications for a lithium hydroxide conversion facility (currently planned to be located in an industrial park in Bécancour, Québec, approximately 900 km from the mine). The determination of the required capital expenditures, environmental and other permits, infrastructure development (including an anticipated rail link from the locale of the property to Bécancour), and construction and operational design plans for the property and the conversion facility
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remain subject to the completion of the feasibility or pre-feasibility study and the approval of NLI’s shareholders, Livent and IQ. Once operational, Livent expects to provide technical advisory support, marketing and sales, and other services to NLI pursuant to contractual arrangements that are in place or under negotiation.
Internal Controls
The development of our mineral resources and reserves estimates, including related assumptions, were prepared by the QPs. We reviewed the mineral resources and reserves engaged third-party consultants and independent laboratories to generally review the data.
When determining resources and reserves, as well as the differences between resources and reserves, QPs developed specific criteria, each of which must be met to qualify as a resource or reserve, respectively. These criteria, such as demonstration of economic viability, points of reference and grade, are specific and attainable. The management agree on the reasonableness of the criteria for the purposes of estimating resources and reserves used by the QPs.
All estimates require a combination of historical data and key assumptions and parameters. When possible, historical data and resources and data from public information and generally accepted industry sources were used to develop these estimations.
We have developed quality control and quality assurance ("QC/QA") procedures at the SdHM property, which were reviewed by the QPs to ensure the process for developing mineral resource and reserve estimates were sufficiently accurate. QC/QA procedures include independent checks on samples by third party laboratories, duplicate sampling, among others. In addition, the QPs reviewed the consistency of historical production as part of their analysis of the QC/QA procedures. See details of the controls in the Technical Report Summary filed as Exhibit 96.1 to this Annual Report.
We recognize the risks inherent in mineral resource and reserve estimates, such as the geological complexity, the interpretation and extrapolation of field and well data, changes in operating approach, macroeconomic conditions and new data, among others. The capital, operating and economic analysis estimates rely on a range of assumptions and forecasts that are subject to change. In addition, certain estimates are based on mineral rights agreements with foreign governments. Any changes to these access rights or to assumptions described in the Technical Report Summary could impact the estimates of mineral resources and reserves calculated in these reports. Overestimated resources and reserves resulting from these risks could have a material effect on future profitability.


ITEM 3.    LEGAL PROCEEDINGS
See Note 2 "Principal Accounting Policies and Related Financial Information" - Environmental obligations, Note 9 “Environmental Obligations” and Note 16 "Commitments and Contingencies" in the notes to our consolidated financial statements included in this Form 10-K, the content of which are incorporated by reference to this Item 3.

ITEM 4.    MINE SAFETY DISCLOSURES

Not Applicable.

ITEM 4A.    INFORMATION ABOUT OUR EXECUTIVE OFFICERS
The executive officers of Livent Corporation, the offices they currently hold, their business experience and their ages as of December 31, 2022, are as follows:
NameAge on
12/31/2022
Office, year of election and other
information
Paul W. Graves51President, Chief Executive Officer and Director (May 2018-Present); Executive Vice President and Chief Financial Officer, FMC (12-18); Managing Director, Goldman Sachs Group (06-12)
Gilberto Antoniazzi56Vice President and Chief Financial Officer (May 2018-Present); Chief Financial Officer, FMC's Agricultural Solutions business segment (13-18); Chief Financial Officer, FMC's Latin America Region (04-13)
Sara Ponessa51Vice President, General Counsel and Secretary (May 2018-Present); Senior Business Counsel, FMC's Lithium business segment (14-18); Business Counsel, FMC's Alkali Chemicals division (12-14); Vice President and Risk Management and Compliance Section Manager, Wilmington Trust Company (06-12)
All officers are elected to hold office for one year or until their successors are elected and qualified. No family relationships exist among any of the above-listed officers, and there are no arrangements or understandings between any of the above-listed
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officers and any other person pursuant to which they serve as an officer. The above-listed officers have not been involved in any legal proceedings during the past ten years of a nature for which the SEC requires disclosure that are material to an evaluation of the ability or integrity of any such officer.

The Table below provides certain highlights of the diversity characteristics of the executive officers:

Executive Officer Diversity (1)
Gender
Male
Female
Number of executive officers based on gender identity
2
1
Number of executive officers who identify in any of the categories below:
Hispanic or Latinx
1
1
White
1
—
National Origin:
United Kingdom1—
Brazil 1—
U.S. (Puerto Rico)—1
________________________________
1.The Company has no executive officers who identify in any of the following categories: (i) African American or Black, (ii) Alaskan Native or American Indian, (iii) Asian, (iv) Native Hawaiian or Pacific Islander, (v) two or more races or ethnicities. The Company has no executive officers based on gender identity of the following categories: (i) Non-Binary and (ii) Gender Undisclosed; nor do any of the Company's executive officers identify as LGBTQ+.
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PART II
 
ITEM 5.    MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Livent common stock of $0.001 par value is traded on the New York Stock Exchange (Symbol: LTHM). As of February 21, 2023, we had 2,219 holders of record of our common stock and approximately 165,206 beneficial holders of our common stock.
Our Board of Directors has not declared any quarterly dividends as of December 31, 2022 and does not expect to pay any dividends in the foreseeable future. Any future payment of dividends will depend on our financial condition, results of operations, conditions in the financial markets and such other factors as are deemed relevant by our Board of Directors.
Stockholder Return Performance Presentation
The graph that follows shall not be deemed to be incorporated by reference into any filing made by Livent under the Securities Act or the Exchange Act.
The following Stockholder Performance Graph compares the cumulative total return on Livent’s common stock with the S&P 500 Index and the S&P 500 Chemicals Index for the period following the IPO through December 31, 2022. The comparison assumes $100 was invested on October 12, 2018, in Livent’s common stock and in both of the indices, and the reinvestment of all dividends.
lthm-20221231_g8.jpg
Repurchases of Common Shares
A summary of our repurchases of Livent's common stock for the three months ended December 31, 2022 is as follows:
ISSUER PURCHASES OF EQUITY SECURITIES
Period
Total Number of Shares Purchased (1)
Average Price Paid Per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)
Maximum Number of Shares That May Yet Be Purchased Under the Plans or Programs (2)
October 1 through October 31, 2022
139.2 $28.18 $— $— 
November 1 through November 30, 2022
156.3 $29.50 — — 
December 1 through December 31, 2022
227.3 $20.65 — — 
Total Q4 2022
522.8 $25.30 $— $— 
1.The trustee of the Livent NQSP deferred compensation plan reacquires Livent common stock shares from time to time through open-market purchases relating to investments by employees in our common stock, one of the investment options available under the Livent NQSP. Such shares are held in a trust fund and recorded to Treasury stock in our consolidated balance sheets.
2.We have no publicly announced repurchase programs.

ITEM 6. [RESERVED]


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ITEM 7.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion and analysis in conjunction with our financial statements and the related notes included elsewhere in this Form 10-K. This discussion and analysis contains forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including, but not limited to, those set forth under “Risk Factors” and elsewhere in this Form 10-K.
OVERVIEW
We are a pure-play, fully integrated lithium company, with a long, proven history of producing performance lithium compounds. Our primary products, namely battery-grade lithium hydroxide, lithium carbonate, butyllithium and high purity lithium metal are critical inputs used in various performance applications. Our strategy is focused on supplying high performance lithium compounds to the rapidly growing EV and broader energy storage battery markets, while continuing to maintain our position as a leading global producer of butyllithium and high purity lithium metal. With extensive global capabilities, approximately 80 years of continuous production experience, applications and technical expertise and deep customer relationships, we believe we are well positioned to capitalize on the accelerating trend of electrification.
We produce lithium compounds for use in applications that have specific and constantly changing performance requirements, including battery-grade lithium hydroxide for use in high performance lithium-ion batteries. We believe the demand for our compounds will continue to grow as the electrification of transportation accelerates, and as the use of high nickel content cathode materials increases in batteries. We also supply butyllithium, which is used in the production of polymers and pharmaceutical products, as well as a range of specialty lithium compounds including high purity lithium metal, which is used in the production of lightweight materials for aerospace applications and non-rechargeable batteries. It is in these applications that we have established a differentiated position in the market through our ability to consistently produce and deliver performance lithium compounds.
2022 Highlights
The following are the more significant developments in our business during the year ended December 31, 2022:
•Revenue of $813.2 million in 2022 increased $392.8 million versus 2021 primarily due to higher pricing across all our products partially offset by a slight decrease in sales volumes.
•Gross margin of $395.7 million in 2022 increased $307.3 million versus 2021 primarily due to higher pricing across all of our products partially offset by higher logistics, raw material and other operating costs coupled with a slight decrease in sales volumes.
•Net income of $273.5 million in 2022 compared to net income of $0.6 million for 2021 was primarily due to higher pricing across all of our products, partially offset by higher Restructuring and other charges, a slight decrease in sales volumes, higher logistics, raw material and other operating costs, $15.1 million Equity in net loss of unconsolidated affiliate and an increase to income tax expense.
•Adjusted EBITDA of $366.7 million for 2022 increased $297.2 million compared to the 2021 amount of $69.5 million primarily due to higher pricing across all of our products partially offset by a slight decrease in sales volumes and higher logistics, raw material and other operating costs.
COVID-19 Impacts
During the year ended December 31, 2022, COVID-19 and its consequences still negatively impacted our business, operations and financial performance.
Pursuant to its zero-COVID strategy throughout almost all of 2022, the government of China continued to enact emergency measures in certain geographic locations to stem the spread of COVID-19. After the government of China abandoned its zero-COVID strategy in December, 2022, the number of COVID-19 cases in China increased significantly. Although disruptions and delays within our supply chain and logistics operations have lessened, we expect the spread of COVID-19 in China to have a negative impact on the efficient operation of our facilities, toll manufacturers, supply chains and logistics. We expect our global expansion work will also continue to be impacted. In addition to delays, there have been increased costs due to slowdown of availability of materials as well as higher freight and logistics prices.
Our uses of cash were impacted by the effects of COVID-19 during the year ended December 31, 2022. We continue to use cash to purchase additional COVID-19 testing kits, personal protective equipment for our employees, such as masks and gloves, and for increased cleaning and disinfectant costs, additional medical personnel at our facilities, and increased personnel transportation costs.
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We continue to protect the health and well-being of our employees, customers and other key stakeholders in accordance with changing circumstances and local conditions. We have not experienced any material employee absences as a result of COVID-19. If a significant number of our employees at any one location were to require leave as a result of COVID-19, this could pose a risk to the continued operation of the particular facility and could potentially disrupt our broader operations.

2023 Outlook
We expect higher volumes and higher average pricing across our lithium products in 2023, resulting in higher profitability versus 2022. We also expect higher costs versus the prior year, primarily related to royalties, the ramping up of new production units and general inflationary pressures.

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In this section, we discuss the results of our operations for the year ended December 31, 2022 compared to the year ended December 31, 2021. For a discussion of the year ended December 31, 2021 compared to the year ended December 31, 2020, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2021.
Results of Operations — Years Ended December 31, 2022 and 2021
(in Millions)Year Ended December 31,
20222021
Revenue$813.2 $420.4 
Costs and expenses:
Costs of sales417.5 332.0 
Gross margin395.7 88.4 
Selling, general and administrative expenses55.2 49.9 
Research and development expenses3.9 3.0 
Restructuring and other charges7.5 3.8 
Separation-related costs0.7 2.0 
Total costs and expenses484.8 390.7 
Income from operations before loss on debt extinguishment, equity in net loss of unconsolidated affiliate, interest expense, net and other gain328.4 29.7 
Loss on debt extinguishment0.1 — 
Equity in net loss of unconsolidated affiliate15.1 5.5 
Interest expense, net— 0.3 
Other gain(22.2)— 
Income from operations before income taxes335.4 23.9 
Income tax expense61.9 23.3 
Net income$273.5 $0.6 

In addition to net income, as determined in accordance with U.S. GAAP, we evaluate operating performance using certain Non-GAAP measures such as EBITDA, which we define as net income plus interest expense, net, income tax expense, and depreciation and amortization, and Adjusted EBITDA, which we define as EBITDA adjusted for Argentina remeasurement losses, restructuring and other charges, separation-related costs, COVID-19 related costs and other losses/(gains). Management believes the use of these Non-GAAP measures allows management and investors to compare more easily the financial performance of the Company's underlying business from period to period. The Non-GAAP information provided may not be comparable to similar measures disclosed by other companies because of differing methods used by other companies in calculating EBITDA and Adjusted EBITDA. These measures should not be considered as a substitute for net income or other measures of performance or liquidity reported in accordance with U.S. GAAP. The following table reconciles EBITDA and Adjusted EBITDA from net income.
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(in Millions)Year Ended December 31,
20222021
Net income$273.5 $0.6 
Add back:
Income tax expense61.9 23.3 
Interest expense, net — 0.3 
Depreciation and amortization27.7 25.1 
EBITDA (Non-GAAP)363.1 49.3 
Add back:
Argentina remeasurement losses (a)
6.7 5.3 
Restructuring and other charges (b)
7.5 3.8 
Separation-related costs (c)
0.7 2.0 
COVID-19 related costs (d)
2.4 5.2 
Loss on debt extinguishment (e)
0.1 — 
Other loss (f)
9.9 3.9 
Subtract:
Blue Chip Swap gain (g)
(22.2)— 
Argentina interest income (h)
(1.5)— 
Adjusted EBITDA (Non-GAAP) $366.7 $69.5 
____________________
a.Represents impact of currency fluctuations on tax assets and liabilities and on long-term monetary assets associated with our capital expansion as well as significant currency devaluations. The remeasurement losses are included within "Cost of sales" in our consolidated statement of operations but are excluded from our calculation of Adjusted EBITDA because of: i.) their nature as income tax related; ii.) their association with long-term capital projects which will not be operational until future periods; or iii.) the severity of the devaluations and their immediate impact on our operations in the country.
b.We continually perform strategic reviews and assess the return on our business. This sometimes results in management changes or in a plan to restructure the operations of our business. As part of these restructuring plans, demolition costs and write-downs of long-lived assets may occur. 2022 Restructuring and other charges consisted primarily of transaction related legal fees and miscellaneous nonrecurring costs, exit costs, severance-related costs and environmental remediation. 2021 consists primarily of environmental remediation, transaction related legal fees and miscellaneous nonrecurring costs.
c.Represents legal and professional fees and other separation-related activity.
d.Represents incremental costs associated with the COVID-19 pandemic recorded in "Cost of sales" in the consolidated statement of operations, including but not limited to, incremental quarantine related absenteeism, incremental facility cleaning costs, COVID-19 testing, pandemic related supplies and personal protective equipment for employees, among other costs; offset by economic relief provided by foreign governments.
e.Represents the partial write off of deferred financing costs for the amendments to our Revolving Credit Facility excluded from our calculation of Adjusted EBITDA because the loss is nonrecurring.
f.Represents our 50% ownership interest (which was 25% prior to June 6, 2022) in costs incurred for certain project-related costs to align Nemaska's reported results with Livent's capitalization policies, interest expense incurred by NLI and non-recurring transaction costs related to our initial investment in NLI, all included in Equity in net loss of unconsolidated affiliates in our consolidated statement of operations. The Company accounts for its equity method investment in the NLI on a one-quarter lag basis.
g.Represents the gain from the sale in Argentina pesos of Argentina Sovereign U.S. dollar-denominated bonds due to the significant divergence of Argentina's Blue Chip Swap market exchange rate from the official rate (see Note 2 for more information) and is excluded from Adjusted EBITDA because it is nonrecurring.
h.Represents interest income received from the Argentina government for the period beginning when the recoverability of certain of our expansion-related VAT receivables were approved by the Argentina government and ending on the date when the reimbursements were paid by the Argentina government but is excluded from our calculation of Adjusted EBITDA because of its association with long-term capital projects which will not be operational until future periods.




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Year Ended December 31, 2022 compared with Year Ended December 31, 2021
Revenue
Revenue of $813.2 million for 2022 increased by approximately 93%, or $392.8 million, versus $420.4 million for 2021 primarily due to higher pricing across all of our products partially offset by a slight decrease in sales volumes.
Gross Margin
Gross margin of $395.7 million for 2022 increased by $307.3 million, or approximately 348%, versus $88.4 million for 2021. The increase in gross margin was primarily due to higher pricing across all of our products partially offset by higher logistics, raw material and other operating costs coupled with a slight decrease in sales volumes.
Selling, general and administrative expenses
Selling, general and administrative expenses of $55.2 million for 2022 increased by $5.3 million, or approximately 11% versus $49.9 million in 2021. The increase in selling, general and administrative expenses was primarily due to an increase in employee compensation.
Restructuring and other charges
Restructuring and other charges of $7.5 million for 2022 increased by $3.7 million or approximately 97% versus $3.8 million for 2021. The increase in Restructuring and other charges was primarily driven by higher transaction related fees, exit and severance-related costs and environmental remediation. See Note 8 and Note 9 to our consolidated financial statements of this Form 10-K for details.
Equity in net loss of unconsolidated affiliate
Equity in net loss of unconsolidated affiliates of $15.1 million for 2022 increased $9.6 million from $5.5 million in 2021. The increase arises out of our 50% ownership interest in the NLI (which was 25% prior to June 6, 2022) and higher project-related development costs incurred by our unconsolidated affiliate (see Note 6 for details).
Interest expense
All $15.8 million of our interest for 2022 was capitalized. Interest expense for 2021 is noncash amortization of transaction costs related to the 2025 Notes which represents the excess interest over the amount of interest capitalized in accordance with U.S. GAAP for 2021.
Income tax expense
The increase in income tax expense to $61.9 million for 2022 compared to the income tax expense of $23.3 million for 2021 was primarily due to an increase in income from operations. The increase in income tax expense was partially offset by an increase in jurisdictional mix of earnings where the statutory rate is lower than the U.S. Federal statutory rate. Additionally, the increase in income tax expense was partially offset by fluctuations in foreign currency impacts in Argentina of $8.4 million and $15.5 million for 2022 and 2021, respectively. Within foreign currency impacts, Argentina tax law annually requires an increase to taxable income for inflationary adjustments in the period when the consumer price index fluctuates over a specific threshold, which for 2022 was met in the second quarter of 2022.

Net income
Net income of $273.5 million for 2022 compared to net income of $0.6 million for 2021 was primarily due to higher pricing across all of our products partially offset by higher Restructuring and other charges a slight decrease in sales volumes, higher logistics, raw material and other operating costs, $15.1 million Equity in net loss of unconsolidated affiliate and an increase to income tax expense. 2022 also includes a $22.2 million gain from our sale of Argentina Sovereign U.S. dollar-denominated bonds (see Note 2 for more information).

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Liquidity and Capital Resources
Our prospective success in funding our cash needs will depend on the strength of the lithium market and our continued ability to generate cash from operations and raise capital from other sources. Our primary sources of cash are currently generated from operations and borrowings under our Revolving Credit Facility.
Cash and cash equivalents as of December 31, 2022 and 2021, were $189.0 million and $113.0 million, respectively. Of the cash and cash equivalents balance as of December 31, 2022 and 2021, $39.8 million and $26.9 million was held by our foreign subsidiaries, respectively. The cash held by foreign subsidiaries for permanent reinvestment is generally used to finance the subsidiaries’ operating activities and future foreign investments. We have not provided additional income taxes for any additional outside basis differences inherent in our investments in subsidiaries because the investments are essentially permanent in duration or we have concluded that no additional tax liability will arise upon disposal. See Note 11 to the consolidated financial statements included within this Form 10-K for more information.
On July 25, 2022 we entered into a long-term supply agreement with a customer to deliver battery-grade lithium hydroxide over six years between 2025 and 2030. The contract included an advance payment from the customer of $198 million, which we received in the third quarter of 2022. The advance payment is refundable if the agreement is terminated for any reason specified in the agreement.
Amended and Restated Credit Agreement, (the "Revolving Credit Facility")
On September 1, 2022, the Company entered into the Revolving Credit Facility among the Company, Livent USA Corp (together with the Company, the "Borrowers"), certain subsidiaries of the Borrowers as guarantors, the lenders (the "Lenders") and issuing banks and Citibank, N.A., as administrative agent. The Revolving Credit Facility amended and restated the Company’s Original Credit Agreement, as amended (the "Credit Agreement").
The Revolving Credit Facility provides for a $500 million senior secured revolving credit facility, $50 million of which is available for the issuance of letters of credit for the account of the Borrowers, with an option to request, and subject to each Lender’s sole discretion, that the aggregate revolving credit commitments be increased to up to $700 million. Amounts under the Revolving Credit Facility may be borrowed, repaid and re-borrowed from time to time until the final maturity date on September 1, 2027. The issuance of letters of credit and the proceeds of revolving credit loans made pursuant to the Revolving Credit Facility may be used for general corporate purposes, including capital expenditures and permitted acquisitions. Certain of the Borrowers’ domestic subsidiaries (the "Guarantors") guarantee the obligations of the Borrowers under the Revolving Credit Facility. The obligations of the Borrower and the Guarantors are secured by all of the assets of the Borrowers and the Guarantors, including the Borrowers’ facility and real estate in Bessemer City, North Carolina, subject to certain exceptions and exclusions. See Note 11 to this Annual Report on Form 10-K for more information.
The foregoing description of the Revolving Credit Facility does not purport to be complete and is qualified in its entirety by reference to the Amended and Restated Credit Agreement, which is filed as Exhibit 10.23 to this Annual Report on Form 10-K.
We had $245.8 million of debt outstanding as of December 31, 2022 and 2021, which is comprised of our 2025 Notes. Among other restrictions, our Revolving Credit Facility contains financial covenants applicable to Livent and its consolidated subsidiaries related to leverage (measured as the ratio of debt to adjusted earnings) and interest coverage (measured as the ratio of adjusted earnings to interest expense). Our financial covenants have not changed with the September 1, 2022 amendments to our Credit Agreement. Our maximum allowable first lien leverage ratio is 3.5 as of December 31, 2022. Our minimum allowable interest coverage ratio is 3.5. We were in compliance with all covenants as of December 31, 2022.
Statement of Cash Flows
Cash provided by operating activities was $454.7 million and $26.4 million for the years ended December 31, 2022 and 2021, respectively.
The increase in cash provided by operating activities for 2022 compared to 2021 was primarily driven by higher net income and a $198 million customer advance payment received for a long-term supply agreement in the third quarter of 2022, partially offset by an increase in trade receivables and inventories in 2022 compared to 2021.
Cash used in investing activities was $364.7 million and $143.3 million for the years ended December 31, 2022 and 2021, respectively.
The increase in cash used in investing activities for 2022 compared to 2021 is primarily due to the ramping up of capital spending in the second half of 2021 and in 2022 as Livent resumed its capital expansion work in Argentina and the U.S., resulting in a significant increase in capital expenditures for capacity expansion during 2022 versus 2021.
Cash (used in)/provided by financing activities was $(12.5) million and $218.0 million for the years ended December 31, 2022 and 2021, respectively.
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The decrease in cash provided by financing activities for 2022 compared to 2021 is primarily due to the net proceeds received from the Offering of $252.2 million in the second quarter of 2021, partially offset by the repayment of the Revolving Credit Facility in the same period. 2022 includes $13.5 million for the repayment of the QLP Note and $3.2 million in proceeds from the issuance of common stock under the Company's incentive plans partially offset by $2.2 million in financing fees for amendments to the Company's Revolving Credit Facility.
Other potential liquidity needs
We plan to meet our liquidity needs through available cash, cash generated from operations, borrowings under the committed Revolving Credit Facility, and other potential working capital financing strategies that may be available to us. As of December 31, 2022, our remaining borrowing capacity under our Revolving Credit Facility, subject to meeting our debt covenants, was $485.1 million, including letters of credit utilization.
Our net leverage ratio is determined, in large part, by our ability to manage the timing and amount of our capital expenditures, which is within our control. It is also determined by our ability to achieve forecasted operating results and to pursue other working capital financing strategies that may be available to us, which is less certain and outside our control. In the first quarter of 2020, because of the significant practical constraints resulting from actions being taken by authorities around the word in response to the COVID-19 pandemic, the Company elected to suspend all capital expansion work globally. As of the second quarter of 2021, Livent resumed its capital expansion work in Argentina and the U.S. Based on this resumption, the Company estimates 2023 total capital spending to be in the range of $325 million to $375 million.
There continue to be challenges relating to expansion projects, including design modifications and labor and material shortages. This has the potential to increase costs and extend delivery times versus expectations, impacting both Argentina and Canada.
We will look to various sources of financing for development of the Nemaska Lithium Project, in which we have a 50% economic interest, including, but not limited to third-party debt financing, government funding, financing or prepayments from future customers and contribution from existing shareholders.
We expect COVID-19 pandemic related impacts, the conflict in Ukraine, increasing energy costs and shortages, inflation, rising interest rates, and currency fluctuations to continue in 2023. The Company remains focused on maintaining its financial flexibility and will continue to manage its cash flow and capital allocation decisions to navigate through this challenging environment.
We believe that our available cash and cash from operations, together with our borrowing availability under the Revolving Credit Facility and other potential financing strategies that may be available to us, will provide adequate liquidity for the next 12 months. Access to capital and the availability of financing on acceptable terms in the future will be affected by many factors, including our credit rating, economic conditions, the COVID-19 pandemic and the overall liquidity of capital markets and cannot be guaranteed.
Contractual Obligations and Commercial Commitments
As of December 31, 2022, we have significant committed contracts that we believe will affect cash over the next two years. These contracts represent certain of our raw material commercial contract purchase obligations that are enforceable and legally binding requirements contracts with specified quantities, pricing and timing of transactions. Expected cash payments for such purchase obligations are $4.9 million in 2023 and $2.8 million in 2024.
Climate Change
The potential physical impacts of climate change on our operations are highly uncertain, and are specific to the geographic circumstances of areas in which we operate. These may include changes in rainfall and storm patterns and intensities, droughts and water shortages, changing sea levels and changing temperatures, and an increase in the number and severity of weather events and natural disasters. These changes may have a material adverse effect on our operations, including lithium extraction and production processes, as well as transportation of raw materials and delivery of products to customers. We may also face more stringent customer and regulatory requirements to accelerate the pace of our greenhouse gas and water use reduction initiatives, including achievement of our 2040 net zero target, more reliance on renewable energy sources and more water re-use and re-cycling. Climate change may also exacerbate socio-economic and political issues around the world and have other direct impacts to ecosystems, human health and quality of life, ranging from destruction of habitats to air, water and land quality to growing incidences of famines, pandemics and population shifts.
In addition, a number of governmental bodies have introduced or are contemplating legislative and regulatory change in response to the potential impacts of climate change. Such legislation or regulation, if enacted, potentially could include provisions for a “cap and trade” system of allowances and credits or a carbon tax, among other provisions. There is also a potential for climate change legislation and regulation to adversely impact the cost of purchased energy and electricity.
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The growing concerns about climate change and related increasingly stringent regulations may provide Livent with new or expanded business opportunities. Livent’s technologies and applications contribute to the efforts of our customers to revolutionize their product lines and markets. As a key part of the EV and battery supply chain, we provide lithium products that help enable the growth of electric transportation and the shift away from fossil fuels. As demand for, and legislation mandating or incentivizing the use of, alternative fuel technologies that limit or eliminate greenhouse gas emissions increases, we will continue to monitor the market and offer solutions where we have appropriate technology.
In 2020, Livent began the voluntary process of implementing the framework established by the Task Force for Climate-Related Financial Disclosures ("TCFD") to assess, disclose and plan for the company’s risks and opportunities related to climate change. As part of this process, we will evaluate various climate-related scenarios and business models in a net zero economy. More information on TCFD will be provided in our future Sustainability Reports and other disclosures. Nothing in any of our Sustainability Reports, or sections thereof, shall be deemed incorporated by reference into this Form 10-K.
Recently Issued and Adopted Accounting Pronouncements and Regulatory Items
See Note 3 "Recently Issued and Adopted Accounting Pronouncements and Regulatory Items" to our consolidated financial statements included in this Form 10-K.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
Critical Accounting Estimates
Our consolidated financial statements are prepared in conformity with U.S. GAAP. The preparation of these financial statements requires management to make judgments, assumptions and estimates that affect the reported amounts of assets, liabilities, revenues and expenses and that have or could have a material impact on our financial condition and results of operations. We have described our accounting policies in Note 2 "Principal Accounting Policies and Related Financial Information" to our consolidated financial statements included in this Form 10-K. The SEC has defined critical accounting estimates as those estimates made in accordance with U.S. GAAP that involve a significant level of measurement uncertainty and have had or are reasonably likely to have a material impact on the financial condition or operating performance of a company. We have reviewed these accounting estimates, identifying those that we believe contain matters that are inherently uncertain, have significant levels of subjectivity and complex judgments and are critical to the preparation and understanding of our consolidated financial statements. We have reviewed these critical accounting estimates with the Audit Committee of the Board of Directors. Critical accounting estimates are central to our presentation of results of operations and financial condition in accordance with U.S. GAAP and require management to make judgments, assumptions and estimates on certain matters. We base our estimates, assumptions and judgments on historical experience, current conditions and other reasonable factors.
Due to the continuing impacts of the COVID-19 pandemic, there has been uncertainty and disruption in the global economy and financial markets. The estimates used for, but not limited to, revenue recognition and the collectability of trade receivables, impairment and valuation of long-lived assets and investment in unconsolidated affiliate, and income taxes could be impacted. We have assessed the impact and are not aware of any specific events or circumstances that required an update to our estimates and assumptions or materially affected the carrying value of our assets or liabilities as of the date of issuance of this Form 10-K. These estimates may change as new events occur and additional information is obtained. Actual results could differ materially from these estimates under different assumptions or conditions.
Revenue recognition
Revenue from product sales is recognized when we transfer control of the promised goods to a customer. We determine when the control of goods is transferred typically by assessing, among other things, the transfer of title and risk and the shipping terms of the contract. Judgment is sometimes required when assessing specific customer facts and circumstances surrounding transfer of control.
Trade and other receivables
The allowance for trade receivables represents our best estimate of the probable losses associated with potential customer defaults. In developing our allowance for trade receivables, we consider general factors such as historical experience, current collection trends and external economic and political factors as well as specific customer circumstances where the risk of collection has been reasonably identified either due to liquidity constraints or disputes over contractual terms and conditions. One of our subsidiaries that conducts business within Argentina has outstanding receivables due from the Argentina government, which primarily represent export tax and export rebate receivables. As with all outstanding receivable balances, we continually review recoverability by analyzing historical experience, current collection trends and regional business and political factors among other factors.
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Impairments and valuation of long-lived assets and equity method investment
Our long-lived assets primarily include property, plant and equipment and intangible assets. The Company has no goodwill or indefinite-lived intangible assets and one equity method investment as of December 31, 2022. We periodically evaluate whether events or circumstances indicate ("triggering events") that the net book value of our property, plant and equipment may not be recoverable. In addition, we periodically evaluate if facts and circumstances indicate that a decrease in value of our equity method investment has occurred that is other than temporary. We exercise significant judgment in performing these evaluations, considering factors such as general market outlooks, company-specific historical results as well as future forecasts for production, operating income and cash flows. No triggering events occurred during 2022.
Income taxes
Our annual tax rate is determined based on our income, statutory tax rates and the tax impacts of items treated differently for tax purposes than for financial reporting purposes. Also inherent in determining our annual tax rate are judgements and assumptions regarding the recoverability of certain deferred tax balances, primarily net operating loss and other carryforwards, and our ability to uphold certain tax positions. We have recorded a valuation allowance to reduce deferred tax assets in certain jurisdictions to the amount that we believe is more likely than not to be realized. In assessing the need for this allowance, we have considered a number of factors including future taxable income, the jurisdictions in which such income is earned and our ongoing tax planning strategies. In the event that we determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to income in the period such determination was made. Similarly, should we conclude that we would be able to realize certain deferred tax assets in the future in excess of the net recorded amount, an adjustment to the deferred tax assets would increase income in the period such determination was made.
Additionally, we filed income tax returns in the U.S. and various state and foreign jurisdictions, as part of a FMC legal entity for the period ended February 28, 2019. Certain income tax returns for FMC entities taxable in the U.S. and significant foreign jurisdictions are open for examination and adjustment. We assess our income tax positions and record a liability for all years open to examination based upon our evaluation of the facts, circumstances and information available at the reporting date. For those tax positions where it is more likely than not that a tax benefit will be sustained, we have recorded the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. The evaluation of the Company's uncertain tax positions involves significant judgment in the interpretation and application of U.S. GAAP and complex domestic and international tax laws. Although management believes the Company's uncertain tax positions are reasonable, no assurance can be given that these matters will not be subject to successful challenge by the applicable taxing authority and the final tax outcome will not be different from that which is reflected in the Company's reserves.
Because there are a number of estimates and assumptions inherent in calculating the various components of our tax provision, certain changes or future events such as changes in tax legislation, geographic mix of earnings and completion of tax audits could have an impact on those estimates, our effective tax rate and financial results.
See Note 10 to our consolidated financial statements included in this Form 10-K for additional discussion surrounding income taxes.
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ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Our earnings, cash flows and financial position are exposed to market risks relating to fluctuations in commodity prices, interest rates and foreign currency exchange rates. Our policy is to minimize exposure to our cash flow over time caused by changes in interest and currency exchange rates. To accomplish this, we have implemented a controlled program of risk management consisting of appropriate derivative contracts entered into with major financial institutions.
The analysis below presents the sensitivity of the market value of our financial instruments to selected changes in market rates and prices. The range of changes chosen reflects our view of changes that are reasonably possible over a one-year period. Market value estimates are based on the present value of projected future cash flows considering the market rates and prices chosen.
As of December 31, 2022, our net financial instrument position was a liability of less than $0.1 million. Livent's 2023 hedge plan will be finalized in the first quarter of 2023 when management's projections are approved.
Foreign Currency Exchange Rate Risk
Our worldwide operations expose us to currency risk from sales, purchases, expenses and intercompany loans denominated in currencies other than the U.S. dollar, our functional currency. The primary currencies for which we have exchange rate exposure are the Euro, the British pound, the Chinese yuan, the Argentine peso and the Japanese yen. Foreign currency debt and foreign exchange forward contracts are used where we do business, thereby reducing our net asset exposure. Foreign exchange forward contracts are also used to hedge firm and highly anticipated foreign currency cash flows. We currently do not hedge foreign currency risks associated with the Argentine peso due to the limited availability and the high cost of suitable derivative instruments.
To analyze the effects of changing foreign currency rates, we perform a sensitivity analysis in which we assume an instantaneous 10% change in the foreign currency exchange rates from their levels at December 31, 2022 with all other variables (including interest rates) held constant.
Hedged Currency vs. Functional Currency
(in Millions)Net asset position on consolidated balance sheetsNet liability position with 10% strengtheningNet asset position with 10% weakening
Net liability position as of December 31, 2022 (1)
$— $(3.9)$3.2 
_______________________________
1.As of December 31, 2022, our net financial instrument position was a liability of less than $0.1 million.

Interest Rate Risk
One of the strategies that we can use to manage interest rate exposure is to enter into interest rate swap agreements. In these agreements, we agree to exchange, at specified intervals, the difference between fixed and variable interest amounts calculated on an agreed-upon notional principal amount. As of December 31, 2022 and 2021, we had no interest rate swap agreements.
Our debt portfolio at December 31, 2022 is composed of fixed-rate and variable-rate debt; consisting of borrowings under our 2025 Notes and Revolving Credit Facility. Changes in interest rates affect different portions of our variable-rate debt portfolio in different ways. As of December 31, 2022, we had no outstanding balances under the Revolving Credit Facility.


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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
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LIVENT CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
 
(in Millions, Except Per Share Data)Year Ended December 31,
202220212020
Revenue$813.2 $420.4 $288.2 
Costs and expenses:
Costs of sales417.5 332.0 251.4 
Gross margin395.7 88.4 36.8 
Selling, general and administrative expenses55.2 49.9 44.6 
Research and development expenses3.9 3.0 3.7 
Restructuring and other charges7.5 3.8 10.7 
Separation-related costs/(income)0.7 2.0 (1.1)
Total costs and expenses484.8 390.7 309.3 
Income/(loss) from operations before equity in net loss of unconsolidated affiliates, interest expense, net, loss on debt extinguishment and other gain328.4 29.7 (21.1)
Equity in net loss of unconsolidated affiliates15.1 5.5 0.5 
Interest expense, net— 0.3 0.3 
Loss on debt extinguishment0.1 — 0.1 
Other gain(22.2)— — 
Income/(loss) from operations before income taxes335.4 23.9 (22.0)
Income tax expense/(benefit)61.9 23.3 (5.7)
Net income/(loss)$273.5 $0.6 $(16.3)
Net income/(loss) per weighted average share - basic$1.59 $— $(0.11)
Net income/(loss) per weighted average share - diluted$1.36 $— $(0.11)
Weighted average common shares outstanding - basic 171.8 154.7 146.2 
Weighted average common shares outstanding - diluted201.6 184.3 146.2 











The accompanying notes are an integral part of these consolidated financial statements.
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LIVENT CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)
 
(in Millions)Year Ended December 31,
202220212020
Net income/(loss)$273.5 $0.6 $(16.3)
Other comprehensive (loss)/income, net of tax:
Foreign currency adjustments:
Foreign currency translation (loss)/gain arising during the period (7.9)1.3 3.9 
Total foreign currency translation adjustments (7.9)1.3 3.9 
Derivative instruments:
Unrealized hedging (losses)/gains, net of tax of $0.2, zero and zero
(0.9)0.3 — 
Reclassification of deferred hedging losses/(gains) included in net income/(loss), net of tax of $(0.2), zero and zero (1)
0.7 (0.1)— 
Total derivative instruments, net of tax of $0.1, zero and zero
(0.2)0.2 — 
Other comprehensive (loss)/income, net of tax(8.1)1.5 3.9 
Comprehensive income/(loss)$265.4 $2.1 $(12.4)
____________________ 
1.For more detail on the components of these reclassifications and the affected line item in the consolidated statements of operations, see Note 13 within these consolidated financial statements.
































The accompanying notes are an integral part of these consolidated financial statements.


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LIVENT CORPORATION
CONSOLIDATED BALANCE SHEETS
December 31,
(in Millions, Except Share and Par Value Data)20222021
ASSETS
Current assets
Cash and cash equivalents$189.0 $113.0 
Trade receivables, net of allowance of approximately $0.3 in 2022 and 2021
141.6 96.4 
Inventories, net152.3 134.6 
Prepaid and other current assets61.1 55.3 
Total current assets544.0 399.3 
Investments440.3 27.2 
Property, plant and equipment, net of accumulated depreciation of $253.1 in 2022 and $243.0 in 2021
968.3 677.9 
Deferred income taxes0.4 0.9 
Right of use assets - operating leases, net 4.8 6.3 
Other assets116.4 90.9 
Total assets$2,074.2 $1,202.5 
LIABILITIES AND EQUITY
Current liabilities
Accounts payable, trade and other$81.7 $65.4 
Accrued and other liabilities37.4 61.8 
Contract liability - short-term15.5 — 
Operating lease liabilities - current0.9 1.1 
Income taxes13.2 3.0 
Total current liabilities148.7 131.3 
Long-term debt241.9 240.4 
Operating lease liabilities - long-term4.2 5.4 
Environmental liabilities6.4 5.6 
Deferred income taxes16.1 12.7 
Contract liability - long-term198.0 — 
Other long-term liabilities15.9 11.7 
Commitments and contingent liabilities (Note 16)
— — 
Total current and long-term liabilities631.2 407.1 
Equity
Common stock; $0.001 par value; 2 billion shares authorized; 179,652,125 and 161,791,602 shares issued; 179,548,550 and 161,689,984 outstanding at December 31, 2022 and 2021, respectively
0.1 0.1 
Capital in excess of par value of common stock1,160.4 778.1 
Retained earnings334.4 60.9 
Accumulated other comprehensive loss(51.0)(42.9)
Treasury stock, common, at cost; 103,575 and 101,618 shares at December 31, 2022 and 2021, respectively
(0.9)(0.8)
Total equity1,443.0 795.4 
Total liabilities and equity$2,074.2 $1,202.5 
____________________ 





The accompanying notes are an integral part of these consolidated financial statements.
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LIVENT CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in Millions)Year Ended December 31,
202220212020
Cash provided by operating activities:
Net income/(loss)$273.5 $0.6 $(16.3)
Adjustments to reconcile net income/(loss) to cash provided by operating activities:
Depreciation and amortization27.7 25.1 25.0 
Restructuring and other charges/(income)4.0 (1.5)3.3 
Deferred income taxes3.8 12.5 (6.3)
Share-based compensation6.8 5.3 4.1 
Change in investments in trust fund securities(0.5)0.6 1.0 
       Equity in net loss of unconsolidated affiliates15.1 5.5 0.5 
Other gain, Blue Chip Swap(22.2)— — 
       Deferred financing fee amortization— 0.3 0.7 
       Loss on asset disposal1.4 0.5 0.6 
Other non-cash adjustments(0.1)— (0.2)
Changes in operating assets and liabilities:
Trade receivables, net(51.1)(19.0)15.3 
Changes in deferred compensation(0.3)1.4 0.7 
Inventories(22.9)(28.2)10.1 
Accounts payable, trade and other18.9 20.9 (39.8)
Contract liability - short-term15.5 — — 
Contract liability - long-term198.0 — — 
Income taxes 10.5 3.0 (0.9)
Change in prepaid and other current assets and other assets (31.1)(3.7)(9.9)
Change in accrued and other current and long-term liabilities7.7 3.1 18.4 
 Cash provided by operating activities$454.7 $26.4 $6.3 
Cash used in investing activities:
Capital expenditures (1)
(336.9)(131.9)(124.0)
Investments in Livent NQSP securities(0.2)(1.4)(0.6)
Proceeds from Blue Chip Swap, net of purchases22.2 — — 
Proceeds from settlement of long-term supply agreement— — 10.0 
Investments in unconsolidated affiliates(47.1)(8.0)(15.0)
Other investing activities(2.7)(2.0)(1.5)
Cash used in investing activities$(364.7)$(143.3)$(131.1)
Cash (used in)/provided by financing activities:
Proceeds from Revolving Credit Facility13.0 39.5 175.5 
Repayments of Revolving Credit Facility(13.0)(75.1)(294.6)
Proceeds from 2025 Notes— — 245.8 
Payments of financing fees(2.2)— (8.4)
Proceeds from issuance of common stock - incentive plans3.2 1.5 0.8 
Repayment of QLP Note(13.5)— — 
Payments of underwriting fees and expenses - Offering — (9.4)— 
Proceeds from Offering— 261.6 — 
Net purchases of treasury stock - Livent NQSP — (0.1)— 
Cash (used in)/provided by financing activities$(12.5)$218.0 $119.1 
Effect of exchange rate changes on cash and cash equivalents(1.5)0.3 0.5 
Increase/(decrease) in cash and cash equivalents76.0 101.4 (5.2)
Cash and cash equivalents, beginning of period113.0 11.6 16.8 
Cash and cash equivalents, end of period$189.0 $113.0 $11.6 
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Year Ended December 31,
Supplemental disclosure for cash flow:202220212020
Cash payments for income taxes, net of refunds (2)
$43.1 $4.1 $2.6 
Cash payments for interest (1)
12.3 13.3 5.6 
Cash payments for Restructuring and other charges3.5 5.3 7.4 
Cash payments/(receipts) for Separation-related charges/(income) (3)
0.9 2.0 (0.8)
Accrued capital expenditures16.5 32.5 15.1 
Accrued investment in unconsolidated affiliates0.2 — 6.3 
Non-cash assumption of QLP Note13.5 — — 
Non-cash investment in unconsolidated affiliate387.1 — — 
Operating lease right-of-use assets and lease liabilities recorded for ASC 842— 2.1 0.8 
__________________
1.For the years ended December 31, 2022, 2021, and 2020, $15.8 million, $15.4 million, and $12.0 million of interest was capitalized, respectively.
2.The year ended December 31, 2022 includes refunds of $1.0 million relating to U.S. federal taxes. The year ended December 31, 2021 includes $1.7 million of refunds relating to U.S. state taxes and foreign taxes. The year ended December 31, 2020 includes refunds of $1.6 million and $1.9 million from FMC related to the Company's 2019 and 2018 federal income tax returns, respectively.
3.The year ended December 31, 2020 includes $2.0 million gain on settlement of long-term supply agreement.



















The accompanying notes are an integral part of these consolidated financial statements.
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LIVENT CORPORATION
CONSOLIDATED STATEMENTS OF EQUITY
(in Millions, Except Per Share Data)
Common
Stock,
0.001 Per Share Par
Value
Capital In Excess of ParRetained
Earnings		Accumulated Other Comprehensive LossTreasury
Stock		Total
Balance as of December 31, 2019$0.1 $516.4 $76.6 $(48.3)$(0.8)$544.0 
Net loss— — (16.3)— (16.3)
Stock compensation plans— 4.4 — — — 4.4 
Shares withheld for taxes - common stock issuances— (0.7)— — — (0.7)
Foreign currency translation adjustments— — — 3.9 — 3.9 
Exercise of stock options— 0.8 — — — 0.8 
Net sales of treasury stock - Livent NQSP— — — — 0.1 0.1 
Balance as of December 31, 2020 $0.1 $520.9 $60.3 $(44.4)$(0.7)$536.2 
Net income— — 0.6 — — 0.6 
Stock compensation plans— 5.3 — — — 5.3 
Shares withheld for taxes - common stock issuances— (1.8)— — — (1.8)
Issuance of common stock - Offering— 252.2— — — 252.2 
Net hedging gains, net of income tax expense— — — 0.2 — 0.2 
Foreign currency translation adjustments— — — 1.3 — 1.3 
Exercise of stock options— 1.5 — — — 1.5 
Net purchases of treasury stock - Livent NQSP— — — — (0.1)(0.1)
Balance as of December 31, 2021$0.1 $778.1 $60.9 $(42.9)$(0.8)$795.4 
Net income— — 273.5 — — 273.5 
Stock compensation plans— 6.9 — — — 6.9 
Shares withheld for taxes - common stock issuances— (1.7)— — — (1.7)
Issuance of common stock - QLP Merger— 373.9 — — — 373.9 
Net hedging losses, net of income tax expense— — — (0.9)— (0.9)
Reclassification of deferred hedging losses, net of income tax— — — 0.7 — 0.7 
Foreign currency translation adjustments— — — (7.9)— (7.9)
Exercise of stock options — 3.2 — — — 3.2 
Net sales of treasury stock - Livent NQSP— — — — (0.1)(0.1)
Balance as of December 31, 2022$0.1 $1,160.4 $334.4 $(51.0)$(0.9)$1,443.0 











The accompanying notes are an integral part of these consolidated financial statements.
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1: Description of the Business
Background and Nature of Operations
Livent Corporation ("Livent", "we", "us", "Company" or "our") manufactures a wide range of lithium products, which are used primarily in lithium-based batteries, specialty polymers and chemical synthesis applications. We serve a diverse group of markets. A major growth driver for lithium in the future will be the increasing adoption of electric vehicles ("EVs") and other energy storage applications.
Most markets for lithium chemicals are global with significant growth occurring in Asia, followed by Europe and North America, primarily driven by the development and manufacture of lithium-ion batteries. We are one of the primary producers of performance lithium compounds.
Note 2: Principal Accounting Policies and Related Financial Information
Basis of presentation and principles of consolidation. The accompanying consolidated financial statements are presented on a consolidated basis and include all of the accounts and operations of Livent and its majority-owned subsidiaries. The financial statements reflect the financial position, results of operations and cash flows of Livent in accordance with U.S. GAAP. All significant intercompany accounts and transactions are eliminated in consolidation.
Earnings per share. The weighted average common shares outstanding for both basic and diluted earnings per share for all periods presented was calculated, in accordance with ASC 260, Earnings Per Share.
Estimates and assumptions. In preparing the financial statements in conformity with U.S. GAAP we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from these estimates under different assumptions or conditions, but we do not believe such differences will materially affect our financial position, results of operations or cash flows.
Due to the continuing impacts of the coronavirus ("COVID-19") pandemic, there has been uncertainty and disruption in the global economy and financial markets. The estimates used for, but not limited to, the collectability of trade receivables, other receivables, fair value of long-lived assets and investment in unconsolidated affiliate, income taxes, inventory valuation and fair value of financial instruments could be impacted. We have assessed the impact and are not aware of any specific events or circumstances that required an update to our estimates and assumptions or materially affected the carrying value of our assets or liabilities as of the date of issuance of this Annual Report on Form 10-K. These estimates may change as new events occur and additional information is obtained.
Cash equivalents. We consider investments in all liquid debt instruments with original maturities of three months or less to be cash equivalents.
Trade receivables, net of allowance and other receivables. Trade receivables consist of amounts owed to us from customer sales and are recorded when revenue is recognized. The allowance for trade receivables represents our best estimate of the probable losses associated with potential customer defaults. In developing our allowance for trade receivables, we use a two stage process which includes calculating a formula to develop an allowance to appropriately address the uncertainty surrounding collection risk of our entire portfolio and specific allowances for customers where the risk of collection has been reasonably identified either due to liquidity constraints or disputes over contractual terms and conditions.
Our method of calculating the formula consists of estimating the recoverability of trade receivables based on historical experience, current collection trends, and external business factors such as economic factors, including regional bankruptcy rates, and political factors. Our analysis of trade receivable collection risk is performed quarterly, and the allowance is adjusted accordingly.
One of our subsidiaries that conducts business within Argentina has outstanding receivables due from the Argentina government, which primarily represent export tax and export rebate receivables. As with all outstanding receivable balances, we continually review recoverability by analyzing historical experience, current collection trends and regional business and political factors among other factors.
Inventories. Inventories are stated at the lower of cost or net realizable value. Inventory costs include those costs directly
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

attributable to products before sale, including all manufacturing overhead but excluding distribution costs. All inventories are determined on a first-in, first-out ("FIFO") basis.
Property, plant and equipment. We record property, plant and equipment, including capitalized interest, at cost. We recognize acquired property, plant and equipment, from acquisitions at its estimated fair value. Depreciation is calculated principally on a straight-line basis over the estimated useful lives of the assets. The major classifications of property, equipment and software, including their respective expected useful lives, consisted of the following:
Asset type Useful Life
Land —
Land improvements 20 years
Buildings
20-40 years
Machinery and Equipment
3-18 years
Software
3-10 years
Gains and losses are reflected in income upon sale or retirement of assets. Expenditures that extend the useful lives of property, plant and equipment or increase productivity are capitalized. Ordinary repairs and maintenance are expensed as incurred through operating expense.
Capitalized interest. For the years ended December 31, 2022, 2021 and 2020 we capitalized interest expense of $15.8 million, $15.4 million and $12.0 million, respectively. These costs were associated with the construction of certain long-lived assets and have been capitalized as part of the cost of those assets. We amortize capitalized interest over the estimated useful lives of the assets.
Impairments of long-lived assets. We review the recoverability of the net book value of long-lived assets whenever events and circumstances indicate ("triggering events") that the net book value of an asset may not be recoverable from the estimated undiscounted future cash flows expected to result from its use and eventual disposition. In cases where a triggering event occurs and undiscounted expected future cash flows are less than the net book value, we recognize an impairment loss equal to an amount by which the net book value exceeds the fair value of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. There were no significant impairments during the three years ended December 31, 2022.
Asset retirement obligations. We record asset retirement obligations ("AROs") at present value at the time the liability is incurred if we can reasonably estimate the settlement date. The associated AROs are capitalized as part of the carrying amount of related long-lived assets. In future periods, the liability is accreted to its estimated fair value and the capitalized cost is depreciated over the useful life of the related asset. We also adjust the liability for changes resulting from the passage of time and/or revisions to the timing or the amount of the original estimate. Upon retirement of the long-lived asset, we either settle the obligation for its recorded amount or incur a gain or loss.
We have mining operations and legal reclamation obligations related to our facilities upon closure of the mines. The AROs primarily relate to post-closure reclamation of brine wells and sites involved in the surface mining and manufacturing of lithium in Argentina. Also, we have obligations at certain of our manufacturing facilities and offices in the event of permanent plant shutdown.
The carrying amounts for the AROs for the years ended December 31, 2022 and 2021 are $0.2 million and $0.3 million, respectively. These amounts are included in "Other long-term liabilities" on the consolidated balance sheets.
Deferred compensation plan. We have established a trust fund administered by a third party to provide funding for benefits payable under the Livent Non-qualified Saving Plan ("Livent NQSP") to which highly compensated Livent employees can elect to defer part of their compensation. The assets held in the trust consist of money market investments, a managed portfolio of equity securities and Livent common stock. For each reporting period, the Company records a net mark-to-market adjustment to Selling, general and administrative expense in our consolidated statements of operations for the investments in the trust fund and the corresponding obligation to participants in the Livent NQSP. The money market investments and equity securities assets are included in Other assets in the accompanying consolidated balance sheets. The investments in Livent common stock under the Livent NQSP are included in Treasury stock on our consolidated balance sheets. The deferred compensation obligation to participants is included in Other long-term liabilities on our consolidated balance sheets. See Note 15 and Note 17 for additional details on the Livent NQSP deferred compensation plan.
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

4.125% Convertible Senior Notes due 2025 (the "2025 Notes"). We account for our 2025 Notes under Accounting Standards Update ("ASU") No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity ("ASU 2020-06").
Financial instruments. Our financial instruments include cash and cash equivalents, trade receivables, other current assets, investments held in trust fund, trade payables, debt, derivatives and amounts included in accruals meeting the definition of financial instruments. Trade receivables and trade payables are recorded at carrying value, which approximates fair value due to the short-term nature of the instruments. Investments held in trust are for the Livent NQSP as discussed in "Deferred compensation plan" subsection above. Livent enters into derivative contracts to hedge exposures and the associated assets or liabilities are recorded in our consolidated balance sheets and the gains or losses associated with these transactions are included in the consolidated statements of operations.
Equity method investments. On June 6, 2022, Livent entered into the Transaction Agreement and Plan of Merger (the "QLP Merger") with The Pallinghurst Group ("Pallinghurst") and acquired the remaining 50% ownership of Québec Lithium Partners (UK) Limited ("QLP") from Pallinghurst and certain of its investors. Through QLP, now a wholly owned subsidiary, the Company owns a direct 50% interest in NLI which it accounts for as an equity method investment included in Investments in our consolidated balance sheets. See Note 6 for details. If facts and circumstances indicate that a decrease in value of the investment has occurred that is other than temporary, we recognize an impairment loss equal to an amount by which the carrying amount exceeds the fair value of the equity method investment. There were no impairments during the three years ended December 31, 2022.
Leases. The Company determines if an arrangement is a lease at the inception of the contract. Our operating leases are included in Operating lease right-of-use ("ROU") assets, Operating lease liabilities - current, and Operating lease liabilities - long term in the consolidated balance sheets. The operating lease ROU assets and operating lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. As most of our leases do not provide an implicit interest rate, we utilize an estimated incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. In determining the discount rate used in the present value calculation, the Company has elected to apply the portfolio approach for leases provided the leases commenced at or around the same time. This election allows the Company to account for leases at a portfolio level provided that the resulting accounting at this level would not differ materially from the accounting at the individual lease level. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.
The Company has elected not to separate lease and non-lease components and accounts for each separate lease component and non-lease component associated with that lease component as a single lease component. Operating lease ROU assets include all contractual lease payments and initial direct costs incurred less any lease incentives. Facility leases generally only contain lease expense and non-component items such as taxes and pass through charges. Additionally, we have elected not to apply the recognition requirements of ASC 842 to leases which have a lease term of less than one year at the commencement date.
Most of the Company's leases for corporate facilities contain terms for renewal and extension of the lease agreement. The exercise of lease renewal options is generally at the Company’s sole discretion. The Company includes the lease extensions when it is reasonably certain we will exercise the extension. The Company’s lease agreements do not contain any material variable lease payments, material residual value guarantees or any material restrictive covenants. We currently do not have any finance leases. See Note 16 for information on related disclosures regarding leases.
Restructuring and other charges. We continually perform strategic reviews and assess the return on our businesses. This sometimes results in a plan to restructure the operations of our business. We record an accrual for severance and other exit costs under the provisions of the relevant accounting guidance.
Additionally, as part of these restructuring plans, write-downs of long-lived assets may occur. Two types of assets are impacted: assets to be disposed of by sale and assets to be abandoned. Assets to be disposed of by sale are measured at the lower of carrying amount or estimated net proceeds from the sale. Assets to be abandoned with no remaining future service potential are written down to amounts expected to be recovered. The useful life of assets to be abandoned that have a remaining future service potential are adjusted and depreciation is recorded over the adjusted useful life.
Finite-lived intangible assets. Finite-lived intangible assets consist of a patent, which is being amortized over a period of 15 years.
Revenue recognition. Revenue from product sales is recognized when we satisfy a performance obligation by transferring the promised goods to a customer, that is, when control of the good transfers to the customer. The customer is then
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

invoiced at the agreed-upon price with payment terms generally ranging from 30 to 180 days. See Note 4 for further details regarding revenue recognition.
Research and Development. Research and development costs are expensed as incurred.
Income and other taxes. We provide current income taxes on income reported for financial statement purposes adjusted for transactions that do not enter into the computation of income taxes payable and recognize deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. Prior to separation, pursuant to the tax matters agreement with FMC, in jurisdictions where we file consolidated returns with FMC, we have recorded our allocated share of the consolidated liability as part of the income tax payable in our consolidated balance sheets. In taxing jurisdictions where we file as a standalone entity we have recorded the tax liability/benefit to income tax payable/receivable. We do not provide income taxes on the equity in undistributed earnings of consolidated foreign subsidiaries as it is our intention that such earnings will remain invested in those companies.
Segment information. We operate as one reportable segment based on the commonalities among our products and services and the manner in which we review and evaluate operating performance.
Stock-based compensation. Stock-based compensation expense for the three years ended December 31, 2022 has been recognized for all share options and other equity-based arrangements. Stock-based compensation cost is measured at the date of grant, based on the fair value of the award, and is recognized over the employee’s requisite service period. We made a policy election to recognize forfeitures in stock-based compensation expense as they occur. See Note 12 for more information.
Environmental obligations. We provide for environmental-related obligations when they are probable and amounts can be reasonably estimated.
Included in our environmental liabilities are costs for the operation, maintenance and monitoring of site remediation plans ("OM&M"). Such reserves are based on our best estimates for these OM&M plans. Over time we may incur OM&M costs in excess of these reserves which could be significant.
Environmental remediation charges represent the costs for the continuing charges associated with environmental remediation at operating sites from previous years and from products that are no longer manufactured. Livent has one environmental remediation site located in Bessemer City, North Carolina. The charge/(income) associated with the cost of remediation for the years ended December 31, 2022, 2021 and 2020 are $1.2 million, $(0.3) million and $0.1 million, respectively. These amounts are recorded as a component within "Restructuring and other charges" on the consolidated statements of operations. The total environmental remediation liability as of December 31, 2022 and 2021 was $7.0 million and $6.1 million, respectively.
Foreign currency. We translate the assets and liabilities of our foreign operations at exchange rates in effect at the balance sheet date. For foreign operations for which the functional currency is not the U.S. dollar, we record translation gains and losses as a component of accumulated other comprehensive loss in equity. The foreign operations’ statements of operations are translated at the monthly exchange rates for the period. Transactions denominated in foreign currency other than our functional currency of the operation are recorded upon initial recognition at the exchange rate at the date of the transaction. After initial recognition, monetary assets and liabilities denominated in foreign currency are remeasured at each reporting date into the functional currency at the exchange rate at that date. Exchange rate differences are recognized as foreign currency transaction gain or loss recorded as a component of Costs of sales in our consolidated statements of operations. We recorded transaction and remeasurement losses of $7.0 million, $10.3 million and $14.2 million for the years ended December 31, 2022, 2021 and 2020, respectively.
Blue Chip Swap. Our wholly owned subsidiary in Argentina uses the U.S. dollar as their functional currency. Argentina peso-denominated monetary assets and liabilities are remeasured at each balance sheet date to the official currency exchange rate then in effect which represents the exchange rate available for external commerce (import payments and export collections) and financial payments, with currency remeasurement and other transaction gains and losses recognized in earnings. In September 2019, the President of Argentina reinstituted exchange controls restricting foreign currency purchases in an attempt to stabilize Argentina’s financial markets. As a result, a legal trading mechanism known as the Blue Chip Swap emerged in Argentina for all individuals or entities to transfer U.S. dollars out of and into Argentina. The Blue Chip Swap rate is the implicit exchange rate resulting from the Blue Chip Swap transaction. Recently, the Blue Chip Swap rate has diverged significantly from Argentina’s official rate due to the economic environment. During the first half of 2022, to support our capital expansion projects, we transferred U.S. dollars into Argentina through the Blue Chip Swap method whereby our wholly owned Delaware subsidiary, MDA Lithium Holdings LLC, realized a gain from the purchase in U.S. dollars and sale in Argentina pesos of Argentina Sovereign U.S. dollar-denominated bonds. The gain of U.S. $22.2 million for the year ended December 31, 2022, was recorded to Other gain in our consolidated statement of operations.
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 3: Recently Issued and Adopted Accounting Pronouncements and Regulatory Items

New Accounting guidance and regulatory items
In November 2021, the Financial Accounting Standard Board ("FASB") issued ASU No. 2021-10, Government Assistance (Topic 832). This ASU requires business entities to disclose information about government assistance they receive if the transactions were accounted for by analogy to either a grant or a contribution accounting model. The disclosure requirements include the nature of the transaction and the related accounting policy used, the line items on the balance sheets and statements of operations that are affected and the amounts applicable to each financial statement line item and the significant terms and conditions of the transactions. The ASU is effective for annual periods beginning after December 15, 2021. The disclosure requirements can be applied either retrospectively or prospectively to all transactions in the scope of the amendments that are reflected in the financial statements at the date of initial application and new transactions that are entered into after the date of initial application. The adoption did not have a material impact on our consolidated financial statements.
In April 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848). The amendments in this ASU provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. We applied the amendments for the annual period ended December 31, 2022. The adoption did not have a material impact on our consolidated financial statements.



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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 4: Revenue Recognition
Disaggregation of revenue
We disaggregate revenue from contracts with customers by geographical areas (based on product destination) and by product categories. The following table provides information about disaggregated revenue by major geographical region:
 Year Ended December 31,
(in Millions)202220212020
North America (1)
$145.7 $61.4 $53.3 
Latin America 2.9 — 0.2 
Europe, Middle East & Africa98.1 62.2 49.2 
Asia Pacific (1)
566.5 296.8 185.5 
Total Revenue$813.2 $420.4 $288.2 
____________________
1.In 2022, countries with sales in excess of 10% of combined revenue consisted of Japan, the U.S., and China. Sales for the year ended December 31, 2022 for Japan, the U.S., and China totaled $167.6 million, $139.1 million, $304.9 million, respectively. In 2021, countries with sales in excess of 10% of combined revenue consisted of Japan, the U.S., South Korea and China. Sales for the year ended December 31, 2021 for Japan, the U.S., South Korea and China totaled $75.1 million, $59.9 million, $43.6 million and $160.0 million, respectively. In 2020, countries with sales in excess of 10% of combined revenue consisted of Japan, the U.S. and China. Sales for the year ended December 31, 2020 for Japan, the U.S. and China totaled $97.7 million, $52.6 million and $55.3 million, respectively.

For the years ended December 31, 2022, 2021 and 2020, one customer accounted for approximately 24%, 31% and 26% of total revenue, respectively and our 10 largest customers accounted in aggregate for approximately 63%, 69% and 64% of our revenue, respectively. A loss of any material customer could have a material adverse effect on our business, financial condition and results of operations.
The following table provides information about disaggregated revenue by major product category:
 Year Ended December 31,
(in Millions)202220212020
Lithium Hydroxide$415.5 $208.0 $157.5 
Butyllithium277.7 105.4 87.1 
High Purity Lithium Metal and Other Specialty Compounds50.9 36.9 31.7 
Lithium Carbonate and Lithium Chloride69.1 70.1 11.9 
Total Revenue$813.2 $420.4 $288.2 
Our lithium products are developed and sold to global and regional customers in the EV, electronics, agrochemicals, pharmaceuticals, polymer and specialty alloy metals market among others. Lithium hydroxide products are used in advanced batteries for all-electric vehicles as well as other products that require portable energy storage such as power tools and military devices. Lithium hydroxide is also sold into grease applications for use in automobiles, aircraft, railcars, agricultural and other types of equipment. Butyllithium products are primarily used as polymer initiators, and in the synthesis of agrochemicals and pharmaceuticals. High purity lithium metal and other specialty compounds include lithium phosphate, pharmaceutical-grade lithium carbonate, high purity lithium chloride and specialty organics. Additionally, we sell whatever lithium carbonate and lithium chloride we do not use internally to our customers for various applications.
Sale of Goods
Revenue from product sales is recognized when we satisfy a performance obligation by transferring the promised goods to a customer, that is, when control of the good transfers to the customer. The customer is then invoiced at the agreed-upon price with payment terms generally ranging from 30 to 180 days.
In determining when the control of goods is transferred, we typically assess, among other things, the transfer of title and risk of loss and the shipping terms of the contract.
We record amounts billed for shipping and handling fees as revenue. Costs incurred for shipping and handling are recorded in cost of sales. When we perform shipping and handling activities after the transfer of control to the customer (e.g., when control transfers prior to delivery), they are considered fulfillment activities, and accordingly, the costs are accrued to cost of sales when the related revenue is recognized.
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Amounts billed for sales and use taxes, VAT, and certain excise and other specific transactional taxes imposed on revenue-producing transactions are presented on a net basis and excluded from revenue in the consolidated statements of operations. We record a liability until remitted to the respective taxing authority.
Right of Return
We warrant to our customers that our products conform to mutually agreed product specifications. We accrue for expected returns as they occur.
Contract asset and contract liability balances
We satisfy our obligations by transferring goods and services in exchange for consideration from customers. The timing of performance sometimes differs from the timing the associated consideration is received from the customer, thus resulting in the recognition of a contract liability. We recognize a contract liability if the customer’s payment of consideration is received prior to completion of our related performance obligation.
On July 25, 2022 we entered into a long-term supply agreement with a customer to deliver battery-grade lithium hydroxide over six years between 2025 and 2030. The contract included an advance payment from the customer of $198 million, which we received in the third quarter of 2022. Revenue will be recognized as volumes are delivered. Any unrecognized deferred revenue is refundable if the agreement is terminated for any reason specified in the agreement.
The following table presents the opening and closing balances of our contract liabilities and current trade receivables (including buy/sell arrangements), net of allowances from contracts with customers.
 Balance as of
(in Millions)December 31, 2022December 31, 2021Increase
Receivables from contracts with customers, net of allowances$141.6 $96.4 $45.2 
Contract liability - short-term 15.5 — 15.5 
Contract liability - long-term198.0 — 198.0 
Performance obligations
Revenue is recognized when the performance obligation is satisfied, which is when the customer obtains control of the good or service. Occasionally, we may enter into multi-year take or pay supply agreements with customers. The aggregate amount of revenue expected to be recognized related to these contracts’ performance obligations that are unsatisfied or partially unsatisfied is approximately $656.1 million in the next three years. These approximate revenues do not include amounts of variable consideration attributable to contract renewals or contract contingencies. Based on our past experience with the customers under these arrangements, we expect to continue recognizing revenue in accordance with the contracts as we transfer control of the product to the customer (refer to the sales of goods section for our determination of transfer of control). However, in the case a shortfall of volume purchases occurs, we will recognize the amount payable by the customer over the remaining performance obligations in the contract.

Note 5: Inventories, Net

Inventories consisted of the following:
 December 31,
 (in Millions)20222021
Finished goods$44.6 $52.2 
Semi-finished goods57.1 43.6 
Raw materials, supplies, and other50.6 38.8 
FIFO inventory, net$152.3 $134.6 

Note 6: Investments     

Nemaska Lithium Inc. ("Nemaska Lithium", or "NLI"), domiciled in Canada and headquartered in Montreal, Québec, is a non-public mining company not yet in the production stage. It is a development company aiming to vertically integrate, from extracting, processing and concentrating spodumene to conversion of spodumene into battery grade lithium hydroxide,
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primarily intended for energy storage applications. Its primary assets are construction in progress and intangibles principally related to intellectual property. Nemaska Lithium intends to develop the Whabouchi spodumene mine and concentrator in the James Bay region of Québec and a lithium hydroxide conversion plant in Bécancour, Québec (collectively, the "Nemaska Lithium Project"). As a developing company and to fund the Nemaska Lithium Project, Nemaska Lithium is reliant on securing financing from its shareholders through share subscriptions.
In December 2019, Nemaska Lithium and certain affiliates filed for creditor protection in Canada under the Companies’ Creditors Arrangement Act (the "CCAA") in the Superior Court of Québec (the "CCAA Court"). In October 2020, the CCAA Court approved a sale of Nemaska Lithium structured as a credit bid under the CCAA to a group made up of Orion Mine Finance ("Orion"), Investissement Québec ("IQ", a company established by the Government of Québec to favor investment in Québec by Québec-based and international companies) and The Pallinghurst Group ("Pallinghurst", acting through a new entity named Québec Lithium Partners (UK) Limited ("QLP")). After a series of amalgamations and restructurings, the sale transactions were completed on December 1, 2020, pursuant to which IQ and QLP each acquired a 50% equity interest in Nemaska Lithium.
In the fourth quarter of 2020, Livent entered into an agreement with Pallinghurst for a 50% equity interest in QLP. Through this investment, Livent obtained indirect ownership of a 25% equity interest in Nemaska Lithium.
On June 6, 2022, Livent issued 17,500,000 shares of its common stock to acquire the remaining 50% share of QLP previously owned by Pallinghurst and certain of its investors (the "QLP Merger"). Upon consummation of the QLP Merger, Livent recorded an Investment of $387.1 million, QLP's cash and cash equivalents of $0.3 million and short-term debt of $13.5 million; and an increase to additional paid in capital of $373.9 million. Livent now owns a 50% economic interest in NLI through its ownership of QLP. The Québec provincial government, through IQ, continues to own the remaining 50% interest in Nemaska Lithium. At present, we do not have off-take rights on the production to come out of the Nemaska Lithium Project.
The Company accounts for its interest in Nemaska Lithium as an equity method investment on a one-quarter lag basis and it is included in Investments in our consolidated balance sheets. For the years ended December 31, 2022 and December 31, 2021, we recorded a $15.1 million and $5.5 million loss, respectively, related to our interest in Nemaska Lithium to Equity in net loss of unconsolidated affiliate in our consolidated statements of operations. The carrying amount of our interest in Nemaska Lithium was $437.1 million (representing our 50% interest) and $23.8 million (representing our 25% interest) as of December 31, 2022 and December 31, 2021, respectively.
As of December 31, 2022, the carrying amount of our investment in Nemaska Lithium differed from the amount of underlying equity in net assets by approximately $354.5 million. This amount represents the differences between the carrying value of certain assets of Nemaska Lithium and our related valuation on a U.S. GAAP basis in which excess cost was allocated to certain noncurrent, nonfinancial assets of Nemaska Lithium, namely, construction in progress and mining rights. The excess cost basis will be amortized to Equity in net loss of unconsolidated affiliate in our consolidated statements of operations when the Nemaska Lithium Project becomes operational.
The following summarized financial data for Nemaska Lithium present, on a one-quarter lag basis, the assets, liabilities, equity, results of operations and cash flows for Nemaska Lithium, our significant unconsolidated affiliate:

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Nemaska Lithium Inc.
December 31,
(in Millions)Note2022 (a)2021 (a)
ASSETS
Cash and cash equivalents$5.9 $10.3 
Sales tax receivable2.5 0.4 
Prepaid expenses0.6 0.6 
Other current assets0.1 — 
Assets held for sale1.0 1.1 
Total current assets10.1 12.4 
In-trust depositsb8.9 7.3 
Property, plant and equipment, net of accumulated depreciation of $0.7 in 2022 and $0.6 in 2021
c166.6 176.3 
Intangible assetsd29.5 31.9 
Total non-current assets205.0 215.5 
Total assets$215.1 $227.9 
LIABILITIES AND EQUITY
Current portion of long-term debte$35.7 $2.7 
Accounts payable and accrued liabilities4.1 2.1 
Current portion of financial liabilityf0.5 9.5 
Total current liabilities40.3 14.3 
Long-term debtg— 30.5 
Non-current portion of unsecured obligationh2.3 5.1 
Asset retirement obligationsi6.9 6.4 
Other non-current liabilities0.4 — 
Total non-current liabilities9.6 42.0 
Total current and long-term liabilities49.9 56.3 
Share capitalj115.0 71.6 
Contributed surplus24.0 25.8 
Retained earnings26.2 74.2 
Total equity165.2 171.6 
Total liabilities and equity$215.1 $227.9 
________________________
a.Represents September 30, 2022 and September 30, 2021, respectively, for Nemaska Lithium on a one-quarter lag basis, as allowed under ASC 323.
b.Represents a deposit held in trust for estimated restoration costs relating to the Whabouchi site asset retirement obligation (note i).
c.Primarily represents construction in progress for the Whabouchi site related to project engineering, equipment and site preparation and capitalized financing costs.
d.Primarily represents intellectual property in relation to patents and development costs.
e.Includes $33.2 million representing current portion of the Orion promissory note (see Note h) and $2.5 million related to the unsecured obligation governing the working relationship between the Nemaska Lithium Project and the Cree Nation of Nemaska.
f.Includes a bankruptcy restructuring obligation due to a supplier that was paid in the first quarter of 2022.
g.Represents a promissory note to Orion. The Orion note bears interest at 8%, matured November 26, 2022, and was secured by Nemaska Lithium's tangible and intangible assets.
h.Represents an unsecured obligation governing the working relationship between the Nemaska Lithium Project and the Cree Nation of Nemaska. The obligation bears interest at 4.75% per annum, matures in September, 2024, and is repaid in quarterly installments.
i.Represents the asset retirement obligation for estimated inflation-adjusted and discounted future costs associated with mine reclamation and closure activities at the Whabouchi site, and assuming that the disbursements would be made in 2056.
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j.For the twelve months ended September 30, 2022 and the ten months ended September 30, 2021, Nemaska Lithium issued 20 million and 60 million shares, respectively, for cash proceeds of $50.6 million and $70.2 million, respectively. An unlimited number of shares are authorized without par value.


Nemaska Lithium Inc.
(in Millions)Year Ended December 31,
Note
2022 (a)
2021 (a)
Summary of Statement of Operations Information:
Operating costsb$25.7 $11.5 
General and administrative costs c14.2 8.0 
Other costsd4.3 2.5 
Net loss from operations before income taxes(44.2)(22.0)
Income tax benefit— (0.2)
Net loss$(44.2)$(21.8)
_________________________
a.Represents the twelve months ended September 30, 2022 and the ten months ended September 30, 2021 (our initial investment was made on December 1, 2020), respectively, for Nemaska Lithium on a one-quarter lag basis, as allowed under ASC 323.
b.Primarily includes construction management and engineering consulting fees.
c.Primarily includes employee compensation, rent, office and other expenses and professional fees.
d.Primarily includes finance costs and foreign exchange gains and losses.
Nemaska Lithium Inc.
(in Millions)Year Ended December 31,
Note
2022 (a)
2021 (a)
Cash used in operating activities$(41.6)$(15.0)
Cash used in investing activities:
Additions to property, plant and equipment(1.4)— 
Purchases of intangible assets(0.1)— 
Proceeds from sale of assets— 0.3 
Increase in deposit to suppliers — (0.8)
Cash used in investing activities$(1.5)$(0.5)
Cash provided by financing activities:
Proceeds from issuance of sharesb50.6 70.2 
Debt repayment(8.8)(50.0)
Payment of unsecured obligation(2.6)(2.7)
Cash provided by financing activities$39.2 $17.5 
Effect of exchange rate changes on cash and cash equivalents(0.5)0.6 
(Decrease)/increase in cash and cash equivalents(4.4)2.6 
Cash and cash equivalents, beginning of period10.3 7.7 
Cash and cash equivalents, end of period$5.9 $10.3 
_________________________
a.Represents the twelve months ended September 30, 2022 and the ten months ended September 30, 2021, respectively, for Nemaska Lithium on a one-quarter lag basis, as allowed under ASC 323.
b.For the ten months ended September 30, 2021, Nemaska issued 60 million shares for cash proceeds of $70.2 million, $50 million of which was used to pay a portion of promissory note to Orion.

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Note 7: Property, Plant and Equipment, Net
Property, plant and equipment consisted of the following:
 December 31,
(in Millions)20222021
Land and land improvements$87.0 $85.8 
Buildings85.8 84.4 
Machinery and equipment333.4 330.2 
Construction in progress715.2 420.5 
Total cost$1,221.4 $920.9 
Accumulated depreciation(253.1)(243.0)
Property, plant and equipment, net$968.3 $677.9 

Depreciation expense was $25.1 million, $22.9 million, and $22.0 million in 2022, 2021 and 2020, respectively.


Note 8: Restructuring and Other Charges
The following table shows total restructuring and other charges included in the consolidated statements of operations:
 Year Ended December 31,
(in Millions)202220212020
Restructuring charges:
Severance-related and exit costs (1)
$1.8 $0.2 $6.2 
Other charges:
Environmental remediation (2)
1.2 (0.3)0.1 
Other (3)
4.5 3.9 4.4 
Total restructuring and other charges $7.5 $3.8 $10.7 
___________________ 
1.The years ended December 31, 2022, 2021, and 2020 include exit and severance costs for restructuring and management changes at certain operating and administrative facilities. Additionally, December 31, 2020 includes exit costs of $1.6 million for the closing of leased office space.
2.Represents costs associated with environmental remediation with respect to certain discontinued products. There is one environmental remediation site in Bessemer City, North Carolina. See Note 9 for more details.
3.The year ended December 31, 2022 and 2021 consists primarily of transaction-related legal fees and miscellaneous nonrecurring transactions. The year ended December 31, 2020 includes legal fees related to IPO securities litigation, including $2.0 million accrued for the IPO securities litigation settlement, net of insurance reimbursement.

Note 9: Environmental Obligations
We are subject to various federal, state, local and foreign environmental laws and regulations that govern emissions of air pollutants, discharges of water pollutants, and the manufacture, storage, handling and disposal of hazardous substances, hazardous wastes and other toxic materials and remediation of contaminated sites. We are also subject to liabilities arising under the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA") and similar state laws that impose responsibility on persons who arranged for the disposal of hazardous substances, and on current and previous owners and operators of a facility for the clean-up of hazardous substances released from the facility into the environment. We are also subject to liabilities under the Resource Conservation and Recovery Act ("RCRA") and analogous state laws that require owners and operators of facilities that have treated, stored or disposed of hazardous waste pursuant to a RCRA permit to follow certain waste management practices and to clean up releases of hazardous substances into the environment associated with past or present practices. In addition, when deemed appropriate, we enter certain sites with potential liability into voluntary remediation compliance programs, which are also subject to guidelines that require owners and operators, current and previous, to clean up releases of hazardous substances into the environment associated with past or present practices.
Environmental liabilities consist of obligations relating to waste handling and the remediation and/or study of sites at which we are alleged to have released or disposed of hazardous substances. As of the periods presented, the Bessemer City site located in North Carolina is the only site for which we have a reserve. We have provided reserves for potential environmental obligations
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that we consider probable and for which a reasonable estimate of the obligation can be made. Accordingly, total reserves of $7.0 million and $6.1 million existed for the years ended December 31, 2022 and 2021, respectively.
The estimated reasonably possible environmental loss contingencies exceed amount accrued by approximately $3.5 million at December 31, 2022. This reasonably possible estimate is based upon information available as of the date of the filing and the actual future losses may be higher given the uncertainties regarding the status of laws, regulations, enforcement policies, the impact of potentially responsible parties, technology and information related to the site.
Although potential environmental remediation expenditures in excess of the reserves and estimated loss contingencies could be significant, the impact on our future consolidated financial results is not subject to reasonable estimation due to numerous uncertainties concerning the nature and scope of possible contamination, identification of remediation alternatives under constantly changing requirements, selection of new and diverse clean-up technologies to meet compliance standards, and the timing of potential expenditures. The liabilities arising from potential environmental obligations that have not been reserved for at this time may be material to results of operations in the future.
The table below is a roll forward of our total environmental reserves.
(in Millions)Environmental Reserves Total
Balance as of December 31, 2020$6.7 
Change in reserves (0.3)
Cash payments(0.3)
Balance as of December 31, 2021$6.1 
Change in reserves 1.2 
Cash payments(0.3)
Balance as of December 31, 2022$7.0 

The table below provides detail of current and long-term environmental reserves.
 December 31,
(in Millions)20222021
Environmental reserves, current (1)
$0.6 $0.5 
Environmental reserves, long-term (2)
6.4 5.6 
Total environmental reserves$7.0 $6.1 
______________
1.These amounts are included within "Accrued and other liabilities" on the consolidated balance sheets.
2.These amounts are included in "Environmental liabilities" on the consolidated balance sheets.


Note 10: Income Taxes
Domestic and foreign components of income/(loss) from operations before income taxes are shown below:
 Year Ended December 31,
(in Millions)202220212020
Domestic$133.2 $(15.2)$(19.7)
Foreign202.2 39.1 (2.3)
Total$335.4 $23.9 $(22.0)
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The provision for income taxes attributable to income/(loss) from operations consisted of: 
 Year Ended December 31,
(in Millions)202220212020
Current:
Federal $43.7 $1.7 $(1.9)
Foreign5.6 2.6 4.6 
State1.3 — — 
Total current$50.6 $4.3 $2.7 
Deferred:
Federal $(1.9)$1.3 $(0.9)
Foreign13.3 17.7 (7.4)
State(0.1)— (0.1)
Total deferred11.3 19.0 (8.4)
Total$61.9 $23.3 $(5.7)


The effective income tax rate applicable to income/(loss) from operations before income taxes was different from the statutory U.S. federal income tax rate due to the factors listed in the following table: 
 Year Ended December 31,
(in Millions)202220212020
U.S. Federal statutory rate$70.4 $5.1 $(4.6)
Foreign earnings subject to different tax rates(30.0)(1.2)0.6 
Foreign derived intangible income (2.1)(0.7)— 
State and local income taxes, less federal income tax benefit0.9 — (0.1)
Tax on intercompany dividends and deemed dividends for tax purposes 19.8 3.8 0.1 
Changes to unrecognized tax benefits(0.5)(0.9)2.1 
Other permanent items(2.8)(0.9)(0.2)
Change in valuation allowance(1.7)4.4 0.3 
Exchange gains and losses (1)
6.9 12.7 (5.9)
Withholding taxes net of credits0.6 0.8 1.1 
Other 0.4 0.2 0.9 
Total tax provision/(benefit)$61.9 $23.3 $(5.7)
____________________ 
1.Includes the impact of transaction gains or losses on net monetary assets for which no corresponding tax expense or benefit is realized and the tax provision for statutory taxable gains or losses in foreign jurisdictions for which there is no corresponding amount in income before taxes. Additionally, the years ended December 31, 2022 and 2021 include an adjustment relating to inflation.


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Significant components of our deferred tax assets and liabilities were attributable to:
  December 31,
(in Millions)20222021
Environmental and restructuring$0.7 $0.4 
Net operating loss carry-forwards and credits19.2 5.7 
Inventory4.5 — 
Other assets and reserves8.7 7.9 
Deferred tax assets$33.1 $14.0 
Valuation allowance, net(2.8)(6.4)
Deferred tax assets, net of valuation allowance$30.3 $7.6 
Property, plant and equipment, net(17.0)(19.0)
Deferred inflationary gain(28.4)— 
Other liabilities(0.6)(0.4)
Deferred tax liabilities(46.0)(19.4)
Net deferred tax liabilities$(15.7)$(11.8)

We evaluate our deferred income taxes quarterly to determine if valuation allowances are required or should be adjusted. U.S. GAAP requires companies to assess whether valuation allowances should be established against deferred tax assets based on all available evidence, both positive and negative, using a "more likely than not" standard. In assessing the need for a valuation allowance, appropriate consideration is given to all positive and negative evidence related to the realization of deferred tax assets. This assessment considers, among other matters, the nature and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carry-forward periods, and tax planning alternatives.

As of December 31, 2022, we had total foreign net operating loss carry-forwards of $17.6 million (tax effected) primarily related to Argentina and expiring within 5 years. As of December 31, 2021, we had total foreign net operating loss carry-forwards of $3.5 million (tax effected) primarily related to the Netherlands and United Kingdom.
Income taxes are not provided for any additional outside basis differences inherent in our investments in subsidiaries because the investments and related unremitted earnings are essentially permanent in duration or we have concluded that no additional tax liability will arise upon disposal. Determining the amount of unrecognized deferred tax liability related to any remaining undistributed foreign earnings is not practicable due to the complexity of the hypothetical calculation.

Uncertain Income Tax Positions
U.S. GAAP accounting guidance for uncertainty in income taxes prescribes a model for the recognition and measurement of a tax position taken or expected to be taken in a tax return, and provides guidance on derecognition, classification, interest and penalties, disclosure and transition.
We file tax returns in various jurisdictions. Pursuant to the TMA with FMC we have recorded amounts in uncertain tax positions at December 31, 2018 for tax positions that relate to our legacy business before IPO. In jurisdictions where we filed consolidated returns with FMC, and did not maintain the entity at IPO, our uncertain tax positions have been reduced as of December 31, 2022. We have recorded a $1.0 million indemnification asset from FMC regarding uncertain tax positions that are related to our legacy business before IPO and for which we are indemnified by FMC. Our significant foreign jurisdictions, which total 4, are open for examination and adjustment during varying periods from 2016 - 2021.
As of December 31, 2022, we had total unrecognized tax benefits of $4.5 million, of which $1.7 million would unfavorably impact the effective tax rate from operations if recognized. As of December 31, 2021, we had total unrecognized tax benefits of $2.9 million, of which $1.0 million would unfavorably impact the effective tax rate if recognized. As of December 31, 2020, we had total unrecognized tax benefits of $2.7 million, of which $1.3 million would unfavorably impact the effective tax rate if recognized. Interest and penalties related to unrecognized tax benefits are reported as a component of income tax expense. For the years ended December 31, 2022, 2021 and 2020, we recognized interest and penalties of $0.2 million, $(0.1) million, and $0.7 million, respectively, in the consolidated statement of operations. As of December 31, 2022 and 2021, we have accrued interest and penalties in the consolidated balance sheets of $0.8 million and $0.6 million, respectively.

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Due to the potential for resolution of federal, state, or foreign examinations, and the expiration of various jurisdictional statutes of limitation, it is reasonably possible that our liability for unrecognized tax benefits will decrease within the next 12 months by a range of zero to $1.0 million.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 
(in Millions)202220212020
Balance at beginning of year
$2.9 $2.7 $2.4 
Increases related to positions taken in the current year3.3 — 0.7 
Decreases related to positions taken in prior years— (1.6)— 
Increases related to positions taken in prior years— 1.9 — 
Decreases related to lapse of statutes of limitations(0.1)(0.1)(0.4)
Settlement of uncertain tax positions(1.6)— — 
Balance at end of year$4.5 $2.9 $2.7 


Note 11: Debt
Long-term debt
Long-term debt consists of the following:
Interest Rate
Percentage
Maturity
Date		December 31, 2022December 31, 2021
(in Millions)SOFR borrowingsBase rate borrowings
Revolving Credit Facility (1)
6.21%8.25%2027$— $— 
4.125% Convertible Senior Notes due 2025
4.125%2025245.8 245.8 
Transaction costs - 2025 Notes(3.9)(5.4)
Total long-term debt (2)
$241.9 $240.4 
______________________________
1.As of December 31, 2022 and December 31, 2021, there were $14.9 million and $14.5 million, respectively, in letters of credit outstanding under our Revolving Credit Facility and $485.1 million and $385.5 million available funds as of December 31, 2022 and December 31, 2021, respectively. Fund availability is subject to the Company meeting its debt covenants.
2.As of December 31, 2022 and December 31, 2021, the Company had no debt maturing within one year.

Deferred Payment Note ("QLP Note")
Prior to becoming our wholly owned subsidiary pursuant to the QLP Merger, on November 26, 2020, QLP entered into the QLP Note to defer $12.5 million of its investment commitment for its 50% share of Nemaska Lithium. Upon our acquisition of the remaining share of QLP in June 2022, the QLP Note became the sole liability of Livent. The QLP Note, payable to Nemaska Lithium Shawinigan Transformation Inc., an affiliate of Orion, had a maturity date of November 26, 2022 and earned coupon interest at an annual rate of 8%, compounded to the principal monthly, for the first twelve months. This interest was payable at the maturity date, along with the principal. From November 26, 2021, interest on the note accrued and was payable monthly. On October 14, 2022, QLP paid Nemaska Lithium Shawinigan cash of $13.5 million to repay the QLP Note.
4.125% Convertible Senior Notes due 2025
In 2020, the Company issued $245.8 million in aggregate principal amount of 4.125% Convertible Senior Notes due in July 2025 (the "2025 Notes"). The 2025 Notes are our general unsecured senior obligations. Total net cash proceeds received were $238.2 million net of $7.6 million of third-party transaction costs, including initial purchasers' discounts and commissions. The Company used or will use the net proceeds received to finance or refinance eligible green projects designed to align with the provisions of the International Capital Market Association Green Bond Principles 2018.
Each $1,000 of principal of the 2025 Notes is initially convertible into 114.4885 shares of our common stock, which is equivalent to an initial conversion price of $8.73 per share, subject to adjustment upon the occurrence of specified events. We may not redeem the 2025 Notes prior to July 20, 2023. We may redeem for cash all or any portion of the 2025 Notes, at our
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option, on or after July 20, 2023 if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest.
Holders of the 2025 Notes may convert their notes at any time, at their option, on or after January 15, 2025. Further, holders of the 2025 Notes may convert their notes at any time, at their option, prior to January 15, 2025 only under the following circumstances: (1) during any calendar quarter commencing after September 30, 2020 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each trading day; (2) during the five-business day period after any five-consecutive trading day period in which the trading price per $1,000 principal amount of the 2025 Notes for each trading day of such period is less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day, (3) if we call any or all of the 2020 Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date or (4) if specified corporate events occur. Upon conversion, the 2025 Notes will be settled in cash, shares of our common stock or a combination thereof, at our election. If a fundamental change occurs prior to the maturity date, holders of the 2025 Notes may require us to repurchase all or a portion of their 2025 Notes for cash at a repurchase price equal to 100% of the principal amount plus any accrued and unpaid interest. In addition, if specific corporate events occur prior to the maturity date or if we deliver a notice of redemption, we will increase the conversion rate for a holder who elects to convert its 2025 Notes in connection with such an event or notice of redemption in certain circumstances.
In the first quarter of 2023, the holders of the 2025 Notes were notified that the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, December 31, 2022 was greater than or equal to 130% of the conversion price on each trading day, and as a result, the holders have the option to convert all or any portion of their 2025 Notes through March 31, 2023. The 2025 Notes are classified as long-term debt.
The Company recorded interest expense related to the amortization of transaction costs of $1.5 million for each of the years ended December 31, 2022 and 2021; $1.5 million and $1.2 million of which was capitalized for years ended December 31, 2022 and 2021, respectively. The Company recorded $10.2 million of accrued interest expense related to the principal amount, all of which was capitalized, for each of the years ended December 31, 2022 and 2021.
Amended and Restated Credit Agreement, (the "Revolving Credit Facility")
On September 1, 2022, the Company entered into the Revolving Credit Facility among the Company, Livent USA Corp (together with the Company, the "Borrowers"), certain subsidiaries of the Borrowers as guarantors, the lenders (the “Lenders”) and issuing banks and Citibank, N.A., as administrative agent. The Revolving Credit Facility amended and restated the Company’s Original Credit Agreement, as amended (the “Credit Agreement”).
The Revolving Credit Facility provides for a $500 million senior secured revolving credit facility, $50 million of which is available for the issuance of letters of credit for the account of the Borrowers, with an option to request, and subject to each Lender’s sole discretion, that the aggregate revolving credit commitments be increased to up to $700 million. The issuance of letters of credit and the proceeds of revolving credit loans made pursuant to the Revolving Credit Facility may be used for general corporate purposes, including capital expenditures and permitted acquisitions.
Revolving loans under the Revolving Credit Facility will bear interest at a floating rate, which will be (i) a base rate, (ii) Adjusted Term Secured Overnight Financing Rate ("SOFR") (defined as the forward-looking SOFR term rate published by CME Group Benchmark Administration Limited plus 0.10% per annum subject to a floor of zero) or (iii) Euro Interbank Offered Rate ("EURIBOR"), plus, in each case, an applicable margin, as determined in accordance with the provisions of the Revolving Credit Facility. The Revolving Credit Facility includes a quarterly commitment fee on the average daily unused amount of each Lender’s revolving credit commitment at a rate equal to an applicable percentage based on the Company’s first lien leverage ratio. The initial commitment fee is 0.25% per annum. Amounts under the Revolving Credit Facility may be borrowed, repaid and re-borrowed from time to time until the final maturity date on September 1, 2027. Voluntary prepayments and commitment reductions are permitted at any time without payment of any prepayment fee upon proper notice and subject to minimum dollar amounts. Certain of the Borrowers’ domestic subsidiaries (the "Guarantors") guarantee the obligations of the Borrowers under the Revolving Credit Facility. The obligations of the Borrower and the Guarantors are secured by all of the assets of the Borrowers and the Guarantors, including the Borrowers’ facility and real estate in Bessemer City, North Carolina, subject to certain exceptions and exclusions.
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The foregoing description of the Revolving Credit Facility does not purport to be complete and is qualified in its entirety by reference to the Amended and Restated Credit Agreement, which is filed as Exhibit 10.23 to this Annual Report on Form 10-K.
We recorded $2.2 million of incremental deferred financing costs in the consolidated balance sheets for the Revolving Credit Facility commitment, arrangement and legal fees and a $0.1 million loss on debt extinguishment in the consolidated statements of operations for the twelve months ended December 31, 2022 for the write off of existing deferred financing costs to recognize a partial change in syndication related to the Revolving Credit Facility. The carrying value of our deferred financing costs was $2.8 million as of December 31, 2022 and is recorded to Other assets in our consolidated balance sheet.
Covenants
The Credit Agreement contains certain affirmative and negative covenants that are binding on the Borrowers and their subsidiaries, including, among others, restrictions (subject to exceptions and qualifications) on the ability of the Borrowers and their subsidiaries to create liens, to undertake fundamental changes, to incur debt, to sell or dispose of assets, to make investments, to make restricted payments such as dividends, distributions or equity repurchases, to change the nature of their businesses, to enter into transactions with affiliates and to enter into certain burdensome agreements. Furthermore, the Borrowers are subject to financial covenants regarding leverage (measured as the ratio of debt to adjusted earnings) and interest coverage (measured as the ratio of adjusted earnings to interest expense). Our financial covenants have not changed with the September 1, 2022 amendments to our Credit Agreement. Our maximum allowable first lien leverage ratio is 3.5 as of December 31, 2022. Our minimum allowable interest coverage ratio is 3.5. We were in compliance with all requirements of the covenants at December 31, 2022.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 12: Stock-based Compensation
Livent Corporation Incentive Compensation and Stock Plan
As of December 31, 2022, the total shares of Livent common stock authorized for issuance under the Livent Corporation Incentive Compensation and Stock Plan (the "Livent Plan") is 10,683,837 shares. The Livent Plan provides for the grant of a variety of cash and equity awards to officers, directors, employees and consultants, including stock options, restricted stock, restricted stock units (including performance units), stock appreciation rights, and management incentive awards. The Compensation and Organization Committee of the Livent Board of Directors (the "Livent Committee") has the authority to amend the Livent Plan at any time, approve financial targets, award grants, establish performance objectives and conditions and the times and conditions for payment of awards.
Stock options granted under the Livent Plan may be incentive or non-qualified stock options. The exercise price for stock options may not be less than the fair market value of the stock at the date of grant. Awards granted under the Livent Plan vest or become exercisable or payable at the time designated by the Livent Committee. The options granted in 2022 will vest on the third anniversary of the date of grant, subject generally to continued employment, and cost is recognized over the vesting period. Incentive and non-qualified options granted under the Livent Plan expire not later than 10 years from the grant date.
Under the Livent Plan, awards of restricted stock units ("RSUs") vest over periods designated by the Livent Committee. The RSUs granted in 2022 to employees vest on the same schedule as the stock options granted in 2022. The RSUs granted to non-employee directors in 2022 vest at the Company's next annual meeting of stockholders following the grant date. Compensation cost is recognized over the vesting periods based on the market value of Livent common stock on the grant date of the award.
Stock Compensation
We recognized the following stock compensation expense for awards under the Livent Plan:
Year Ended December 31,
(in Millions)202220212020
Stock Option Expense, net of taxes of $0.3, $0.3 and $0.2
$1.8 $1.6 $1.1 
Restricted Stock Expense, net of taxes of $0.7, $0.6 and $0.5
3.6 2.9 2.6 
Performance-Based Restricted Stock Expense, net of taxes of $0.1
0.4 — — 
Total Stock Compensation Expense, net of taxes of $1.1, $0.9 and $0.7 (1)
$5.8 $4.5 $3.7 
____________________ 
1.Gross stock compensation charges of $6.8 million and $0.1 million were recorded to "Selling, general and administrative expenses" and "Restructuring and other charges", respectively, in our consolidated statement of operations for the year ended December 31, 2022. Gross stock compensation charges of $5.3 million was recorded to "Selling, general and administrative expenses" in our consolidated statement of operations for the year ended and December 31, 2021. Gross stock compensation charges of $4.1 million, $0.2 million and $0.1 million were recorded to "Selling, general and administrative expenses", "Restructuring and other charges", and "Separation-related costs", respectively, in our consolidated statement of operations for the year ended December 31, 2020.
Stock Options
The grant date fair values of the stock options granted in the year ended December 31, 2022, were estimated using the Black-Scholes option valuation model, the key assumptions for which are listed in the table below. The expected volatility assumption is based on the historical volatility of a group of fifteen of our publicly traded peers that operate in the specialty chemical sector. The expected life represents the period of time that options granted are expected to be outstanding. The risk-free interest rate is based on U.S. Treasury securities with terms equal to the expected timing of stock option exercises as of the grant date. The dividend yield assumption reflects anticipated dividends on Livent's common stock. Livent stock options granted in 2022 cliff vest on the third anniversary following the grant date and expire ten years from the date of grant.
The following table contains Black Scholes valuation assumptions for stock option granted for the years ended December 31, 2022, 2021 and 2020: 
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202220212020
Expected dividend yield—%—%—%
Expected volatility28.9%
27.0%
20.2% - 20.7%
Expected life (in years)6.5
6.5
6.5
Risk-free interest rate1.95%
0.81%
1.20% - 1.73%
The weighted-average grant date fair value of options granted during the years ended December 31, 2022, 2021 and 2020 was $7.01 per share, $5.86 and $2.29 per share, respectively.
The following table shows stock option activity, for the year ended December 31, 2022:
Number of Options Granted But Not ExercisedWeighted-Average Remaining Contractual Life
(in Years)		Weighted-Average Exercise Price Per ShareAggregate Intrinsic Value (in Millions)
Outstanding as of December 31, 20212,134,431 6.4$14.37 $21.4 
Granted188,036 $21.01 
Exercised(246,958)$12.78 $4.9 
Forfeited(1,427)$21.01 
Outstanding as of December 31, 20222,074,082 6.1$15.16 $10.2 
Exercisable as of December 31, 20221,059,628 4.5$13.06 $7.2 
As of December 31, 2022 and December 31, 2021, we had total remaining unrecognized compensation cost related to unvested stock options of $2.1 million and $3.0 million, which will be amortized over the weighted-average remaining requisite service period of approximately 1.6 years. The aggregate intrinsic value of stock options exercised for the year ended December 31, 2021 and 2020 was $1.2 million and $0.4 million, respectively.
Restricted Stock Unit Awards
The grant date fair value of RSUs under the Livent Plan is based on the market price per share of Livent's common stock on the date of grant, and the related compensation cost is amortized to expense on a straight-line basis over the vesting period during which the employees perform related services, which for the RSUs granted in 2022 is cliff vesting on the third anniversary following the grant date.
The following table shows RSU activity for the year ended December 31, 2022:
Restricted Stock Units
Number of
awards		Weighted-Average Grant Date Fair ValueAggregate Intrinsic Value (in Millions)
Nonvested as of December 31, 2021716,438 $14.03 $17.5 
Granted251,814 $22.72 
Vested(175,766)$14.10 
Forfeited(3,371)$20.77 
Nonvested as of December 31, 2022789,115 $16.76 $15.7 
The weighted-average grant date fair value of RSUs granted during the years ended December 31, 2022, 2021 and 2020 was $22.72 per share, $20.12 per share and $7.31 per share, respectively. The intrinsic value of RSUs vested during the years ended December 31, 2022, 2021, and 2020 was $4.7 million, $5.0 million, and $1.6 million, respectively. The total fair value of RSUs vested during the years ended December 31, 2022, 2021 and 2020 was $2.5 million, $3.2 million, and $1.7 million, respectively.
As of December 31, 2022, there was total remaining unrecognized compensation cost related to unvested RSUs of $5.8 million which will be amortized over the weighted-average remaining requisite service period of approximately 1.9 years.

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Performance-Based Restricted Stock Unit ("PRSU") Awards
The Company granted approximately sixty-three thousand PRSUs ("2022 PRSUs") to key employees on February 23, 2022, as authorized under the provisions of the Livent Plan. The number of 2022 PRSUs ultimately earned will be based on Livent's Total Shareholder Return ("TSR") relative to the TSR of the companies in the Russell 3000 Chemical Supersector Index over a three year performance period from January 1, 2022 through December 31, 2024 (the "Performance Period"). The final number of 2022 PRSUs earned will range from 0% to 200% of the number of 2022 PRSUs granted based on the Company's relative TSR performance over the Performance Period.
Because the value of the 2022 PRSUs is dependent upon the attainment of a level of TSR, it requires the impact of the market condition to be considered when estimating the fair value of the 2022 PRSUs. As a result, the Monte Carlo model is applied and the most significant valuation assumptions used related to the 2022 PRSUs during the year ending December 31, 2022, include:

Valuation date stock price
$21.01
Expected volatility
72.99%
Risk free rate
1.74%

The February 23, 2022 grant date fair value of each 2022 PRSU granted was $20.82 per share. Related compensation cost is amortized to expense on a straight-line basis over the vesting period during which the employees perform related services, which for the 2022 PRSUs granted in 2022 is cliff vesting on the third anniversary following the grant date.
The following table shows PRSU activity for the year ended December 31, 2022:

Performance-Based Restricted Stock Units
Number of
awards		Weighted-Average Grant Date Fair ValueAggregate Intrinsic Value (in Millions)
Nonvested as of December 31, 2021— $— $— 
Granted63,327 $20.82 
Forfeited(481)$20.82 
Nonvested as of December 31, 202262,846 $20.82 $1.2 
The weighted-average grant date fair value of PRSUs granted during the year ended December 31, 2022 was $20.82 per share. No PRSUs vested during the year ended December 31, 2022.
As of December 31, 2022, there was total remaining unrecognized compensation cost related to unvested PRSUs of $0.9 million which will be amortized over the weighted-average remaining requisite service period of approximately 1.9 years.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 13: Equity
The following table reflects the changes in Livent's common shares issued and outstanding for each period presented:
IssuedTreasuryOutstanding
Balance as of December 31, 2020146,461,249 (99,268)146,361,981 
RSU awards270,775 — 270,775 
Stock option awards109,578 — 109,578 
Net purchases of treasury stock - deferred compensation plan— (2,350)(2,350)
Issuance of common stock14,950,000 — 14,950,000 
Balance as of December 31, 2021161,791,602 (101,618)161,689,984 
RSU awards113,565 — 113,565 
Stock option awards246,958 — 246,958 
Net purchases of treasury stock - deferred compensation plan— (1,957)(1,957)
Issuance of common stock17,500,000 — 17,500,000 
Balance as of December 31, 2022179,652,125 (103,575)179,548,550 

On June 6, 2022, the Company closed on the QLP Merger and issued 17,500,000 shares of its common stock, par value $0.001 per share, in a private placement as consideration to acquire the remaining 50% share of QLP previously owned by Pallinghurst and certain of its investors. See Note 6 for details.
Accumulated other comprehensive loss
Summarized below is the roll forward of accumulated other comprehensive loss, net of tax.
(in Millions)Foreign currency adjustments
Derivative Instruments (1)
Total
Accumulated other comprehensive loss, net of tax as of December 31, 2020$(44.4)$— $(44.4)
Other comprehensive income before reclassifications1.3 0.3 $1.6 
Amounts reclassified from accumulated other comprehensive loss— (0.1)(0.1)
Accumulated other comprehensive loss, net of tax as of December 31, 2021$(43.1)$0.2 $(42.9)
Other comprehensive loss before reclassifications(7.9)(0.9)(8.8)
Amounts reclassified from accumulated other comprehensive loss— 0.7 0.7 
Accumulated other comprehensive loss, net of tax as of December 31, 2022$(51.0)$— $(51.0)
______________
1.See Note 15 for more information.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Reclassifications of accumulated other comprehensive loss

The table below provides details about the reclassifications from accumulated other comprehensive loss and the affected line items in the consolidated statement of operations for each of the periods presented.
Details about Accumulated Other Comprehensive Loss Components
Amounts Reclassified from Accumulated Other Comprehensive Loss (1)
Affected Line Item in the Consolidated Statements of Income
(in Millions)Year ended December 31, 2022Year ended December 31, 2021
Derivative instruments
Foreign currency contracts$0.9 $(0.1)Costs of sales
Total before tax0.9 (0.1)
(0.2)— Provision for income taxes
Amount included in net income$0.7 $(0.1)
Total reclassifications for the period$0.7 $(0.1)Amount included in net income
____________________
1.Amounts in parentheses indicate charges to the consolidated statement of operations. Provision for income taxes was less than $0.1 million for the year ended December 31, 2021. No amounts were reclassified for the year ended December 31, 2020.

Dividends
For the years ended December 31, 2022, 2021 and 2020, we paid no dividends. We do not expect to pay any dividends in the foreseeable future.

Note 14: Earnings/(Loss) Per Share
Earnings/(loss) per common share ("EPS") is computed by dividing net income/(loss) by the weighted average number of common shares outstanding during the period on a basic and diluted basis.
Our potentially dilutive securities include potential common shares related to our stock options, restricted stock units, performance-based restricted stock units and 2025 Notes. Diluted earnings/(loss) per share ("Diluted EPS") considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. Diluted EPS excludes the impact of potential common shares related to our stock options in periods in which the option exercise price is greater than the average market price of our common stock for the period. We use the if-converted method when calculating the potential dilutive effect of our 2025 Notes.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Earnings/(loss) applicable to common stock and common stock shares used in the calculation of basic and diluted earnings/(loss) per share are as follows:
(in Millions, Except Per Share Data)Year Ended December 31,
202220212020
Numerator:
Net income/(loss)$273.5 $0.6 $(16.3)
Adjustment for interest on 2025 Notes, net of tax (1)
— 0.2 — 
Net income/(loss) after assumed conversion of 2025 Notes$273.5 $0.8 $(16.3)
Denominator:
Weighted average common shares outstanding - basic 171.8 154.7 146.2 
Dilutive share equivalents from share-based plans 1.7 1.5 — 
Dilutive share equivalents from 2025 Notes28.1 28.1 — 
Weighted average common shares outstanding - diluted 201.6 184.3 146.2 
Basic earnings/(loss) per common share:
Net income/(loss) per weighted average share - basic$1.59 $— $(0.11)
Diluted earnings/(loss) per common share:
Net income/(loss) per weighted average share - diluted$1.36 $— $(0.11)
_______________________________
1.For the years ended December 31, 2022, 2021 and 2020 $11.6 million, $11.4 million and $5.7 million of interest for the 2025 Notes was capitalized, respectively.    
The following table presents weighted average share equivalents associated with share-based plans and the 2025 Notes that were excluded from the diluted shares outstanding calculation because the result would have been antidilutive. The 2025 Notes are further discussed in Note 11.
(in Millions)Year Ended December 31,
202220212020
Share equivalents from share-based plans — — 0.7 
Share equivalents from 2025 Notes— — 14.6 
Total antidilutive weighted average share equivalents — — 15.3 
Anti-dilutive stock options
For the years ended December 31, 2022 and 2021 none of the outstanding options to purchase shares of our common stock were anti-dilutive. For the year ended December 31, 2020, options to purchase 1,684,731 shares of our common stock at an average exercise price of $13.13 per share a were anti-dilutive and not included in the computation of diluted earnings per share because the exercise price of the options was greater than the average market price of the common stock for the full year.

Note 15: Financial Instruments, Risk Management and Fair Value Measurements
Our financial instruments include cash and cash equivalents, trade receivables, other current assets, investments held in trust fund, trade payables, debt, derivatives and amounts included in accruals meeting the definition of financial instruments. Investments in the Livent NQSP deferred compensation plan trust fund are considered Level 1 investments based on readily available quoted prices in active markets for identical assets. The carrying value of cash and cash equivalents, trade receivables, other current assets, and accounts payable approximates their fair value and are considered Level 1 investments. Our other financial instruments include the following:
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Financial InstrumentValuation Method
Foreign exchange forward contractsEstimated amounts that would be received or paid to terminate the contracts at the reporting date based on current market prices for applicable currencies.
The estimated fair value of our foreign exchange forward contracts have been determined using standard pricing models which take into account the present value of expected future cash flows discounted to the balance sheet date. These standard pricing models utilize inputs derived from, or corroborated by, observable market data such as interest rate yield curves and currency and commodity spot and forward rates.
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The inputs used to measure fair value are classified into the following hierarchy:
Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 - Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.
Level 3 - Unobservable inputs for the asset or liability.
The estimated fair value and the carrying amount of debt was $791.8 million and $241.9 million, respectively, as of December 31, 2022. Our 2025 Notes are classified as Level 2 in the fair value hierarchy.
Use of Derivative Financial Instruments to Manage Risk
We mitigate certain financial exposures connected to currency risk through a program of risk management that includes the use of derivative financial instruments. We enter into foreign exchange forward contracts to reduce the effects of fluctuating foreign currency exchange rates.
We formally document all relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. This process includes relating derivatives that are designated as fair value or cash flow hedges to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions. We also assess both at the inception of the hedge and on an ongoing basis, whether each derivative is highly effective in offsetting changes in fair values or cash flows of the hedged item. If we determine that a derivative is not highly effective as a hedge, or if a derivative ceases to be a highly effective hedge, we discontinue hedge accounting with respect to that derivative prospectively.
Foreign Currency Exchange Risk Management
We conduct business in many foreign countries, exposing earnings, cash flows, and our financial position to foreign currency risks. The majority of these risks arise as a result of foreign currency transactions. The primary currencies for which we have exchange rate exposure are the Euro, the British pound, the Chinese yuan, the Argentine peso, and the Japanese yen. We currently do not hedge foreign currency risks associated with the Argentine peso due to the limited availability and the high cost of suitable derivative instruments. Our policy is to minimize exposure to adverse changes in currency exchange rates. This is accomplished through a controlled program of risk management that could include the use of foreign currency debt and forward foreign exchange contracts. We also use forward foreign exchange contracts to hedge firm and highly anticipated foreign currency cash flows, with an objective of balancing currency risk to provide adequate protection from significant fluctuations in the currency markets.
Concentration of Credit Risk
Our counterparties to derivative contracts are primarily major financial institutions. We limit the dollar amount of contracts entered into with any one financial institution and monitor counterparties’ credit ratings. We also enter into master netting agreements with each financial institution, where possible, which helps mitigate the credit risk associated with our financial instruments. While we may be exposed to credit losses due to the nonperformance of counterparties, we consider this risk remote.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Accounting for Derivative Instruments and Hedging Activities
Cash Flow Hedges
We recognize all derivatives on the balance sheet at fair value. On the date we enter into the derivative instrument, we designate the derivative as a hedge of the variability of cash flows to be received or paid related to a forecasted transaction (cash flow hedge). We record in Accumulated Other Comprehensive Loss ("AOCL") changes in the fair value of derivatives that are designated as and meet all the required criteria for, a cash flow hedge. We then reclassify these amounts into earnings as the underlying hedged item affects earnings. In contrast we immediately record in earnings changes in the fair value of derivatives that are not designated as cash flow hedges. As of December 31, 2022, we had open foreign currency forward contracts in AOCL in a net after-tax loss position of less than $0.1 million designated as cash flow hedges of underlying forecasted sales and purchases. As of December 31, 2022 we had open forward contracts with various expiration dates to buy, sell or exchange foreign currencies with a U.S. dollar equivalent of approximately $34.7 million.
Less than $0.1 million of net after-tax loss, representing open foreign currency exchange contracts, will be realized in earnings during the twelve months ending December 31, 2023 if spot rates in the future are consistent with market rates as of December 31, 2022. The actual effect on earnings will be dependent on the actual spot rates when the forecasted transactions occur. We recognize derivative gains and losses in the “Costs of sales and services” line in the consolidated statements of operations.
Derivatives Not Designated As Cash Flow Hedging Instruments
We hold certain forward contracts that have not been designated as cash flow hedging instruments for accounting purposes. Contracts used to hedge the exposure to foreign currency fluctuations associated with certain monetary assets and liabilities are not designated as cash flow hedging instruments and changes in the fair value of these items are recorded in earnings.
We had open forward contracts not designated as cash flow hedging instruments for accounting purposes with various expiration dates to buy, sell or exchange foreign currencies with a U.S. dollar equivalent of approximately $62.3 million as of December 31, 2022.
Fair Value of Derivative Instruments
The following tables provide the gross fair value and net balance sheet presentation of our derivative instruments. The Company has open derivative cash flow hedge contracts with a liability position of less than $0.1 million as of December 31, 2022.

December 31, 2021
Gross Amount of Derivatives
(in Millions)Designated as Cash Flow Hedges
Derivatives
Foreign exchange contracts$0.2 
Total derivative assets (1)
0.2 
Net derivative assets$0.2 
_______________________
1.Net balance is included in “Prepaid and other current assets” in the consolidated balance sheets.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following tables summarize the gains or losses related to our cash flow hedges and derivatives not designated as cash flow hedging instruments. The Company has open derivative cash flow hedge contracts with a liability position of less than $0.1 million as of December 31, 2022. The Company had no open derivative cash flow hedge contracts as of December 31, 2020.

Derivatives in Cash Flow Hedging Relationships
(in Millions)Total Foreign Exchange Contracts
Accumulated other comprehensive loss, net of tax at December 31, 2020$— 
Unrealized hedging gains, net of tax0.3 
Reclassification of deferred hedging gains, net of tax (1)
(0.1)
Total derivative instrument impact on comprehensive income, net of tax0.2 
Accumulated other comprehensive loss, net of tax at December 31, 2021$0.2 
Unrealized hedging losses, net of tax(0.9)
Reclassification of deferred hedging gains, net of tax (1)
0.7 
Total derivative instrument impact on comprehensive loss, net of tax(0.2)
Accumulated other comprehensive loss, net of tax at December 31, 2022$— 
____________________
1.Amounts are included in “Cost of sales” on the consolidated statement of operations.

Derivatives Not Designated as Cash Flow Hedging Instruments
Location of Gain or (Loss)
Recognized in Income on Derivatives
Amount of Pre-tax Gain or (Loss) 
Recognized in Income on Derivatives (1)
Year Ended December 31,
(in Millions) 202220212020
Foreign Exchange contractsCost of sales $(5.2)$(2.4)$(1.7)
Total$(5.2)$(2.4)$(1.7)
____________________
1.Amounts in the columns represent the gain or loss on the derivative instrument offset by the gain or loss on the hedged item.


Fair-Value Measurements
Fair-Value Hierarchy
We have categorized our assets and liabilities that are recorded at fair value, based on the priority of the inputs to the valuation technique, into a three-level fair-value hierarchy. The fair-value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure the assets and liabilities fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair-value measurement of the instrument.

Recurring Fair Value Measurements
The following tables present our fair-value hierarchy for those assets and liabilities measured at fair-value on a recurring basis in our consolidated balance sheets as of December 31, 2022 and 2021.  
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(in Millions)December 31, 2022Quoted Prices in Active Markets for Identical Assets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)
Assets
Investments in deferred compensation plan (1)
$3.1 $3.1 $— $— 
Total Assets$3.1 $3.1 $— $— 
Liabilities
Deferred compensation plan obligation (2)
$5.1 $5.1 $— $— 
Total Liabilities (3)
$5.1 $5.1 $— $— 

(in Millions)December 31, 2021Quoted Prices in Active Markets for Identical Assets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)
Assets
Investments in deferred compensation plan (1)
$3.4 $3.4 $— — 
Derivatives – Foreign exchange 0.2 — 0.2 — 
Total Assets$3.6 $3.4 $0.2 $— 
Liabilities
Deferred compensation plan obligation (2)
$5.9 $5.9 $— $— 
Total Liabilities$5.9 $5.9 $— $— 
____________________
1.Balance is included in "Other assets" in the consolidated balance sheets. Livent NQSP investments in Livent common stock are recorded as "Treasury stock" in the consolidated balance sheets and carried at historical cost. A mark-to-market gain of $0.5 million and a mark-to-market loss of $0.6 million related to the Livent common stock was recorded in "Selling, general and administrative expense" in the consolidated statements of operations for the years ended December 31, 2022 and December 31, 2021, respectively, with a corresponding offset to the deferred compensation plan obligation in the consolidated balance sheets.
2.Balance is included in "Other long-term liabilities" in the consolidated balance sheets.
3.The Company has open derivative cash flow hedge contracts with a liability position of less than $0.1 million as of December 31, 2022.


Note 16: Commitments and Contingencies
Commitments
Leases
All of our leases are operating leases as of December 31, 2022. We have operating leases for corporate offices, manufacturing facilities, and land. Our leases have remaining lease terms of less than 1 year to 13 years. Disclosures about our leases under ASC 842 are summarized in the table below.
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Year ended December 31,
(in Millions)202220212020
Lease Cost
Operating lease cost (1)
$1.3 $1.2 $2.2 
Short-term lease cost (2)
0.4 0.9 0.5 
Variable lease cost (1)
— 0.1 0.2 
Total lease cost (1)
$1.7 $2.2 $2.9 
Other information
Cash paid for amounts included in the measurement of lease liabilities:
Cash paid for operating leases $1.3 $1.8 $2.1 
____________________________
1.Lease expense is classified as "Selling, general and administrative expenses" in our consolidated statements of operations.
2.The year ended December 31, 2021 includes $0.6 million for our corporate headquarters office space sublease with FMC, which terminated in the first quarter of 2021.

As of December 31, 2022, our operating leases had a weighted average remaining lease term of 8 years and a weighted average discount rate of 4.9%.
The table below presents a maturity analysis of our operating lease liabilities for each of the next five years and a total of the amounts for the remaining years.
(in Millions)Undiscounted cash flows
2023$1.1 
20241.1 
20251.1 
20260.5 
20270.3 
Thereafter1.9 
       Total future minimum lease payments6.0 
Less: Imputed interest(0.9)
       Total$5.1 
Contingencies
We are a party to various legal proceedings, including those noted in this section. Livent records reserves for estimated losses from contingencies when information available indicates that a loss is probable and the amount of the loss, or range of loss, can be reasonably estimated. As additional information becomes available, management adjusts its assessments and estimates. Legal costs are expensed as incurred.
In addition to the legal proceedings noted below, we have certain contingent liabilities arising in the ordinary course of business. Some of these contingencies are known but are so preliminary that the merits cannot be determined, or if more advanced, are not deemed material based on current knowledge; and some are unknown - for example, claims with respect to which we have no notice or claims which may arise in the future from products sold, guarantees or warranties made, or indemnities provided. Therefore, we are unable to develop a reasonable estimate of our potential exposure of loss for these contingencies, either individually or in the aggregate, at this time. There can be no assurance that the outcome of these contingencies will be favorable, and adverse results in certain of these contingencies could have a material adverse effect on the consolidated financial position, results of operations in any one reporting period, or liquidity.
Argentine Customs & Tax Authority Matters
Minera del Altiplano SA, our subsidiary in Argentina ("MdA"), has received notices from the Argentine Customs Authorities that they are conducting customs audits in Salta (for 2016 to 2017 and 2018 to 2019), Rosario (for 2016 and 2017), Buenos Aires and Ezeiza (for 2018 and 2019) regarding the export of Lithium Carbonate by MdA from each of those locations.
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

MdA was also notified by the Argentine Tax Authority of the start of transfer pricing audits for the periods 2017 and 2018.
During a part of this period, MdA was a subsidiary of FMC. However, the Company agreed to bear any possible liability for these types of matters under the terms of the Tax Matters Agreement that it entered into with FMC in connection with the Separation. A range of reasonably possible liabilities, if any, cannot be currently estimated by the Company.
In January, 2023, the Argentina Ministry of Economy issued a resolution to cancel an export rebate regime relating to lithium products, which was followed by Presidential Decree No. 57/2023 in February, 2023. The Presidential Decree prospectively cancels all export rebates for lithium products. Prior to the Presidential Decree, MdA had the right to collect 4% of the FOB value for the exported products. As of December 31, 2022, MdA has a receivable of approximately $5.2 million USD which is still valid and will remain in force after the Presidential Decree. Subsequent to the Presidential Decree entering into force on February 8, 2023, MdA will no longer be entitled to the 4% of rebate/refund on FOB value of its exported products.

Note 17: Supplemental Information

The following tables present details of prepaid and other current assets, other assets, accrued and other liabilities and other long-term liabilities as presented on the consolidated balance sheets:
(in Millions) December 31,
20222021
Prepaid and other current assets
Income tax receivable - refunds and prepayments$22.0 $17.7 
Argentina government receivable (1)
6.7 13.3 
Prepaid expenses11.6 12.2 
Other receivables7.4 2.3 
Derivative assets (Note 15)— 0.2 
Bank Acceptance Drafts (2)
6.9 — 
Other current assets6.5 9.6 
Total$61.1 $55.3 
(in Millions) December 31,
20222021
Other assets
Argentina government receivable (1)
$80.3 $55.8 
Advance to contract manufacturers (3)
17.2 16.0 
Long-term raw materials inventory 1.6 4.9 
Capitalized software, net1.4 1.5 
Other income tax related items3.7 1.3 
Other long-term assets12.2 11.4 
Total$116.4 $90.9 
____________________
1.We have various subsidiaries that conduct business within Argentina. At December 31, 2022 and 2021, $40.0 million and $38.4 million of outstanding receivables due from the Argentina government, which primarily represent export tax and export rebate receivables, were denominated in U.S. dollars. As with all outstanding receivable balances we continually review recoverability by analyzing historical experience, current collection trends and regional business and political factors among other factors.
2.Bank Acceptance Drafts are a common Chinese finance note used to settle trade transactions. Livent accepts these notes from Chinese customers based on criteria intended to ensure collectability and limit working capital usage.
3.We record deferred charges related to certain contract manufacturing agreements which we amortize over the term of the underlying contract.
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LIVENT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(in Millions) December 31,
20222021
Accrued and other current liabilities
Accrued payroll$19.8 $17.1 
Accrued investment in unconsolidated affiliate0.1 6.2 
Restructuring reserves 3.1 3.2 
Retirement liability - 401K 2.6 2.5 
Environmental reserves, current 0.6 0.5 
Severance0.1 — 
Other accrued and other current liabilities11.1 32.3 
Total$37.4 $61.8 

(in Millions) December 31,
20222021
Other long-term liabilities
Deferred compensation plan obligation$5.1 $5.9 
Contingencies related to uncertain tax positions (1)
5.7 2.3 
Self insurance reserves1.5 1.5 
Asset retirement obligations0.2 0.3 
Other long-term liabilities3.4 1.7 
Total$15.9 $11.7 
____________________
1.As of December 31, 2022, we have recorded a liability for uncertain tax positions of $5.3 million and a $0.4 million indemnification liability to FMC for assets where the offsetting uncertain tax position is with FMC.

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Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors
Livent Corporation:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Livent Corporation and subsidiaries (the Company) as of December 31, 2022 and 2021, the related consolidated statements of operations, comprehensive income/(loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2022, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2022, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 24, 2023 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Assessment of unrecognized tax benefits
As discussed in Note 10 to the consolidated financial statements, the Company has recorded unrecognized tax benefits of $4.5 million as of December 31, 2022, of which $1.7 million would unfavorably impact the effective tax rate from operations. The Company records the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. The Company’s earnings are generated by domestic and foreign subsidiaries where foreign subsidiary earnings are taxed at different rates than the United States federal statutory rate.
We identified the assessment of the Company’s unrecognized tax benefits related to the earnings and taxation of certain subsidiaries as a critical audit matter. Complex auditor judgment was required to evaluate the Company’s interpretation of tax laws in certain jurisdictions in which the Company operates and how such tax laws impact the taxation of its operating structure, transfer pricing policies and analysis of the recognition of its tax benefits. Additionally, the audit effort associated with the assessment of the Company’s unrecognized tax benefits required specialized skills and knowledge.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s tax process. This included certain
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controls related to the interpretation and application of tax laws and related to the Company’s operating structure and transfer pricing policies which affect the determination of earnings of certain subsidiaries. We involved tax and transfer pricing professionals with specialized skills and knowledge, who assisted in:
–evaluating the Company’s interpretation and application of tax laws and examining its tax positions, and evaluating the potential impact on the operating structure, transfer pricing policies, and unrecognized tax benefits
–inspecting the Company’s legal entity organizational chart to identify changes in operating structure and evaluating any impact on taxation
–assessing the Company’s transfer pricing studies for compliance with applicable laws and regulations
–evaluating the Company’s determination of unrecognized tax benefits.
/s/ KPMG LLP

We have served as the Company’s auditor since 2017.
Philadelphia, Pennsylvania
February 24, 2023







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MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Exchange Act Rule 13a-15(f). Livent’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Internal control over financial reporting includes those written policies and procedures that:
•pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of Livent;
•provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles;
•provide reasonable assurance that receipts and expenditures of Livent are being made only in accordance with authorization of management and directors of Livent; and
•provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the consolidated financial statements.
Internal control over financial reporting includes the controls themselves, monitoring and internal auditing practices and actions taken to correct deficiencies as identified.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
We assessed the effectiveness of our internal control over financial reporting as of December 31, 2022. We based this assessment on criteria for effective internal control over financial reporting described in "Internal Control—Integrated Framework (COSO 2013)" issued by the Committee of Sponsoring Organizations of the Treadway Commission. Management’s assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of our internal control over financial reporting. We reviewed the results of our assessment with the Audit Committee of our Board of Directors.
Based on this assessment, we determined that, as of December 31, 2022, Livent has effective internal control over financial reporting.
KPMG LLP, our independent registered public accounting firm, has issued an attestation report on the effectiveness of internal control over financial reporting as of December 31, 2022, which appears on the following page.
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Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Livent Corporation:
Opinion on Internal Control Over Financial Reporting
We have audited Livent Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2022 and 2021, the related consolidated statements of operations, comprehensive income/(loss), equity, and cash flows for each of the years in the three-year period ended December 31, 2022, and the related notes (collectively, the consolidated financial statements), and our report dated February 24, 2023 expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying "Management's Annual Report on Internal Control over Financial Reporting". Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP

Philadelphia, Pennsylvania
February 24, 2023


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ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.

ITEM 9A.    CONTROLS AND PROCEDURES
(a) Evaluation of Disclosure Controls and Procedures. Based on management’s evaluation (with the participation of the Company’s Chief Executive Officer and Chief Financial Officer), the Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) are effective to provide reasonable assurance that information required to be disclosed by the Company in reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
(b) Management’s Annual Report on Internal Control over Financial Reporting. Refer to Management’s Report on Internal Control Over Financial Reporting which is included in Item 8 of Part II of this Annual Report on Form 10-K and is incorporated by reference to this Item 9A.
(c) Attestation Report of the Independent Registered Public Accounting Firm. Refer to Report of Independent Registered Public Accounting Firm which is included in Item 8 of Part II of this Annual Report on Form 10-K and is incorporated by reference to this Item 9A.
(d) Change in Internal Controls over Financial Reporting. There have been no changes in internal controls over financial reporting that occurred during the quarter ended December 31, 2022 that materially affected or are reasonably likely to materially affect our internal control over financing reporting.

ITEM 9B.    OTHER INFORMATION
Not applicable.

ITEM 9C.    DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
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PART III

Item 10.         DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information concerning directors, appearing under the caption "III. Board of Directors" in our Proxy Statement to be filed with the SEC in connection with the Annual Meeting of Stockholders scheduled to be held on April 25, 2023 (the "Proxy Statement"), information concerning executive officers, appearing under the caption "Item 4A. Executive Officers of the Registrant" in Part I of this Form 10-K, information concerning the Audit Committee, appearing under the caption "IV. Information About the Board of Directors and Corporate Governance - Committees and Independence of Directors - Audit Committee" in the Proxy Statement, and information concerning the Code of Ethics, appearing under the caption "IV. Information About the Board of Directors and Corporate Governance - Corporate Governance - Code of Ethics and Business Conduct Policy" in the Proxy Statement, and is incorporated herein by reference in response to this Item 10.

ITEM 11.    EXECUTIVE COMPENSATION
The information contained in the Proxy Statement in the section titled "VI. Executive Compensation" with respect to executive compensation, in the section titled "IV. Information About the Board of Directors and Corporate Governance—Director Compensation" and "—Corporate Governance—Compensation and Organization Committee Interlocks and Insider Participation" is incorporated herein by reference in response to this Item 11.

ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information contained in the section titled "V. Security Ownership of Livent Corporation" in the Proxy Statement, with respect to security ownership of certain beneficial owners and management, is incorporated herein by reference in response to this Item 12.
Equity Compensation Plan Information
The table below sets forth information with respect to compensation plans under which equity securities of Livent are authorized for issuance as of December 31, 2022. All of the equity compensation plans pursuant to which we are currently granting equity awards have been approved by stockholders.
Plan Category
Number of Securities to be issued upon exercise of outstanding options and restricted stock units (A) (1)
Weighted-average exercise price of outstanding options awards (B) (2)
Number of Securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (A)) (C) (3)
Equity Compensation Plans approved by stockholders4,858,816 $15.16 5,825,021 
 ___________________________________

(1)Includes 2,678,144 stock options, 878,196 Restricted Stock Units and 62,846 Performance-Based Restricted Stock Units granted to Livent employees, 321,008 Restricted Stock Units held by Livent non-employee directors and 918,622 Restricted Stock Units held by FMC personnel but subject to settlement in Livent common stock as a result of the bifurcation of certain FMC equity awards in connection with the Distribution.
(2)Taking into account all outstanding awards included in this table, the weighted-average exercise price of such stock options is $15.16 and the weighted-average term-to-expiration is 6.1 years.
(3)The Livent Plan contains an "evergreen" provision, pursuant to which the number of shares of Livent common stock available for issuance under the Livent Plan will be increased by an amount equal to the lesser of (a) 3% of the number of issued and outstanding shares of common stock as of January 1 of each year or (b) such other number of shares of common stock as determined by the Board of Directors in its discretion. The Board of Directors determined not to authorize any increase in the shares available for issuance under the Livent Plan pursuant to the "evergreen" provision as of January 1, 2023.



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ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information contained in the Proxy Statement concerning our independent directors and related party transactions under the caption "IV. Information About the Board of Directors and Corporate Governance—Committees and Independence of Directors" and the information contained in the Proxy Statement concerning our related party transactions policy, appearing under the caption "IV. Information About the Board of Directors and Corporate Governance—Corporate Governance—Related Party Transactions Policy," is incorporated herein by reference in response to this Item 13.
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ITEM 14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information contained in the Proxy Statement in the section titled "II. The Proposals to be Voted On—Ratification of Appointment of Independent Registered Public Accounting Firm" is incorporated herein by reference in response to this Item 14.
Auditor Information
Auditor Name: KPMG LLP
Auditor Location: Philadelphia, PA (U.S. firm)
Auditor Firm ID: PCAOB ID 185

PART IV

ITEM 15.    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)Documents filed with this Report
    1. Consolidated financial statements of Livent Corporation and its subsidiaries are incorporated under Item 8 of this Form 10-K.
The schedules not included herein are omitted because they are not applicable or the required information is presented in the financial statements or related notes.
2. Exhibits: See attached Index of Exhibits
(b)Exhibits

Exhibit No.Exhibit Description
*3.1
*3.2
*4.1
*4.2
*4.3
*4.4.
*10.1
*10.2
*10.3
†*10.4
†*10.5
†*10.6
†*10.7
†*10.8

†*10.9
†*10.10
†*10.11
†*10.12

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Exhibit No.Exhibit Description
†*10.13
†*10.14
†*10.15
†*10.16
†*10.17
*10.18
*10.19
*10.20
*10.21
*10.22
†*10.23
†*10.24
*10.25
Mergeco Limited, Pallinghurst Lithium Limited, Pallinghurst GP Limited and The Pallinghurst Group
General Partner Limited (Exhibit 10.2 to the 2022 Q2 Form 10-Q)
*10.26
21.1
23.1
23.2
23.3
23.4
23.5
31.1
31.2
32.1
32.2
96.1
101Interactive Data File
104Cover Page Interactive Data File
* Incorporated by reference
† Management contract or compensatory plan or arrangement
# Schedules to the Transaction Agreement and Plan of Merger have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
The registrant will furnish copies of any such schedules to the Securities and Exchange Commission upon request.
ITEM 16.    FORM 10-K SUMMARY
Optional disclosure, not included in this Report.

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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
LIVENT CORPORATION
(Registrant) 
By:/S/ PAUL W. GRAVES
Paul W. Graves
President, Chief Executive Officer and Director
Date: February 24, 2023
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
SignatureTitleDate
/S/ PAUL W. GRAVES
Paul W. Graves
President, Chief Executive Officer and DirectorFebruary 24, 2023
/S/ GILBERTO ANTONIAZZI  
Gilberto Antoniazzi
Vice President and Chief Financial OfficerFebruary 24, 2023
/S/ RONALD STARK    
Ronald Stark
Chief Accounting Officer
February 24, 2023
/S/ PIERRE R. BRONDEAU       
Pierre R. Brondeau
Chairman and DirectorFebruary 24, 2023
 /S/ ROBERT C. PALLASH
Robert C. Pallash
DirectorFebruary 24, 2023
/S/ G. PETER D'ALOIA        
G. Peter D’Aloia
DirectorFebruary 24, 2023
/S/ MICHAEL F. BARRY
Michael F. Barry
DirectorFebruary 24, 2023
/S/ STEVEN T. MERKT       
Steven T. Merkt
DirectorFebruary 24, 2023
/S/ ANDREA E. UTECHT        
Andrea E. Utecht
DirectorFebruary 24, 2023
    /S/ CHRISTINA LAMPE-ÖNNERUD    
Christina Lampe-Önnerud
DirectorFebruary 24, 2023
/S/    PABLO MARCET        
Pablo Marcet
DirectorFebruary 24, 2023

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Exhibit 21
LIVENT CORPORATION
SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT

The following is a list of the Company’s consolidating subsidiaries, as of December 31, 2022, except for certain subsidiaries of the Registrant which do not, in the aggregate, constitute a significant subsidiary as that term is defined in Rule 12b-2 under the Securities Exchange Act of 1934. This list does not include equity affiliate investments and cost investments.

Name of SubsidiaryState or Country of Incorporation
Livent Corporation (the Registrant)Delaware
Livent USA Corp.Delaware
Livent Lithium LLCDelaware
Quebec Lithium Partners (UK) LimitedUnited Kingdom
Minera del Altiplano S.A.Argentina
#91186423v2 3 Coldbath Square, London, England, EC1R 5HL CONSENT OF BENCHMARK MINERAL INTELLIGENCE Andrew Miller 3 Coldbath Square, London, England, EC1R 5HL We hereby consent to references to our firm, our Lithium Price Forecast Q4 2022 published in January 2023 (the “Report”), as the Report may be amended and supplemented from time to time, and all information derived from the Report that is contained in the annual report on Form 10-K of Livent Corporation for the year ended December 31, 2022. Date: February 8, 2023 BENCHMARK MINERAL INTELLIGENCE By: Name: Andrew Miller Title: Chief Operating Officer Exhibit 23.1

 
Exhibit 23.2

 
CONSENT OF EV-VOLUMES We hereby consent to references to our firm, our Global Plug-in Passenger Cars and Light Commercial Vehicles Forecast published in January 2023 (the “Forecast”), as the Forecast may be amended and supplemented from time to time, and all information derived from the Forecast that is contained in the annual report on Form 10-K of Livent Corporation for the year ended December 31, 2022. Date: February 2, 2023 Riio Marknad & Strategi AB (dba EV-VOLUMES.com) By: Name: Viktor Irle Title: Sales Director & Cofounder Exhibit 23.3

 
Exhibit 23.4 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the registration statements (Nos. 333-227776, 333-230044, 333-230076, 333-232043, and 333-251997) on Form S-8 and (No. 333-256939) on Form S-3ASR of our reports dated February 24, 2023, with respect to the consolidated financial statements of Livent Corporation and subsidiaries and the effectiveness of internal control over financial reporting. /s/ KPMG LLP Philadelphia, Pennsylvania February 24, 2023

 
Exhibit 23.5 #91186423v2 CONSENT OF QUALIFIED PERSON Integral Consulting Inc. (“Integral”), in connection with Livent Corporation’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “Form 10-K”), consents to: • the public filing by Livent Corporation (the “Company) and use of the technical report titled “Resource and Reserve Report, Pre-Feasibility Study, Salar del Hombre Muerto, Argentina” (the “Technical Report Summary”), dated February 21, 2023, that was prepared in accordance with Subpart 1300 of Regulation S- K promulgated by the U.S. Securities and Exchange Commission, as an exhibit to this Form 10-K; • the incorporation by reference of the Technical Report Summary into the Company’s Registration Statement on Form S-3 (Registration No. 333- 256939) and Registration Statements on Form S-8 (Nos. 333-251997, 333- 232043, 333-230076, 333-230044, and 333-227776) (collectively, the “Registration Statements”); • the use of and references to our name, including our status as an expert or “qualified person” (as defined in Subpart 1300 of Regulation S-K promulgated by the U.S. Securities and Exchange Commission), in connection with the Form 10-K, the Registration Statements and the Technical Report Summary; and • any extracts from or a summary of the Technical Report Summary in the Form 10-K and incorporated by reference in the Registration Statements and the use of any information derived, summarized, quoted, or referenced from the Technical Report Summary, or portions thereof, that was prepared by us, that we supervised the preparation of, and/or that was reviewed and approved by us, that is included or incorporated by reference in the Form 10-K and the Registration Statements. Integral is responsible for authoring, and this consent pertains to, the Technical Report Summary. Integral certifies that it has read Item 2, Properties of Part I of the Form 10-K and that it fairly and accurately represents the information in the Technical Report Summary for which it is responsible. Date: February 21, 2023 INTEGRAL CONSULTING INC. By: Name: Sean Kosinski, P.Hg. Title: Senior Consultant __ ________________________________ Name: William Cutler, Ph.D., P.G. Title: Principal

 

Exhibit 31.1
CHIEF EXECUTIVE OFFICER CERTIFICATION
I, Paul W. Graves, certify that:
1.I have reviewed this Annual Report on Form 10-K of Livent Corporation;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 

Date: February 24, 2023
 
/s/ Paul W. Graves
Paul W. Graves
President and Chief Executive Officer
 

Exhibit 31.2
CHIEF FINANCIAL OFFICER CERTIFICATION
I, Gilberto Antoniazzi, certify that:
1.I have reviewed this Annual Report on Form 10-K of Livent Corporation;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 

Date: February 24, 2023
 
/s/ Gilberto Antoniazzi
Gilberto Antoniazzi
Vice President and Chief Financial Officer
 

 Exhibit 32.1
CEO CERTIFICATION OF ANNUAL REPORT
I, Paul W. Graves, President and Chief Executive Officer of Livent Corporation (the "Company”), certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that, to my knowledge:
(1)the Annual Report on Form 10-K of the Company for the year ended December 31, 2022 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: February 24, 2023
 
/s/ Paul W. Graves
Paul W. Graves
President and Chief Executive Officer
 

 Exhibit 32.2
CFO CERTIFICATION OF ANNUAL REPORT
I, Gilberto Antoniazzi, Vice President and Chief Financial Officer of Livent Corporation (the "Company”), certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that, to my knowledge:
(1)the Annual Report on Form 10-K of the Company for the year ended December 31, 2022 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: February 24, 2023
 
/s/ Gilberto Antoniazzi
Gilberto Antoniazzi
Vice President and Chief Financial Officer
 
Normal Normal RESOURCE AND RESERVE REPORT Pre-Feasibility Study Salar del Hombre Muerto February 21, 2023 Prepared for Prepared by Integral Consulting Inc. 285 Century Place Suite 190 Louisville, CO 80027 Livent USA Corp. 1818 Market Street Suite 2550 Philadelphia, PA 19104 Exhibit 96.1

 
Integral Consulting Inc. ii February 21, 2023 CONTENTS LIST OF FIGURES ................................................................................................................................. viii LIST OF TABLES ......................................................................................................................................xi ACRONYMS AND ABBREVIATIONS ............................................................................................. xii 1 EXECUTIVE SUMMARY ...............................................................................................................1-1 1.1 PROPERTY DESCRIPTION AND OWNERSHIP ...........................................................1-1 1.2 GEOLOGY AND MINERALIZATION .............................................................................1-2 1.3 STATUS OF EXPLORATION ACTIVITIES......................................................................1-3 1.4 DEVELOPMENT AND OPERATIONS ............................................................................1-4 1.5 MINERAL RESOURCE ESTIMATES ................................................................................1-4 1.6 MINERAL RESERVE ESTIMATES ....................................................................................1-5 1.7 PERMITTING REQUIREMENTS.......................................................................................1-7 1.8 SUMMARY ...........................................................................................................................1-7 1.9 RECOMMENDATIONS ......................................................................................................1-8 2 INTRODUCTION ............................................................................................................................2-1 2.1 TERMS OF REFERENCE AND PURPOSE.......................................................................2-1 2.2 SOURCES OF INFORMATION .........................................................................................2-2 2.3 DETAILS OF INSPECTION ................................................................................................2-3 2.4 REPORT VERSION UPDATE ............................................................................................2-3 2.5 QUALIFIED PERSONS .......................................................................................................2-4 3 PROPERTY DESCRIPTION ..........................................................................................................3-1 3.1 PROPERTY AREA................................................................................................................3-3 3.2 MINERAL CONCESSIONS TITLE AND RIGHTS .........................................................3-3 3.2.1 Mineral Concessions Title and Mining Group....................................................3-5 3.3 ROYALTIES ........................................................................................................................3-10 3.4 OTHER ENCUMBRANCES .............................................................................................3-10 3.5 PROVINCIAL BORDER DISPUTE ..................................................................................3-10 4 ACCESSIBILITY, CLIMATE, AND INFRASTRUCTURE.......................................................4-1 4.1 ACCESSIBILITY ...................................................................................................................4-1 4.2 PHYSIOGRAPHY ................................................................................................................4-1 4.3 HYDROGRAPHY.................................................................................................................4-5 4.4 CLIMATE ..............................................................................................................................4-7

 
Integral Consulting Inc. iii February 21, 2023 4.5 VEGETATION ......................................................................................................................4-7 4.6 INFRASTRUCTURE ............................................................................................................4-7 4.6.1 Other Factors Affecting Operations .....................................................................4-9 5 HISTORY ...........................................................................................................................................5-1 6 GEOLOGIC SETTING AND MINERALIZATION ..................................................................6-1 6.1 GEOLOGIC SETTING .........................................................................................................6-1 6.1.1 Regional Geology ....................................................................................................6-1 6.1.2 Local Geology ..........................................................................................................6-6 6.2 MINERAL DEPOSIT ............................................................................................................6-8 7 EXPLORATION ................................................................................................................................7-1 7.1 PRE-DEVELOPMENT TESTING CAMPAIGN (1992–1994) .........................................7-2 7.1.1 Drilling Type and Extent ........................................................................................7-4 7.1.2 Brine Sampling ........................................................................................................7-7 7.1.3 Borehole Geophysics ..............................................................................................7-8 7.1.4 Gravity Profiles ........................................................................................................7-9 7.1.5 Supplemental Testing and Reporting by WMC in 1994 ..................................7-11 7.2 CHARACTERIZATION DURING OPERATIONS .......................................................7-11 7.2.1 Brine Monitoring Well Network Installation (2017) ........................................7-12 7.2.2 Deep Characterization Program (2020) ..............................................................7-13 7.2.3 Lithium Brine Production During Operations..................................................7-18 7.3 HYDROGEOLOGY ............................................................................................................7-20 7.3.1 1992 Brine Reservoir Evaluation .........................................................................7-21 7.3.2 1993 Brine Reservoir Evaluation .........................................................................7-21 7.3.3 1993 Alluvial Aquifer Evaluation .......................................................................7-22 7.4 SIGNIFICANT RESULTS AND INTERPRETATION ...................................................7-22 8 SAMPLE PREPARATION, ANALYSIS, AND SECURITY .....................................................8-1 8.1 SAMPLING EVENTS ..........................................................................................................8-1 8.1.1 Pre-Development Sampling ..................................................................................8-1 8.1.2 Operational Sampling.............................................................................................8-2 8.1.3 Brine Monitoring Well Sampling ..........................................................................8-3 8.1.4 Deep Characterization Sampling (2020) ..............................................................8-4 8.2 QUALITY CONTROL/QUALITY ASSURANCE PROCEDURES ................................8-4 8.2.1 Control Laboratories ...............................................................................................8-5 8.2.2 Correlation between Lithium Grades Measured at MdA and External Laboratories .............................................................................................................8-5

 
Integral Consulting Inc. iv February 21, 2023 8.3 OPINION ON DATA ADEQUACY ..................................................................................8-7 9 DATA VERIFICATION ..................................................................................................................9-1 9.1 DATA VERIFICATION PROCEDURES ...........................................................................9-1 9.2 LIMITATIONS ......................................................................................................................9-1 9.3 OPINION ON DATA ADEQUACY ..................................................................................9-1 10 MINERAL PROCESSING AND METALLURGICAL TESTING.........................................10-1 11 MINERAL RESOURCE ESTIMATES ........................................................................................11-1 11.1 BACKGROUND .................................................................................................................11-1 11.2 KEY ASSUMPTIONS, PARAMETERS, AND METHODS ...........................................11-2 11.2.1 Method 1—Single Polygon Using Resource Extent within Livent Concession..............................................................................................................11-3 11.2.2 Method 2—Thiessen Polygons Defined by Boreholes .....................................11-3 11.2.3 Method 3—Thiessen Polygons with Lithologically Defined Specific Yield ..........................................................................................................11-4 11.2.4 Method 4—Single Polygon with Statistical Predictions of Specific Yield and Lithium Concentration at Depth ........................................11-5 11.2.5 Method 5—Kriging ...............................................................................................11-6 11.3 HISTORICAL RESOURCE ESTIMATE SUMMARY ....................................................11-8 11.4 HISTORICAL BRINE PRODUCTION ............................................................................11-8 11.5 CURRENT RESOURCE ESTIMATE INCLUSIVE OF RESERVES ..............................11-9 11.6 CURRENT RESOURCE ESTIMATE EXCLUSIVE OF RESERVES ...........................11-10 11.7 GEOLOGICAL MODEL ..................................................................................................11-11 11.8 SUMMARY .......................................................................................................................11-13 12 MINERAL RESERVES ESTIMATES .........................................................................................12-1 12.1 NUMERICAL BRINE RESERVOIR MODEL .................................................................12-1 12.1.1 Model Domain and Grid ......................................................................................12-1 12.1.2 Flow and Transport Boundary Conditions .......................................................12-3 12.1.3 Hydraulic and Solute Transport Properties ......................................................12-4 12.1.4 Model Calibration .................................................................................................12-6 12.1.5 Simulated Historical Operations.........................................................................12-6 12.1.6 Predictive Simulations ..........................................................................................12-8 12.1.7 Sensitivity to Potential Operations in the Eastern Subbasin.........................12-10 12.2 CUT-OFF GRADES ESTIMATES ...................................................................................12-11 12.3 RESERVES CLASSIFICATION AND CRITERIA ........................................................12-12 12.4 MINERAL RESERVES ESTIMATE ................................................................................12-14

 
Integral Consulting Inc. v February 21, 2023 12.5 DISCUSSION ....................................................................................................................12-14 13 MINING METHODS ....................................................................................................................13-1 13.1 CURRENT WELLFIELD DESIGN ...................................................................................13-1 13.2 ANTICIPATED WELLFIELD DESIGN...........................................................................13-2 13.3 ANTICIPATED LITHIUM BRINE PRODUCTION SCHEDULES .............................13-3 14 PROCESSING AND RECOVERY METHODS ........................................................................14-1 14.1 SELECTIVE ADSORPTION (SA) PLANT ......................................................................14-2 14.2 PRE-CONCENTRATE PONDS ........................................................................................14-2 14.3 FINISHED SALAR BRINE (FSB) PONDS ......................................................................14-3 14.4 CARBONATE PLANT ......................................................................................................14-3 14.5 AUXILIARY SERVICES PLANT ......................................................................................14-4 14.6 ARTIFICIAL (SPENT BRINE) LAGOON .......................................................................14-5 14.7 PROJECT FENIX EXPANSIONS .....................................................................................14-6 14.7.1 First Expansion ......................................................................................................14-7 14.7.2 Second Expansion .................................................................................................14-8 14.7.3 Third Expansion ....................................................................................................14-9 15 INFRASTRUCTURE ......................................................................................................................15-1 15.1 SITE FACILITIES ................................................................................................................15-1 15.2 ENERGY ..............................................................................................................................15-3 15.3 WATER AND PIPELINES ................................................................................................15-4 15.3.1 Trapiche Aquifer ...................................................................................................15-4 15.3.2 Los Patos Aquifer ..................................................................................................15-7 15.4 WASTE DISPOSAL ..........................................................................................................15-10 15.5 TRANSPORTATION .......................................................................................................15-10 15.5.1 Rail .........................................................................................................................15-10 15.5.2 Port Facilities........................................................................................................15-11 15.6 LOCAL COMMUNITIES ................................................................................................15-12 16 MARKET STUDIES .......................................................................................................................16-1 16.1 DEMAND ............................................................................................................................16-2 16.1.1 Base Lithium Compounds ...................................................................................16-2 16.1.2 Performance Lithium Compounds .....................................................................16-3 16.2 SUPPLY................................................................................................................................16-4 16.3 PRICING ..............................................................................................................................16-4 16.4 MATERIAL AGREEMENTS.............................................................................................16-5 16.4.1 Argentina Agreements .........................................................................................16-5

 
Integral Consulting Inc. vi February 21, 2023 17 ENVIRONMENTAL STUDIES, PERMITTING, AND SOCIAL FACTORS .....................17-1 17.1 ENVIRONMENTAL STUDIES ........................................................................................17-1 17.1.1 General Background .............................................................................................17-1 17.1.2 Salar del Hombre Muerto (Project Fenix) ..........................................................17-1 17.1.3 Los Patos Aqueduct Environmental Baseline ...................................................17-6 17.1.4 Known Environmental Issues .............................................................................17-6 17.2 ENVIRONMENTAL CONTROL PROGRAM ...............................................................17-6 17.2.1 Water Programs .....................................................................................................17-8 17.2.2 Supply Programs ...................................................................................................17-9 17.2.3 Waste Management Program ............................................................................17-10 17.2.4 Physical Components Programs .......................................................................17-10 17.2.5 Biological Component Program ........................................................................17-11 17.2.6 Argentina Community Relations Program .....................................................17-13 17.3 PROJECT PERMITTING .................................................................................................17-14 17.3.1 Environmental and Operating Permits ............................................................17-14 17.3.2 Water Rights ........................................................................................................17-15 17.4 MINE RECLAMATION AND CLOSURE ....................................................................17-15 17.4.1 Closure Planning .................................................................................................17-15 17.4.2 Mine Closure Process in Argentina ..................................................................17-16 17.4.3 Closure Cost Estimate ........................................................................................17-16 17.4.4 Limitations on the Cost Estimate ......................................................................17-17 17.5 LOCAL PROCUREMENT ..............................................................................................17-17 17.6 SDHM TRUST ...................................................................................................................17-18 17.6.1 Archaeology .........................................................................................................17-20 17.6.2 Responsible Care .................................................................................................17-20 18 CAPITAL AND OPERATING COSTS ......................................................................................18-1 18.1 CAPITAL COST ESTIMATES ..........................................................................................18-1 18.2 OPERATING COST ESTIMATES ....................................................................................18-2 19 ECONOMIC ANALYSIS ..............................................................................................................19-1 19.1 BASIC MODEL PARAMETERS .......................................................................................19-1 19.2 RESULTS .............................................................................................................................19-2 19.3 SENSITIVITY ANALYSIS .................................................................................................19-2 20 ADJACENT PROPERTIES ...........................................................................................................20-1 20.1 ALLKEM LIMITED ............................................................................................................20-4 20.2 POSCO ARGENTINA .......................................................................................................20-4

 
Integral Consulting Inc. vii February 21, 2023 20.3 GALAN LITHIUM LIMITED ...........................................................................................20-4 20.4 WATER RIGHTS OF OTHER COMPANIES .................................................................20-5 21 OTHER RELEVANT DATA AND INFORMATION..............................................................21-1 22 INTERPRETATION AND CONCLUSIONS ............................................................................22-1 22.1 GEOLOGY AND RESOURCES ........................................................................................22-1 22.2 MINING AND MINERAL PROCESSING .....................................................................22-1 22.3 MINERAL RESOURCES AND RESERVES ....................................................................22-1 22.4 INFRASTRUCTURE ..........................................................................................................22-2 22.5 ENVIRONMENTAL, PERMITTING, AND SOCIAL ISSUES .....................................22-2 22.5.1 Closure ....................................................................................................................22-3 22.6 CAPITAL AND OPERATING COSTS ............................................................................22-3 22.7 ECONOMIC ANALYSIS ...................................................................................................22-3 23 RECOMMENDATIONS ...............................................................................................................23-1 23.1 RECOMMENDED WORK PROGRAMS ........................................................................23-1 23.1.1 Deep Exploration ..................................................................................................23-1 23.1.2 Spent Brine Return Evaluation ............................................................................23-1 23.1.3 Numerical Modeling.............................................................................................23-1 24 REFERENCES..................................................................................................................................24-1 25 RELIANCE ON INFORMATION PROVIDED BY THE REGISTRANT............................25-1 26 SIGNATURE PAGE .......................................................................................................................26-1

 
Integral Consulting Inc. viii February 21, 2023 LIST OF FIGURES Figure 3-1. Location of Salar del Hombre Muerto ............................................................................. 3-1 Figure 3-2. Project Fenix and Subbasins .............................................................................................. 3-2 Figure 3-3. Mining Claims in the Salar del Hombre Muerto ............................................................ 3-4 Figure 3-4. MdA Claims in the Salar del Hombre Muerto ............................................................... 3-9 Figure 4-1. Location Map and Directions ............................................................................................ 4-2 Figure 4-2. Project Fenix Process Area Layout ................................................................................... 4-3 Figure 4-3. Elevation Profile .................................................................................................................. 4-4 Figure 4-4. Salar del Hombre Muerto Watersheds ............................................................................ 4-6 Figure 4-5. Railway Network ................................................................................................................ 4-8 Figure 6-1. Location of Salar del Hombre Muerto, Puna Plateau .................................................... 6-2 Figure 6-2. Regional Geologic Map ...................................................................................................... 6-4 Figure 6-3. Regional Stratigraphic Columns ....................................................................................... 6-5 Figure 6-4. Bedrock and Surficial Geologic Maps .............................................................................. 6-6 Figure 6-5. Geologic Cross Sections ..................................................................................................... 6-7 Figure 7-1. Pre-Development Exploration at Salar del Hombre Muerto ........................................ 7-4 Figure 7-2. Cross Plot of Specific Yield vs. Depth .............................................................................. 7-6 Figure 7-3. Cross Plot of Lithium and Potassium Concentration vs. Depth .................................. 7-8 Figure 7-4. Example Surface Gravity Profile..................................................................................... 7-10 Figure 7-5. Brine Monitoring Well Network and Deep Characterization Boreholes .................. 7-12 Figure 7-6. Geophysical Logs and Lithology for Deep Exploratory Borehole PSP1-20 ............. 7-14 Figure 7-7. Packer Test Results for Deep Characterization Borehole PSP1-20 ............................ 7-15 Figure 7-8. Geophysical Logs and Lithology for Deep Exploratory Borehole PSP2-20 ............. 7-15 Figure 7-9. Packer Test Results for Deep Characterization Borehole PSP2-20 ............................ 7-16 Figure 7-10. Geophysical Logs and Lithology for Deep Exploratory Borehole PSP3-20............ 7-17 Figure 7-11. Packer Test Results for Deep Characterization Borehole PSP3-20 .......................... 7-18 Figure 7-12. Primary and Secondary Lithium Brine Production Well Batteries.......................... 7-19 Figure 7-13. Lithium Concentration in Brine Produced by the Primary and Secondary Well Batteries ..................................................................................................................................... 7-20 Figure 8-1. Variability in Average Lithium Brine Production Well Lithium Concentrations (2000–2022) .................................................................................................................................. 8-3 Figure 8-2. Comparison of Lithium Concentrations between MdA’s Laboratory and SEGEMAR Laboratory................................................................................................................................... 8-6 Figure 8-3. Comparison of Lithium Concentrations between MdA’s Laboratory and SGS Laboratory................................................................................................................................... 8-6

 
Integral Consulting Inc. ix February 21, 2023 Figure 8-4. Comparison of Lithium Concentrations between MdA’s Laboratory and Alex Stewart Laboratory .................................................................................................................... 8-7 Figure 10-1. Mineral Process Diagram ............................................................................................... 10-2 Figure 11-1. Thiessen Polygon Approach to Resource Assessment Using 1992 Exploratory Boreholes ................................................................................................................................... 11-4 Figure 11-2. Prediction of Specific Yield and Lithium Concentration with Depth ..................... 11-6 Figure 11-3. Generalized Local Geology.......................................................................................... 11-12 Figure 11-4. Vertical Cross Section through the Geologic Model ................................................ 11-13 Figure 12-1. Model Plan View ............................................................................................................. 12-2 Figure 12-2. Vertical Slice through Salar Model ............................................................................... 12-3 Figure 12-3. Relationship between TDS and Density Used in Salar Model ................................. 12-5 Figure 12-4. Measured and Simulated Lithium Concentrations at Primary and Secondary Well Batteries (2000–2022) ............................................................................................................... 12-7 Figure 12-5. Simulated Lithium Brine Production Wells, Freshwater Extraction Wells, and Spent Brine Discharge Area .............................................................................................................. 12-9 Figure 12-6. SA Plant Process Efficiency (2012–2022) .................................................................... 12-13 Figure 13-1. Surface Pumping Equipment ........................................................................................ 13-1 Figure 13-2. Historical Lithium Brine Production from the Primary and Secondary Well Batteries (2000–2022) ............................................................................................................... 13-2 Figure 13-3. Anticipated Lithium Brine Production Schedule ....................................................... 13-3 Figure 14-1. Project Fenix Facilities .................................................................................................... 14-1 Figure 14-2. Project Fenix Selective Adsorption Plant Process ...................................................... 14-2 Figure 14-3. Project Fenix Carbonate Processing Plant ................................................................... 14-4 Figure 14-4. General Flowchart of Auxiliary Services Plant ........................................................... 14-5 Figure 14-5. Annual Flow to Artificial Lagoon ................................................................................. 14-6 Figure 14-6. Project Fenix Facility First Expansion Process Flow Diagram ................................. 14-7 Figure 14-7. Photograph of Project Fenix Current Facility First Expansion, January 2023 ........ 14-8 Figure 14-8. Project Fenix Facility Second Expansion Conceptual Process Flow Diagram ....... 14-9 Figure 14-9. Project Fenix Facility Third Expansion Conceptual Process Flow Diagram ........ 14-10 Figure 15-1. Project Fenix Site Facilities ............................................................................................. 15-2 Figure 15-2. Trapiche Aquifer Well Locations .................................................................................. 15-5 Figure 15-3. Average Annual Extraction Rates, Trapiche Aquifer ................................................ 15-6 Figure 15-4. Rio de Los Patos Aquifer Infrastructure ...................................................................... 15-8 Figure 15-5. Los Patos Aquifer Raw Water Aqueduct .................................................................... 15-9 Figure 15-6. Livent Salar de Pocitos Railway Station .................................................................... 15-11 Figure 15-7. Super Sacks at the Antofagasta Port Railway Station.............................................. 15-11 Figure 15-8. Empresa Portuaria de Antofagasta ............................................................................ 15-12

 
Integral Consulting Inc. x February 21, 2023 Figure 16-1. Distribution of End-Use Market ................................................................................... 16-1 Figure 16-2. Conservative and Base Case Forecast Prices for Lithium Carbonate ...................... 16-5 Figure 17-1. Number of Employees from Neighboring Communities ....................................... 17-18 Figure 20-1. Adjacent Properties......................................................................................................... 20-2

 
Integral Consulting Inc. xi February 21, 2023 LIST OF TABLES Table 3-1. MdA’s Mineral Concessions Titles and Rights in the SdHM ......................................... 3-5 Table 3-2. Mining Concessions Granted to Third Parties by Salta Province Overlapping with Catamarca Province ................................................................................................................. 3-11 Table 7-1. Summary of Exploration Work........................................................................................... 7-2 Table 7-2. Summary of Exploration Drilling ....................................................................................... 7-5 Table 7-3. Hydraulic Conductivity Measured During Exploration .............................................. 7-21 Table 11-1. Specific Yield by Lithology .............................................................................................. 11-5 Table 11-2. Pre-development and September 2022 Kriged Resource Estimates .......................... 11-7 Table 11-3. Historical Pre-Development Resource Estimate Summary ........................................ 11-8 Table 11-4. Historical Production from Selective Adsorption Plant ............................................. 11-9 Table 11-5. Lithium Resource Estimate (inclusive of lithium reserves), as of December 31, 2022 .................................................................................................................................................. 11-10 Table 11-6. Lithium Resource Estimate (exclusive of lithium reserves), as of December 31, 2022 .................................................................................................................................................. 11-10 Table 12-1. Simulated Future Brine Pumping Schedule (m3/d) ................................................... 12-10 Table 12-2. Proven and Probable Lithium Reserves (starting January 1, 2023) ......................... 12-14 Table 13-1. Anticipated Lithium Carbonate Production Schedule (2023–2030) .......................... 13-4 Table 15-1. General Load Consumption and Associated Energies for Fenix Plant..................... 15-3 Table 15-2. Fuel Storage Tank Capacity............................................................................................. 15-4 Table 17-1. Environmental Control Program .................................................................................... 17-7 Table 17-2. Measures to Prevent or Mitigate the Impacts to Wildlife from Transport ............. 17-13 Table 17-3. Environmental Permit Summary ................................................................................. 17-15 Table 17-4. Final Closure Cost Estimate .......................................................................................... 17-17 Table 17-5. SdHM Trust Activities ................................................................................................... 17-19 Table 18-1. Capital Expenditure Estimate (2023–2031) in Million $USD ...................................... 18-1 Table 18-2. Unit Cost Estimates in $USD........................................................................................... 18-3 Table 19-1. Key Financial Results ....................................................................................................... 19-2 Table 19-2. Economic Model Sensitivity Analysis Million $USD .................................................. 19-2 Table 20-1. Mineral Concessions Adjacent to Project Fenix ........................................................... 20-3

 
Integral Consulting Inc. xii February 21, 2023 ACRONYMS AND ABBREVIATIONS Allkem Allkem Limited amsl above mean sea level bgs below ground surface CAGR compound annual growth rate CFR Code of Federal Regulations CIM Canadian Institute of Mining, Metallurgy and Petroleum Contract of 1991 Exploration, Development and Operation Contract executed in 1991 CSR Corporate Social Responsibility CRIRSCO Committee for Reserves and International Reporting Standards DCF discounted cash flow DGFM Dirección General de Fabricaciones Militares DIPGAM Direccion Provincial de Gestion Ambiental Minera EIA environmental impact assessment EMA Environmental Mining Agency EPdA Empresa Portuaria de Antofagasta ESIA Environmental and Social Impact Assessment FMC FMC Corporation FOB freight on board FSB finished salar brine Galan Galan Lithium Limited HMW Hombre Muerto West ICP inductively coupled plasma Integral Integral Consulting Inc. ISO International Organization for Standardization LCE lithium carbonate equivalent Livent Livent Corporation L/s liter(s) per second MdA Minera del Altiplano, S.A.

 
Integral Consulting Inc. xiii February 21, 2023 MIL Federal Mining Code, Mining Investments Law. No. 24,196 Mt metric ton(s) NDVI Normalized Difference Vegetation Index OD outer diameter OES optical emissions spectroscopy OSC Ontario Securities Commission Pe effective porosity POSCO POSCO Argentina ppm parts per million psi pounds per square inch PVC polyvinyl chloride PWB primary well battery QA/QC quality assurance and quality control QP Qualified Person SA selective adsorption SdHM Salar del Hombre Muerto (also referred to as “the Salar”) SdHM Trust Fund denominated Salar del Hombre Muerto Trust Fund SEC Securities and Exchange Commission SEGEMAR Servicio Geológico Minero Argentino Sr specific retention SWB secondary well battery Sy specific yield TDS total dissolved solids U.S. United States WMC Water Management Consultants

 
Integral Consulting Inc. 1-1 February 21, 2023 1 EXECUTIVE SUMMARY This report discloses the lithium mineral resources and reserves at Livent Corporation’s (Livent’s) Project Fenix, an active lithium brine mining operation that began producing lithium in 1997. Project Fenix is the first lithium brine operation in Argentina to produce lithium from brine at a commercial scale. Project Fenix is scheduled to undergo several phased expansions designed to increase nominal lithium carbonate production capacity to 100,000 metric tons (Mt) lithium carbonate per year. The First Expansion, designed to double lithium carbonate production capacity to 40,000 Mt, is currently underway in two phases (A and B). The remaining expansions will increase production capacity in the years that follow, culminating with 100,000 Mt lithium carbonate production capacity in 2030. Future operating conditions at Project Fenix and operating expenses are known with greater certainty than other projects without a proven track record of lithium carbonate production. This report was developed to pre-feasibility standards to support the ongoing operations, and the announced expansions currently in progress. This report establishes the resource and reserves to support the ongoing operations, and the expansions currently in progress and announced. Certain elements of Project Fenix—including site infrastructure, mine design and planning, processing plant(s), and environmental compliance and permitting, including near-term capital and operating costs—are established with enough rigor and confidence to meet feasibility standards. This study is classified as pre-feasibility primarily to acknowledge uncertainty in long-term capital and operating costs as projected to the life-of-mine over 40 years. Resources and reserves reported herein are based on data collected prior to operations, during operations, and through the end of 2022. Some information contained in this report is forward- looking and should be used with caution. Forward-looking statements are based on assumptions the Qualified Persons (QPs) consider reasonable at the time this report was created. Forward-looking statements do not guarantee specific or implied results, performance, or outcomes. Instead, forward-looking statements involve risks, are inherently uncertain, and cannot be relied upon to provide assurance for a particular outcome. 1.1 PROPERTY DESCRIPTION AND OWNERSHIP Salar del Hombre Muerto (SdHM or Salar) is located in northwest Argentina, in the northeastern portion of Catamarca Province on the border with Salta Province. SdHM is a hydrologically closed (endorheic) basin characterized by a dry former lake bed that evolved into a salt pan (salar), which covers an area of nearly 600 km2. A bedrock saddle near the center

 
Integral Consulting Inc. 1-2 February 21, 2023 of the Salar separates the basin into the Western and Eastern Subbasins, approximately 348 km2 and 240 km2, respectively. Minera del Altiplano S.A. (MdA), Livent’s Argentine operating subsidiary, owns and operates lithium brine production facilities and related chemical processing plants in the Western Subbasin of SdHM. The operation, referred to as Project Fenix, broadly encompasses the areas used for lithium brine production and processing, and is located exclusively within the Western Subbasin of SdHM. MdA holds a title to mining concession rights to extract resources from SdHM. These mineral concession rights include a total of 143 contiguous mining concessions in the Western Subbasin (referred to as the Contiguous Lease Area) and one concession in the Eastern Subbasin, which when combined cover an area of approximately 327 km2. 1.2 GEOLOGY AND MINERALIZATION The geology in northwest Argentina covers two geologic provinces: the Puna plateau in the west and the Eastern Cordillera to the east. The Argentinean portion of the Puna is the southern extension of the Altiplano of southernmost Bolivia, southern Peru, and northern Chile. The Puna is located east of a modern volcanic arc and above a moderately dipping segment of the eastwardly subducting Nazca plate. The principal lithium-bearing region of South America is located within the Puna plateau. The climate of the Puna varies from semiarid to hyperarid on the eastern border, to arid along the western volcanic arc. In the southern Puna, combinations of east-trending volcanic chains and north-trending, reverse fault–bounded structural blocks comprise several endorheic basins. A salar is the hydrologic terminus of an endorheic basin. Lithium-rich brine deposits are common beneath the salar surface, within porous evaporite and clastic sedimentary deposits, because they are located in areas with the following characteristics: arid climate; igneous and/or hydrothermal activity; tectonically driven subsidence; lithium-bearing minerals or hydrothermal waters; and time required to evapoconcentrate lithium in brine. The salar at SdHM consists of evaporite deposits formed within an endorheic basin, bounded by pre-Paleozoic, Paleozoic, and Cenozoic–age crystalline metamorphic basement rocks. Fault- bounded bedrock hills occur within and along the margins of the Salar basin subdividing the SdHM into two separate subbasins (eastern and western), each with different evaporite sediment compositions. The Eastern Subbasin is dominated by borate evaporites and clastic sediments (such as sand, silts, and clays), whereas the Western Subbasin is relatively free of clastic sediment and is dominated by halite (sodium chloride salt) evaporite deposits.

 
Integral Consulting Inc. 1-3 February 21, 2023 The lateral boundary of the evaporite sedimentary deposits of the Western Subbasin of SdHM is roughly circular in shape, coinciding with the contact between sediment and surrounding bedrock. The deposit is hydraulically unbounded at the saddle where the Eastern and Western Subbasins connect, which allows brine in the Eastern Subbasin and brackish water from the Rio de los Patos to enter the Western Subbasin. The deposit is open to the south where groundwater flow from the Trapiche Aquifer enters the Salar. At both locations, water or lithium-rich brine flows into the deposits of the Western Subbasin. The vertical extent (depth) of the lithium-rich brine deposit has not been determined. Based on surface geophysical surveys and several drilling locations greater than 100 m deep, the bedrock–halite contact is likely greater than 200 m in most of the Western Subbasin and may exceed 900 m in the northwestern portion of the subbasin. 1.3 STATUS OF EXPLORATION ACTIVITIES Livent’s mineral exploration activities at SdHM are classified according to when they occurred relative to operations. Pre-development exploration began with a comprehensive site characterization program initiated in the early 1990s, which consisted of two field investigations centered on collecting hydrogeologic information in the Western Subbasin. Shortly after pre-development site characterization work was completed in 1997, brine extraction and lithium carbonate production began. Brine quality (chemical analysis), brine elevation levels, and brine pumping data collected during operations can be considered supplemental exploration data because they provide valuable information about the brine reservoir and lithium resources/reserves on a much broader scale than is possible during a conventional pre-development exploration program. In 2020, Livent explored the lithium brine resources of the Western Subbasin of SdHM at depths greater than the depth of its operating lithium brine production wells. This supplemental exploration program, referred to as the Deep Characterization Program, involved core drilling using an HQ-diameter diamond drill to 102 m, 220 m, and 302 m below ground surface (bgs) at three locations near existing brine pumping well batteries, as well as in the area where the Eastern and Western Subbasins connect. Exploration activities are ongoing to the extent Livent continues to collect operational data (brine elevation, pumping rates, and brine quality). Additional exploration activities focused on core drilling and sampling at depths greater than 40 m bgs are in the planning phase. Once completed, data generated from those activities may potentially allow for upgrading lithium resource estimates.

 
Integral Consulting Inc. 1-4 February 21, 2023 1.4 DEVELOPMENT AND OPERATIONS Livent’s process for extracting lithium from the brine resource is to pump the lithium-bearing brine from production wells into the Selective Adsorption (SA) Plant, or optionally into pre- concentrate ponds for solar concentration prior to going to the SA Plant. The SA Plant uses treated fresh water and a proprietary adsorption process to selectively remove the lithium from the brine. The polished stream leaves the SA Plant and is further concentrated in solar evaporation ponds called finished salar brine (FSB) ponds. The residual barren brine and freshwater mixture (generally referred to as spent brine) is sent to the artificial lagoon where it evaporates or infiltrates back into the Salar. Some of the finished brine is sent to the Carbonate Plant, where it is reacted with soda ash to produce battery- or technical-grade lithium carbonate. The remaining finished brine is sent offsite to the Güemes Plant where it is used to produce high-purity lithium chloride. Livent continues to process lithium at SdHM essentially the same way it has since operations began in 1997. The only significant changes to operations occurred in 2012 when the pre- concentrate ponds and two additional lithium brine production wells were placed in service. Livent has begun expansion plans to increase lithium carbonate production. Plans for increased lithium carbonate production involve increasing brine and water extraction and throughput capabilities at the SA Plant, and increasing lithium carbonate production capacity. Considering Livent’s successful track record and historical performance, its plans for expansion are fundamentally sound and have lower risk than a similar operation at an unproven location. 1.5 MINERAL RESOURCE ESTIMATES This report includes the first resource and reserve estimate for Project Fenix that complies with Securities and Exchange Commission regulations S-K 601(b) (96). The current resource estimate provided in this report, as of December 31, 2022, does not rely on historical (pre-production) lithium grade information. Instead, it relies on data collected from an extensive monitoring well network installed in 2017, nearly 20 years after operations began, and data from deep characterization boreholes drilled in 2020. Historical data collected prior to development and data collected from deep exploration boreholes are used to estimate static reservoir properties that are not expected to change over time. Although historical resource estimates do not conform to current standards, they are included in this report for reference and to illustrate how well various resource estimates compare over time and across different estimation methods and data sets. Kriging, a well-established method for interpolating data between measurements, was used to estimate in situ lithium resources in September 2022. Using this method, measured lithium concentrations from Livent’s monitoring wells, publicly available lithium concentration data from the Eastern Subbasin, and lithium concentrations measured in deep characterization boreholes were the basis for interpolation. The availability, density, and reliability of brine and

 
Integral Consulting Inc. 1-5 February 21, 2023 hydraulic data from lithium brine production and monitoring wells allows resources from ground surface to 40 m bgs to be classified as “measured.” The interval from 40 to 100 m bgs is classified as “indicated,” and from 100 to 200 m bgs, where data are sparse, is classified as “inferred.” The current resource estimates (as of December 31, 2022) were calculated by deducting the amount of lithium produced from September 1, 2022, through the end of 2022 from the September 2022 estimate. Current resources are presented inclusive and exclusive of mineral reserves. Resource estimates, inclusive of reserves, are as follows: 523,000 Mt lithium (measured); 805,000 Mt lithium (indicated); 1,328,000 Mt lithium (measured and indicated); and 892,000 Mt lithium (inferred). The total measured, indicated, and inferred resource, inclusive of reserves, is 2,220,000 Mt lithium. To calculate resources exclusive of reserves, the proven reserves were deducted from measured resources and probable reserves were deducted from indicated resources. Resource estimates, exclusive of reserves, are as follows: 370,000 Mt lithium (measured); 228,000 Mt lithium (indicated); and 597,000 Mt lithium (measured and indicated). The total measured, indicated, and inferred resource, exclusive of reserves, is 1,489,000 Mt lithium. 1.6 MINERAL RESERVE ESTIMATES Integral Consulting Inc. estimated lithium reserves using a numerical brine reservoir model (Salar Model) to predict changes in brine occurrence and grade in response to anticipated lithium brine production schedules. Numerical modeling is the best tool for estimating lithium brine reserves. It is essentially a physically based bookkeeping method for simulating fluid flow and for tracking dissolved solids and lithium concentration and movement. The active model area of the Salar Model is 364 km2, which covers the entire Western Subbasin. In the vertical dimension, the model is divided into nine horizontal layers from ground surface to bedrock. Model calibration involved changing input parameters until a satisfactory match between observed and model-simulated conditions were reached. The Salar Model was calibrated to brine elevations and brine chemistry (total dissolved solids and lithium concentrations) measured at brine monitoring wells distributed across the entire Western Subbasin, from proxy locations used to represent aggregate flows from the primary well battery and secondary well battery, and monitoring wells in the Trapiche Aquifer. Once the Salar Model was calibrated, it was used to predict changes in brine levels and brine quality for a 40-year period through 2062. It should be noted that 40 years was the chosen time frame for the numerical simulation, based on the QPs’ understanding of the resource, operational history, and anticipated lithium carbonate production schedule, which in turn is the

 
Integral Consulting Inc. 1-6 February 21, 2023 basis for establishing the life-of-mine. In the QPs’ opinion, based on available resources, current mine plans, and pricing assumptions, the life-of-mine will remain profitable and above the cut- off grade beyond 40 years. New lithium brine production wells are required to meet future target lithium brine production rates. Lithium grades are anticipated to gradually decrease over time as the rate of lithium removal exceeds the rate of natural replenishment. As this happens, brine becomes more dilute and more pumping is required to extract the required mass of lithium. In the predictive simulations, all new wells were designed to draw exclusively from the measured resource depth interval (0–40 m bgs) in years 0–20. In later years (21–40), brine is extracted from both the measured and indicated resource (0–100 m bgs) depth intervals. It should be noted that future lithium brine production can be achieved with various well configurations, and actual future well configurations are subject to change. Although Project Fenix is the only commercial lithium carbonate production operation at SdHM, other companies with mining claims adjacent to Livent’s, mainly in the Eastern Subbasin, are known to be in the advanced exploration stage and could begin brine extraction on a commercial scale in the next few years. To evaluate the potential impact on reserves, model inflows from the Eastern Subbasin were deactivated for a 40-year predictive simulation beginning in January 2023. Key results from this simulation were that the flux from the Eastern Subbasin, as modeled for reserve estimation, is diluting resources in the Western Subbasin. Without flow from the Eastern Subbasin, lithium grade increases over time, and brine levels decrease, relative to the reserve simulation, but not enough to materially affect reserves in either case. For this reserve assessment, a cut-off grade of 218 mg/L was calculated using a breakeven financial analysis for a 40-year life-of-mine. The breakeven analysis included reasonably foreseeable capital and operating expenses and cost of capital at 10%, and revenue generated assuming a long-term, forward-looking lithium carbonate price of $20,000 per Mt. This approach was considered a “worst-case scenario” to establish the minimum economically viable lithium concentration for Project Fenix to be marginally profitable and is appropriate to estimate a cut-off grade concentration. Numerical model results indicate the lithium carbonate production schedule provided by Livent is feasible, and brine grade remains well above the economically viable cut-off grade of 218 mg/L throughout the 40-year simulation period. At the end of the 40-year simulation, flow- weighted, average lithium concentration is 523 mg/L. Future brine extraction was simulated in the Salar Model with new wells screened in the “measured” resource interval for years 0–20. In years 21–40, additional brine is produced with new wells screened in both the “measured and indicated” resource interval. Considering

 
Integral Consulting Inc. 1-7 February 21, 2023 anticipated pumping rate increases together with model predictions and 25 years of performance monitoring data, it is reasonable to classify brine produced in the first 10 years as “proven reserves.” Brine produced in years 11–40 is classified as “probable” on the basis that new wells extract brine from the measured and indicated resource in later years. Lithium reserves extracted in years 1–10 are classified as “proven” by reducing the lithium mass extracted by 23.4% to account for process inefficiencies. Proven reserves (153,000 Mt) represent approximately 12% of the current measured and indicated resource (1,328,000 Mt lithium). Lithium resources extracted in later years (11–40), also discounted for process inefficiencies, are classified as “probable.” Probable lithium reserves (578,000 Mt) produced in years 11–40 represent 43% of the total measured and indicated resource. Reserves are classified as probable because a fraction of the brine produced in years 21–40 originated in the measured and indicated resource intervals and certain modifying factors (economic, legal, governmental, environmental, and social) necessarily introduce uncertainty in future operations. The total proven and probable reserves (731,000 Mt) make up approximately one-third of the total resource. 1.7 PERMITTING REQUIREMENTS MdA entered into an agreement with the Argentine federal government and Catamarca Province to develop SdHM in 1991. After 1993, the Argentine federal government assigned its rights and obligations to Catamarca Province, which provides Catamarca Province jurisdiction and a minority ownership stake in MdA. MdA holds water rights to the Rio Trapiche and Trapiche Aquifer to support current operations. MdA currently holds temporary rights to the Los Patos Aquifer. Permeant concessions for the Los Patos Aquifer are expected to be granted in the coming months. Project Fenix conducts operations under a variety of environmental and operating permits. Environmental baseline investigations were conducted for Project Fenix and the Los Patos Aqueduct projects. Environmental impact assessments are updated biannually with data collected from ongoing monitoring programs. Additional permits are obtained for facilities upgrades and expansion as required by governmental agencies. 1.8 SUMMARY This lithium resource and reserve disclosure may differ from other disclosures for projects involving lithium-bearing brine extraction because Project Fenix is a mature project and is one of only a few long-term operating projects (25 years of continuous operation) of its kind in the world. Currently, most lithium brine projects are for sites still in the exploration phase, have only a few years of experience with commercial lithium production, or are not subject to

 
Integral Consulting Inc. 1-8 February 21, 2023 disclosure requirements. Because of the 25 years of operational history, information collected during operations support the interpretations and conclusions made herein. Although not considered in this reserve assessment, lower cut-off grades may become economically viable with advances in process technology or with changes in mine plans (e.g., additional pre-concentrate ponds or SA columns). The economic analysis indicated positive cash flow for the life-of-mine after an initial payback period of 3.6 years based on the anticipated lithium carbonate production schedule. 1.9 RECOMMENDATIONS Future exploration should focus on depths greater than 40 m bgs to potentially upgrade resource estimates currently considered indicated and inferred. A supplemental deep exploration program work plan is currently in development. Incorporating new data collected following a future deep exploration program may have the added benefit of increasing reserves. Livent should evaluate the mass balance at the artificial lagoon. A mass balance evaluation is aimed at quantifying flows into and out of the artificial lagoon and its storage capacity. A better understanding of the lagoon mass balance is necessary to manage future spent brine disposition as lithium brine production increases. Additionally, the evaluation should include future spent brine return options, including an adaptive management program for surface return, mechanical evaporators, recycle technologies, injection wells, or some combination thereof. Further numerical modeling work is recommended to support expanded lithium brine production and optimize well configurations and pumping rates. Additional modeling work should include validation and/or extending the calibration period to simulate a future brine elevation and quality monitoring data set. Future numerical modeling work should incorporate relevant information collected during the other two recommended future work programs (deep exploration or spent brine return evaluation).

 
Integral Consulting Inc. 2-1 February 21, 2023 2 INTRODUCTION In 2018, the Securities and Exchange Commission (SEC) adopted amendments to modernize the property disclosure requirements for mining registrants by requiring disclosures concerning mineral resources and reserves. The amendments more closely align the SEC’s disclosure requirements and policies for mining properties with current industry and global regulatory practices and standards (i.e., Committee for Reserves and International Reporting Standards [CRIRSCO]). This report was prepared in accordance with SEC regulations S-K 601(b) (96) by Integral Consulting Inc. (Integral) on behalf of Livent Corporation (Livent; the Registrant) for its lithium brine mining operation, Project Fenix, located in the Western Subbasin of the Salar del Hombre Muerto (SdHM or Salar), Catamarca Province, Argentina. This report was developed to meet or exceed pre-feasibility standards in support of ongoing operations and the announced expansions currently in progress. Of the relevant factors evaluated herein, site infrastructure, mine design and planning, processing plant(s), and environmental compliance and permitting, including near-term capital and operating costs, are established with enough rigor and confidence to meet feasibility standards. This study is classified as pre-feasibility primarily to acknowledge uncertainty in long-term capital and operating costs as projected to the life-of- mine over 40 years. 2.1 TERMS OF REFERENCE AND PURPOSE Integral was retained by Livent to develop this report to comply with the mineral disclosure requirements set forth by the SEC. The mineral disclosures are specific to Livent’s Project Fenix, an active lithium brine mining operation that began producing lithium in 1997. This report establishes the resource and reserves to support the ongoing operations, and the expansions currently in progress and announced. Mineral resource and reserve estimates, reported herein, were developed in accordance with the following guidance: • Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves (JORC 2012). • Mineral resource and reserve definitions provided by the Canadian Institute of Mining, Metallurgy and Petroleum (CIM 2014). • Ontario Securities Commission (OSC) staff notice 43-704 for guidance on the application of National Instrument 43-101 for mineral brine projects such as lithium (OSC 2011).

 
Integral Consulting Inc. 2-2 February 21, 2023 Although these guidance documents do not provide prescriptive mineral classification breakpoints, we adhere to their principles, which center on transparency, materiality, and competence, in developing the resource and reserve estimate for Project Fenix. Some information contained in this report is forward-looking and should be used with caution. Forward-looking statements are based on assumptions the Qualified Persons (QPs) consider reasonable at the time this report was created. Forward-looking statements do not guarantee specific or implied results, performance, or outcomes. Instead, forward-looking statements involve risk, are inherently uncertain, and cannot be relied upon to provide assurance for a particular outcome. Lithium brine production rates at the Selective Adsorption (SA) Plant have been remarkably consistent in recent years (2015 to 2022), averaging approximately 25,300 metric tons (Mt) lithium carbonate equivalent (LCE) per annum. In 2022, Project Fenix produced 26,100 Mt LCE of concentrated lithium brine from the SA Plant, which feeds both the Lithium Carbonate Plant at Project Fenix and the Lithium Chloride Plant located in Güemes, Argentina (the Güemes Plant). Project Fenix is scheduled to undergo several phased expansions designed to increase nominal lithium carbonate production capacity to 100,000 Mt lithium carbonate per year. The First Expansion, designed to double lithium carbonate production capacity to 40,000 Mt, is currently underway in two phases (A and B). The remaining expansions will increase lithium carbonate production capacity in the years that follow, culminating with 100,000 Mt lithium carbonate production capacity in 2030. In this report, lithium mass is usually the preferred unit for expressing resources; however, a conversion factor of 5.323 is used when converting lithium mass to LCE. Metric units are used throughout this report, unless otherwise noted. Costs are expressed in United States (U.S.) dollars ($). 2.2 SOURCES OF INFORMATION This report is based in part on site characterization data collected before mining operations began (pre-development); operational data in the period thereafter, including deep exploration data collected by Livent in 2020; information provided by Livent; government reports and publications; and reports, letters, information from reports and memoranda prepared by other third parties as cited in the report and listed in Section 24 (References).

 
Integral Consulting Inc. 2-3 February 21, 2023 2.3 DETAILS OF INSPECTION Personal inspections of the SdHM and Livent operating facilities, as well as meetings in Argentina with local authorities have been conducted by QPs from Integral as outlined below: • Sean Kosinski and William Cutler visited the Salar and Livent’s Project Fenix facilities in April 2015. The site visit included inspection of geological and hydrological setting, review of brine and freshwater extractions systems, and review of manufacturing processes. • Sean Kosinski and William Cutler met with local mining and water authorities in Catamarca in August 2015. They presented a freshwater management strategy for the Trapiche Aquifer during that visit. • Sean Kosinski and William Cutler met with the federal Mining Ministry and technical leaders from the Argentine government in Buenos Aires in December 2016. They presented plans for the SdHM brine monitoring well network and provided an overview of numerical modeling work in support of Livent’s management of the Salar. • Sean Kosinski visited the SdHM in March 2017 to provide technical oversight, including drilling methods and inspecting core and drill cuttings during installation of brine monitoring wells and across Livent’s concession in the Western Subbasin of the Salar. • Sean Kosinski and William Cutler visited the SdHM and Livent’s Project Fenix facilities in March 2018. During this site visit, the QPs inspected site facilities and freshwater resources at the Los Patos and Trapiche rivers at and in the vicinity of the Salar. • Sean Kosinski visited the SdHM and Project Fenix facilities in March 2022. During this visit, he observed operations at the Salar, including the operation of lithium brine production wells and flows to the artificial lagoon; overseeing geophysical surveys; toured portions of the Eastern Subbasin, including Laguna Catal; observed surface water flows in Trapiche area streams, and construction activities related to the Project Fenix plant expansion. 2.4 REPORT VERSION UPDATE This report marks the first mineral resource and reserve disclosure submitted by Livent for its lithium brine mining operation at SdHM in accordance with 17 Code of Federal Regulations (CFR) § SEC 229.1300. As this report may be updated later following acquisition of new and relevant data or information, the user should confirm that this is the latest filed version of the report.

 
Integral Consulting Inc. 2-4 February 21, 2023 2.5 QUALIFIED PERSONS This report was prepared by Integral, a third-party consulting firm, in accordance with 17 CFR § 229.1302. The following personnel serve as the QPs for this report as defined in 17 CFR § 229.1302 (b)(1)(i): • Sean Kosinski, P.Hg., graduated from Eastern Connecticut State University with a Bachelor’s degree in Environmental Earth Science, and from the University of Nevada, Reno, with a Master’s degree in Hydrogeology. He is a Professional Hydrogeologist certified by the American Institute of Hydrology (No. 14-HG-6007) and he is a member of the Nevada Mining Association and National Groundwater Association. He is a Senior Consultant with Integral with more than 20 years of experience in mining hydrology. • William Cutler, Ph.D., P.G., graduated from the University of Michigan with a Bachelor’s degree in Geological Sciences; from the University of Calgary with a Master’s degree in Geology and Geophysics; and from the University of Hawaii with a Doctor of Philosophy (Ph.D.) in Geology and Geophysics. He is a Professional Geologist licensed in California (No. GEO 4667), and a Principal with Integral with 40 years of experience in geology, including oil and gas exploration and development, mining, and water resources. Livent has determined that the QPs meet the qualifications specified under the definition of qualified person in 17 CFR § 229.1300.

 
Integral Consulting Inc. 3-1 February 21, 2023 3 PROPERTY DESCRIPTION The SdHM is a salt pan (salar) in northwest Argentina, in the northeastern portion of Catamarca Province on the border with Salta Province (Figure 3-1). Figure 3-1. Location of Salar del Hombre Muerto

 
Integral Consulting Inc. 3-2 February 21, 2023 The entire SdHM covers an area of nearly 600 km2. A bedrock saddle near the center of the Salar separates it into Western and Eastern Subbasins, approximately 348 km2 and 240 km2, respectively (Figure 3-2). Figure 3-2. Project Fenix and Subbasins

 
Integral Consulting Inc. 3-3 February 21, 2023 Minera del Altiplano S.A. (MdA), Livent’s Argentine operating subsidiary, owns and operates lithium brine production facilities and related chemical processing plants in the Western Subbasin of SdHM (S 25° 27ʹ, W 67 °05ʹ), referred to hereafter as Project Fenix. Project Fenix broadly encompasses the areas used by Livent for lithium brine production and processing, and is located exclusively within the Western Subbasin of SdHM. Project Fenix is approximately 45 km from Ciénaga Redonda, 85 km from Los Nacimientos, 97 km from Antofalla, 100 km from Antofagasta de la Sierra, and 174 km from Peñon. The city of Salta has a population of approximately 700,000 and is 185 km east-northeast of Project Fenix. 3.1 PROPERTY AREA MdA holds a title to mining concession rights to extract resources from SdHM. These mineral concession rights were granted to MdA pursuant to the Argentine Mining Code and include a total of 143 contiguous mining concessions in the Western Subbasin (referred to as the Contiguous Lease Area) and one concession in the Eastern Subbasin, which when combined, cover an area of approximately 327 km2 (32,617 hectares). The extent of mining concession rights within the entire SdHM and party holding title to the concessions were provided to Integral by Livent on December 22, 2021, and are shown on Figure 3-3. Neighboring mining concessions are discussed in Section 20. 3.2 MINERAL CONCESSIONS TITLE AND RIGHTS MdA owns 144 mining properties and holds concessions title and rights to mine lithium, magnesium, sodium, potassium, magnesium salts, borax, borate, and bentonite from SdHM (collectively, the Project Fenix). To date, however, MdA has only produced lithium and removes the other minerals during brine processing. MdA and Livent’s predecessor, FMC Corporation (FMC), initially obtained mineral rights under the Contract of 1991 (as defined in Section 16.4.1) with Dirección General de Fabricaciones Militares (DGFM), an entity of the Ministry of Defense of the Argentine Republic and Catamarca Province. The agreement has since been amended several times, including under the Amendment of 1994 (as defined in Section 16.4.1), which, following legislative and constitutional reforms in 1993 and 1994, resulted in the Argentine federal government’s transfer of eminent domain of mineral rights subject to MdA’s concession to Catamarca; while the DGFM transferred title to the concessions to MdA. For additional information regarding the agreements governing MdA’s concessions, see Section 16.4.1.

 
Integral Consulting Inc. 3-4 February 21, 2023 Figure 3-3. Mining Claims in the Salar del Hombre Muerto

 
Integral Consulting Inc. 3-5 February 21, 2023 3.2.1 Mineral Concessions Title and Mining Group On December 29, 2021, the mining authority of Catamarca issued joint resolution No. RESFC- 2021-90-E-CAT-AM, by virtue of which it approved the formation of the SdHM mining group (i.e., a new mining property constituted from multiple adjoining existing mines), including 141 mining properties in a single unified docket. Livent has access to 144 total mining properties. A list of these 144 mining concessions titles and rights is included as Table 3-1 (the three not included in the mining group are in Bold Italics). The locations of the 144 mining properties are shown on Figure 3-4. Table 3-1. MdA’s Mineral Concessions Titles and Rights in the SdHM Concession Name Original File Number Hectares Unified File Number 20 de Febrero 165M1993 500 EX–2021-00466761 20 de Mayo 84M1991 200 EX–2021-00466761 29 de Mayo 86M1991 200 EX–2021-00466761 3 de Febrero 91M1991 200 Acazoque I 92M1988 200 EX–2021-00466761 Acazoque II 93M1988 300 EX–2021-00466761 Acazoque III 94M1988 200 EX–2021-00466761 Alicia María 46M1993 300 EX–2021-00466761 Ana María 45M1993 95 EX–2021-00466761 Beatriz IV 108M1993 200 EX–2021-00466761 Beatriz XIII 51M1985 200 EX–2021-00466761 Carnalita I 142M1990 600 EX–2021-00466761 Carnalita II 143M1990 400 EX–2021-00466761 Chiro I 203M2003 178 EX–2021-00466761 Chiro II 204M2003 336 EX–2021-00466761 Chiro III 205M2003 194 EX–2021-00466761 Chiro IV 206M2003 105 EX–2021-00466761 Chiro V 565M2004 1270 EX–2021-00466761 Cuba 1953M1900 100 EX–2021-00466761 Don Elías 168M1993 600 EX–2021-00466761 Eduardo 85M1991 200 EX–2021-00466761 Fernando 70M1991 200 EX–2021-00466761 Fernando I 69M1991 399 EX–2021-00466761 Gringa 223M1995 100 EX–2021-00466761 Habana 17M1992 200 EX–2021-00466761 Horacio 222M1995 200 EX–2021-00466761 Jenny 167M1994 400 EX–2021-00466761 La Puna II 38M1991 200 EX–2021-00466761

 
Integral Consulting Inc. 3-6 February 21, 2023 Concession Name Original File Number Hectares Unified File Number Lalita 44M1993 300 EX–2021-00466761 Los Quilmes I 66M1991 200 EX–2021-00466761 Los Quilmes II 67M1991 300 EX–2021-00466761 Los Quilmes III 68M1991 172 EX–2021-00466761 Mañana 1951M1900 100 Marcela 88M1991 200 EX–2021-00466761 María Cristina 92M1991 200 María II 121M1983 200 EX–2021-00466761 María III 122M1983 200 EX–2021-00466761 María IV 123M1983 200 EX–2021-00466761 María IX 87M1985 200 EX–2021-00466761 María V 124M1983 200 EX–2021-00466761 María VII 85M1985 200 EX–2021-00466761 María VIII 86M1985 200 EX–2021-00466761 María X 88M1985 200 EX–2021-00466761 María XI 89M1985 200 EX–2021-00466761 María XII 90M1985 200 EX–2021-00466761 María XIII 91M1985 200 EX–2021-00466761 María XIV 92M1985 200 EX–2021-00466761 María XV 93M1985 200 EX–2021-00466761 Nelly IV 113M1983 200 EX–2021-00466761 Nelly V 114M1983 200 EX–2021-00466761 Nelly X 28M1985 200 EX–2021-00466761 Nelly XII 30M1985 100 EX–2021-00466761 Nelly XIII 31M1985 200 EX–2021-00466761 Nelly XIV 32M1985 200 EX–2021-00466761 Norma I 115M1983 200 EX–2021-00466761 Norma II 116M1983 200 EX–2021-00466761 Norma III 117M1983 200 EX–2021-00466761 Norma IV 118M1983 200 EX–2021-00466761 Norma IX 57M1985 200 EX–2021-00466761 Norma V 119M1983 200 EX–2021-00466761 Norma VI 54M1985 200 EX–2021-00466761 Norma VII 55M1985 200 EX–2021-00466761 Norma VIII 56M1985 200 EX–2021-00466761 Norma X 58M1985 200 EX–2021-00466761 Norma XI 59M1985 200 EX–2021-00466761 Norma XII 60M1985 200 EX–2021-00466761 Norma XIII 61M1985 200 EX–2021-00466761

 
Integral Consulting Inc. 3-7 February 21, 2023 Concession Name Original File Number Hectares Unified File Number Norma XIV 62M1985 200 EX–2021-00466761 Norma XV 63M1985 200 EX–2021-00466761 Olga I 100M1983 200 EX–2021-00466761 Olga II 101M1983 200 EX–2021-00466761 Olga III 102M1983 200 EX–2021-00466761 Olga IV 103M1983 200 EX–2021-00466761 Olga IX 37M1985 200 EX–2021-00466761 Olga V 104M1983 200 EX–2021-00466761 Olga VI 34M1985 200 EX–2021-00466761 Olga VII 35M1985 200 EX–2021-00466761 Olga VIII 36M1985 200 EX–2021-00466761 Olga X 38M1985 200 EX–2021-00466761 Olga XI 39M1985 200 EX–2021-00466761 Olga XII 40M1985 200 EX–2021-00466761 Olga XIII 41M1985 200 EX–2021-00466761 Olga XIV 42M1985 200 EX–2021-00466761 Olga XV 43M1985 200 EX–2021-00466761 Paula 26M1993 290 EX–2021-00466761 Paulina 169M1993 400 EX–2021-00466761 Poppy I 125M1983 200 EX–2021-00466761 Poppy II 126M1983 200 EX–2021-00466761 Poppy III 127M1983 200 EX–2021-00466761 Poppy IV 128M1983 200 EX–2021-00466761 Poppy IX 77M1985 200 EX–2021-00466761 Poppy V 129M1983 100 EX–2021-00466761 Poppy VI 74M1985 200 EX–2021-00466761 Poppy VII 75M1985 200 EX–2021-00466761 Poppy VIII 76M1985 200 EX–2021-00466761 Poppy X 78M1985 200 EX–2021-00466761 Poppy XI 79M1985 200 EX–2021-00466761 Poppy XII 80M1985 200 EX–2021-00466761 Poppy XIII 81M1985 200 EX–2021-00466761 Poppy XV 83M1985 100 EX–2021-00466761 Rosana II 131M1983 200 EX–2021-00466761 Rosana III 132M1983 200 EX–2021-00466761 Rosana IV 133M1983 200 EX–2021-00466761 Rosana IX 97M1985 200 EX–2021-00466761 Rosana V 134M1983 200 EX–2021-00466761 Rosana VII 95M1985 200 EX–2021-00466761

 
Integral Consulting Inc. 3-8 February 21, 2023 Concession Name Original File Number Hectares Unified File Number Rosana VIII 96M1985 200 EX–2021-00466761 Rosana X 98M1985 200 EX–2021-00466761 Rosana XI 99M1985 200 EX–2021-00466761 Rosana XII 100M1985 200 EX–2021-00466761 Rosana XIII 101M1985 200 EX–2021-00466761 Rosana XIV 102M1985 200 EX–2021-00466761 Rosana XV 103M1985 200 EX–2021-00466761 Sabina 164M1993 500 EX–2021-00466761 Salar I 18M1990 300 EX–2021-00466761 Salar II 19M1990 200 EX–2021-00466761 Salar III 17M1990 200 EX–2021-00466761 Salar IV 15M1990 208 EX–2021-00466761 Salar V 16M1990 200 EX–2021-00466761 Santa Barbara I 5M1991 200 EX–2021-00466761 Santa Barbara II 6M1991 370 EX–2021-00466761 Santa Barbara III 7M1991 400 EX–2021-00466761 Santa Barbara IV 8M1991 200 EX–2021-00466761 Santa Barbara V 9M1991 200 EX–2021-00466761 Santa Barbara VI 10M1991 200 EX–2021-00466761 Silvia I 95M1983 200 EX–2021-00466761 Silvia II 96M1983 200 EX–2021-00466761 Silvia III 97M1983 200 EX–2021-00466761 Silvia IV 98M1983 200 EX–2021-00466761 Silvia IX 67M1985 200 EX–2021-00466761 Silvia V 99M1983 200 EX–2021-00466761 Silvia VI 64M1985 200 EX–2021-00466761 Silvia VII 65M1985 200 EX–2021-00466761 Silvia VIII 66M1985 200 EX–2021-00466761 Silvia X 68M1985 200 EX–2021-00466761 Silvia XII 70M1985 200 EX–2021-00466761 Silvia XIII 71M1985 200 EX–2021-00466761 Silvia XIV 72M1985 200 EX–2021-00466761 Silvia XV 73M1985 200 EX–2021-00466761 Tauro I 33M1991 100 EX–2021-00466761 Tauro II 34M1991 200 EX–2021-00466761 Tauro III 31M1991 200 EX–2021-00466761 Yvi IV 46M1991 200 EX–2021-00466761 Yvi VI 48M1991 600 EX–2021-00466761

 
Integral Consulting Inc. 3-9 February 21, 2023 Figure 3-4. MdA Claims in the Salar del Hombre Muerto

 
Integral Consulting Inc. 3-10 February 21, 2023 3.3 ROYALTIES Pursuant to Provincial Laws Nos. 4757, 4759, 5031, and 5128, related regulatory decrees and supplementary regulations, as well as the agreements with Catamarca (as described in more detail in Section 16.4.1), MdA is required to pay monthly royalties to Catamarca in consideration for the minerals extracted from its concessions. MdA is required to pay the Catamarca province an immaterial semi-annual “canon” fee pursuant to the Argentine Mining Code and monthly royalties equal to 3% of the pithead value of the minerals extracted by MdA (the "Pithead Royalty") pursuant to the Argentine Mining Investment Law and Catamarca provincial law. Separately, under an amendment to its long- term agreement with Catamarca entered into on January 25, 2018, MdA agreed to pay the Catamarca province an additional monthly contribution (the "Additional Contribution") and to make Corporate Social Responsibility (CSR) expenditures. The Additional Contribution amount is equal to 2% of sales of products in a given month measured at the higher of MdA’s average invoice price or an average export price for similar products from Chile and Argentina, net of tax in either case (the "Contractual Price") less Pithead Royalty. The total amount MdA pays will not be above 2% of sales of products at the Contractual Price in a given month. The CSR amount each year is the equivalent of 0.3% of MdA's annual sales of products at the Contractual Price. Total payments including the "canon" fee, Pithead Royalty, Monthly Contribution, CSR expenditures and water trust payments equal to 1.2% of annual sales of products at the Contractual Price (as described below in the "Water" subsection to Item 1). 3.4 OTHER ENCUMBRANCES The mining properties have been granted to MdA and comply with all legal requirements to maintain them (royalty payments, investment plan fulfilled). For further information, see Section 3.3, Royalties. Project Fenix and its mining properties are required to maintain certain permits. An environmental impact statement is required to be updated and approved by Catamarca every 2 years. Certain water permits are also currently subject to renewal every 2 years. No additional material permits are required for MdA to freely operate these concessions. 3.5 PROVINCIAL BORDER DISPUTE A portion of the territory governed by MdA’s concession rights is subject to a longstanding border dispute between Catamarca Province and adjacent Salta Province (Figure 3-4). The border dispute has never impacted MdA’s operations and it is not expected to impact operations going forward, because MdA’s lithium brine production well batteries and lithium carbonate production facilities are located south of the disputed areas. In disputed areas in the

 
Integral Consulting Inc. 3-11 February 21, 2023 north of the Salar, MdA obtained mining concessions from the Salta Province (Litio I and Litio II) that overlap concessions granted by the Catamarca Province (Norma VI, Norma I, Tauro I, Tauro III, La Puna II, Olga VI, Olga I, Silvia VI, and Silvia I). The total area in dispute represents approximately 7.6% of MdA’s concession (approximately 25 km2). Further, the area in question is largely at the fringe of the mining property, where the deposits are not as thick, and the grade of lithium concentration is lower. However, due to this border dispute, the mining authority of Salta Province has granted mining concessions that overlap with mining concessions granted to MdA by the Catamarca Province mining authority. MdA has filed an objection with the mining authority of Salta Province in two third-party applications for mining concessions (i.e., Tabahm, Eugenia I, Baltasar I and Arco Iris I mines), but the authority of Salta consistently rejects MdA’s filings on the grounds that the territory under dispute belongs to Salta. So far, nine mining concessions granted by the Salta Province mining authority have been identified that would overlap (totally or partially) with MdA’s mining concessions granted by the Catamarca Province mining authority. Table 3-2 lists the mining concessions granted by Salta Province to third parties that overlap with MdA’s concessions granted by Catamarca Province, and the purported ownership thereof. MdA wholly controls two concessions (La Puna II and Olga VI) within the dispute area between Salta and Catamarca. Table 3-2. Mining Concessions Granted to Third Parties by Salta Province Overlapping with Catamarca Province Mining Concession Granted by Salta Province to Third Parties Title Owners of Salta Province Concessions Mining Concessions Granted by Catamarca Province to MdA that Overlap with Salta Province’s Concessions Rodrigo II Taballione Carlos Dante Poppy VI; Poppy I; Los Quilmes III; Carnalita II Baltasar Primero Alpha Minerals S.A. Tauro I; Tauro II; Tauro III Arco Iris I Alpha Minerals S.A. Tauro I; Norma VI Eugenia I Surminera Norma VI; Norma I Tabahm Posco Argentina Olga I; Silvia I; Silvia VII Norma Edith Moreno Jorge Enrique, Salas Alba Silvia Silvia VI; Silvia I Virgen de Lourdes Segunda Vacant Silvia VI; Silvia I

 
Integral Consulting Inc. 4-1 February 21, 2023 4 ACCESSIBILITY, CLIMATE, AND INFRASTRUCTURE 4.1 ACCESSIBILITY Project Fenix (the site) is located where the toe of the Trapiche alluvial fan and Salar meet in the Western Subbasin of SdHM. There are no navigable waterways or railways that connect Project Fenix to other population centers. Vehicles and planes provide access to the site. When traveling from Salta, the site is accessed from the north by National Route 51 to Provincial Route 27, and then Provincial Route 17. The total drive distance from Salta to Project Fenix is approximately 400 km. From Catamarca, the site is accessed via National Route 40 through Belen, then Provincial Route 43 from Las Juntas through Antofagasta de la Sierra. The total drive distance from Catamarca to Project Fenix is approximately 650 km. From Project Fenix to the port city of Antofagasta, Chile, is approximately 675 km via Provincial Route 17 to Provincial Route 27, then National Route 51 to Route 23, and then Panamericana Norte Route 5 (Figure 4-1). The Salta Airport is the nearest major commercial airport to Project Fenix. Livent maintains a runway suitable for light-duty aircraft approximately 1 km east of Project Fenix. Departures from the runway occur several times per day, weather permitting, to regional airports in Catamarca and Salta (Figure 4-2). 4.2 PHYSIOGRAPHY SdHM is located at high elevation (approximately 4,000 m above mean sea level [amsl]) within the Central Andean Plateau bounded on either side by the eastern and western Cordillera of the Andes Mountains. SdHM is located in the Puna region of the Altiplano—a high plateau with horst and graben topography characterized by north–south trending volcanic mountain ranges separated by sediment-filled basins. Elevations range from approximately 6,100 m amsl at Cerro Galan, a massive inactive volcanic caldera at the southern extent of SdHM, to approximately 3,970 m amsl at the surface of the Salar in the Western Subbasin. A topographic profile from Cerro Galan to the Western Subbasin of the Salar is shown in Figure 4-3.

 
Integral Consulting Inc. 4-2 February 21, 2023 Figure 4-1. Location Map and Directions

 
Integral Consulting Inc. 4-3 February 21, 2023 Figure 4-2. Project Fenix Process Area Layout

 
Integral Consulting Inc. 4-4 February 21, 2023 Figure 4-3. Elevation Profile

 
Integral Consulting Inc. 4-5 February 21, 2023 4.3 HYDROGRAPHY The SdHM is an endorheic basin defined by the boundaries of its watershed, which is approximately 3,900 km2 in area (Figure 4-4). The SdHM watershed consists of three subwatersheds: the Trapiche watershed, the Rio de Los Patos watershed, and the Salar watershed. The Rio Trapiche watershed (319 km2) is characterized by the alluvial fan that gently slopes from the highlands in the south toward the Salar. Two perennial streams are located within the boundaries of Trapiche watershed: the Rio Peñas Blanca and Rio Trapiche. Infiltration from both streams into the alluvial fan provides groundwater recharge to the Trapiche Aquifer. A dam (dique) was constructed in 1994 along the Rio Trapiche to impound surface water before it infiltrates into the Trapiche alluvial fan. Some of the impounded water is used to supply the Selective Adsorption (SA) Plant and for human consumption (Figure 4-2). The Los Patos watershed is the largest (2,140 km2) of the three subwatersheds and hosts the Rio de Los Patos and its tributary Rio Aguas Caliente. The headwaters of Rio de Los Patos are located at Cerro Galan. The Rio de Los Patos and Rio Aguas Caliente merge in the alluvial basin west of Cerro Amarillo, where it flows north toward the alluvial fan in the southern portion of the Eastern Subbasin. Here, the Rio de Los Patos becomes braided and spreads out across the alluvial fan and Salar. The braided segments flow north and west until they merge into a single surface water feature, the Laguna Catal, where the Eastern and Western Subbasins connect. The Salar watershed (1,415 km2) is characterized by the expansive Salar surface, which is the hydrologic terminus for both the Rio Trapiche and Rio de Los Patos watersheds. There are three large surface water features within the Salar watershed: Lagunas Catal and Verde, and an artificial lagoon north of Project Fenix. The Laguna Catal is the most prominent surface water body within the Salar watershed. The extent of each surface water feature varies seasonally and in response to precipitation and snowmelt events. In recent aerial photographs, Laguna Catal is approximately 9 km2. Laguna Verde, located in the northern portion of the Eastern Subbasin, is approximately 3.7 km2. The artificial lagoon north of Project Fenix, fed by discharge of lithium- barren (spent) brine to the Salar surface, is approximately 1.5 km2.

 
Integral Consulting Inc. 4-6 February 21, 2023 Figure 4-4. Salar del Hombre Muerto Watersheds

 
Integral Consulting Inc. 4-7 February 21, 2023 4.4 CLIMATE The Puna region is an arid desert climate with temperate summers and cold winters. Summer temperatures range from freezing at night to 15–30°C during the day. Winter temperatures are cold, ranging from -30°C during the night to 15°C during the day, with strong steady winds gusting to more than 120 km/h. Precipitation measured at Project Fenix, near the Salar surface, averages approximately 100 mm per year and falls mostly during summer thunderstorms. Precipitation rates roughly correlate with elevation. Higher elevations within the SdHM tend to receive greater amounts of precipitation than lower elevations. Light snow is common during the winter months, particularly at higher elevations. 4.5 VEGETATION The plants at SdHM evolved in response to changes from a Neotropical origin toward the dry conditions that define the high Andean desert (EC & Asociados 2020). Vegetation is sparse in the Puna due to low precipitation rates. Vegetation tends to occur as grasses, or as phreatophytes located along narrow riparian corridors, vegas, or wetlands, supported by the presence of shallow fresh or brackish water. 4.6 INFRASTRUCTURE The energy required for the operation of Project Fenix is generated at the Auxiliary Services Plant located onsite. This plant has eight generators: five dual-fuel generators, two generators that use natural gas, and one diesel generator used as backup through programmed or unscheduled interventions of the other generators. Current operations have a maximum generation capacity of 5.2 MW (including backup equipment), and deliver power for operating conditions with an average demand of 4.4 MW. Natural gas is the primary power supply to the Auxiliary Services Plant. It is supplied to Project Fenix via pipeline operated by REMSA S.A., a public limited company responsible for managing the energy and mining resources of Salta Province. Diesel used to power lithium brine production wells and for backup power at the Auxiliary Services Plant is transported by vehicles with bulk tanks. A network of six underground tanks and two aboveground tanks provides 500,000 liters of standard, 777,000 maximum diesel storage capacity. The railway network in Chile is operated by the company Ferronor; this network is made up of 2,300 km of rail with a line that runs from north to south of Chile, plus a set of branches that run east to west. The Augusta Victoria Station (Chile)–Socompa Station (Argentina), on the border with Argentina, allows cargo to be moved from the Antofagasta Port at the Pacific Ocean to the

 
Integral Consulting Inc. 4-8 February 21, 2023 Socompa Station, and from the Socompa Station through the Belgrano Railway to the Olacapato Station or Socompa Station–Güemes Station (611 km) in Argentina (Figure 4-5). Figure 4-5. Railway Network

 
Integral Consulting Inc. 4-9 February 21, 2023 4.6.1 Other Factors Affecting Operations MdA uses natural gas and diesel to generate electricity, which is the principal source of power at its facilities. From time to time, MdA experiences interruptions in the supply of electricity, but the interruptions have not materially impacted its operations to date.

 
Integral Consulting Inc. 5-1 February 21, 2023 5 HISTORY Livent is a specialty chemical company focused on performance lithium compounds. Livent was formed and incorporated by FMC Corporation as FMC Lithium USA Holding Corp. in the state of Delaware on February 27, 2018, and was subsequently renamed Livent Corporation. Prior to this time, Livent’s property was operated through various subsidiaries of FMC. Livent conducts its operations in Argentina through MdA, its local operating subsidiary. MdA mines lithium via brine production in the Western Subbasin of the SdHM, in a region of the Andes Mountains of northwest Argentina known as the “lithium triangle.” This area of the Central Andes is within an arid plateau with numerous volcanic peaks and salt flats known as “salars” and is the principal lithium-bearing region of South America. Livent began its initial geological investigations of the SdHM in the early 1990s, prior to development (WMC 1992, 1994). An economic geologic reconnaissance report by Catalano (1964) is the only geologic investigation at SdHM known to predate Livent’s. In 1991, MdA entered into an agreement with the Argentine federal government and the Catamarca Province in connection with the development of the SdHM exploration site. In 1993 and 1994, the Argentine federal government assigned all of its rights and obligations under the agreement to the Catamarca Province. Pilot lithium production began in 1997 and commercial lithium production operations began in 1998. Even though the current lithium production process has undergone optimization and improvement since operations began, the fundamental technology remains largely unchanged. Lithium-rich brine is pumped from beneath the surface of the Salar, where it is directed to the SA Plant for processing. Surface water from the Rio Trapiche and groundwater from the Trapiche Aquifer are directed to the SA Plant for processing along with the brine. Once lithium is extracted from the brine, the mixture is directed to the artificial lagoon on the Salar surface where it infiltrates back into the Salar or evaporates. Concentrated lithium brine from the SA Plant is then further processed into lithium carbonate or lithium chloride products. Livent is the only commercial lithium producer in SdHM. Several other companies are involved in various stages of exploration. Additional information on neighboring lithium projects is provided in Section 20.

 
Integral Consulting Inc. 6-1 February 21, 2023 6 GEOLOGIC SETTING AND MINERALIZATION In order to better understand the SdHM lithium-containing brine reservoir, a comprehensive review of available geological data was conducted and is summarized herein. Understanding of Salar reservoir geology and hydrology is critical in designing and operating a brine extraction system to maximize recoverable reserves. 6.1 GEOLOGIC SETTING This section describes the regional and local geology of the SdHM. 6.1.1 Regional Geology The geology in northwest Argentina covers two geologic provinces: the Puna plateau in the west and the Eastern Cordillera to the east. The Argentinean portion of the Puna is the southern extension of the Altiplano of southernmost Bolivia, southern Peru, and northern Chile. The Puna is located east of a modern volcanic arc and above a moderately dipping segment of the eastwardly subducting Nazca plate. East of the modern volcanic arc, local volcanic edifices are present within the Puna, and both the volcanic arc and volcanoes within the Puna have been active from Miocene times to the present (e.g., Allmendinger et al. 1997; Kay et al. 2008; and references therein). The principal lithium-bearing region of South America is located within the Puna plateau. The climate of the Puna varies from semiarid to hyperarid on the eastern border, to arid along the western volcanic arc. In the southern Puna, combinations of east-trending volcanic chains and north-trending, reverse fault–bounded structural blocks comprise several hydrologically closed (endorheic) basins (Alonso 1986, 1999; Vandervoort et al. 1995). The hydrologic terminus of an endorheic basin is essentially a dry lake bed, referred to as a salar. In the Puna, where evaporation rates far exceed precipitation, salars are typically flat and expansive with little or no perennial water or vegetation. Lithium-rich brine deposits are common beneath the salar surface, within porous evaporite and clastic sedimentary deposits, because they are located in areas with the following characteristics: arid climate; igneous and/or hydrothermal activity; tectonically driven subsidence; lithium-bearing minerals or hydrothermal waters; and time required to evapoconcentrate lithium in brine (Munk et al. 2016). SdHM is one of the most important evaporitic basins in the Argentinean Puna and encompasses nearly 600 km2 (Figure 6-1). SdHM lies adjacent to the eastern margins of the Puna (late Tertiary, Neogene age) sedimentary units that are up to 7 km thick and largely infilled the modern depositional basins (Jordan et al. 1999; Alonso et al. 1991). Many of these basins contain thick sequences of evaporites (mainly halite, gypsum, borates, and carbonates) and

 
Integral Consulting Inc. 6-2 February 21, 2023 alluvial clastic material (sands, silts, and clays) with minor volcanic tuff horizons (Alonso 1986). In the Puna, and especially in the central part of the Puna, Neogene strata outcrop as reverse fault–bounded “slices” along salar margins or as intrabasin uplifts within the salars (Vandervoort et al. 1995). Surface water drains into these closed basins and evaporation dominates the water balance, leaving behind brines enriched in various metals and salts, sometimes including economic levels of lithium, boron, and/or potassium. Figure 6-1. Location of Salar del Hombre Muerto, Puna Plateau

 
Integral Consulting Inc. 6-3 February 21, 2023 The origin of lithium in the brines of the Puna/Altiplano has not been established with certainty. Shallow magma chambers are known to underlie the Puna and could potentially be the source for mineral constituents being emplaced to the surface by volcanic activity (especially fumarolic and hydrothermal vents or leakage through many of the faults that traverse the Puna). Lithium is transported to the Salar in surface waters that enter the Salar and largely evaporate, depositing evaporite sediments along with concurrent clastics. Lithium is not a significant component of precipitated evaporite minerals and tends to concentrate in the residual brine within the sediment porosity. Evaporite deposits and their entrained brine are believed to be of Holocene age (within the last 12,000 years). A regional geologic map of the area surrounding SdHM is provided as Figure 6-2, with accompanying stratigraphic columns provided as Figure 6-3. Holocene evaporite deposits and alluvial/colluvial clastic deposits (Units 48 and 47 of Figure 6-3, respectively) overlie older igneous, metamorphic, and clastic sedimentary rocks. A detailed description of the regional geology, tectonics, and evolution of the Puna is beyond the objectives of this report; the interested reader is referred to the works of Aceñolaza et al. (1975, 1976), Kay et al. (2008), Alonso et al. (1991), Vandervoort et al. (1995), and Warren (1999, 2010).

 
Integral Consulting Inc. 6-4 February 21, 2023 Figure 6-2. Regional Geologic Map

 
Integral Consulting Inc. 6-5 February 21, 2023 Figure 6-3. Regional Stratigraphic Columns

 
Integral Consulting Inc. 6-6 February 21, 2023 6.1.2 Local Geology SdHM consists of evaporite deposits formed within an isolated endorheic basin, bounded by pre-Paleozoic, Paleozoic, and Cenozoic–age crystalline metamorphic basement rocks. Published geologic maps and cross sections of SdHM geology are provided in Figures 6-4 and 6-5, adapted from Vinante and Alonso (2006). Fault-bounded bedrock hills—for example the Península Tincalayu, Farallón Catal, and Península Hombre Muerto—occur within and along the margins of the Salar basin (Figure 6-4), further subdividing SdHM into two separate subbasins (eastern and western), each with different evaporite sediment compositions. The Eastern Subbasin is dominated by borate evaporites and clastic sediments (such as sand, silts, and clays), whereas the Western Subbasin is relatively free of clastic sediment and is dominated by halite (sodium chloride salt) evaporite deposits. Farallón Catal rises to an elevation of about 4,200 m and is a bedrock inlier within SdHM. The Eastern and Western Subbasins are connected by sediments deposited between Farallón Catal to the north and Península Hombre Muerto to the south. The margins of the sedimentary basins have lacustrine depositional terraces and ephemeral wetlands. Figure 6-4. Bedrock and Surficial Geologic Maps

 
Integral Consulting Inc. 6-7 February 21, 2023 Figure 6-5. Geologic Cross Sections Neoproterozoic metasedimentary rocks are generally present in the Rio de Los Patos watershed to the southeast. Lower Paleozoic through Miocene shale, sandstone, conglomerates, and evaporites are present across the western portion of the watershed. These are overlain by late Miocene volcanic dacite, andesite, and ignimbrites. Quaternary alluvial deposits are present within valleys and as alluvial fans with evaporate deposits forming in the Salar. Clastic sediments (sands, silts, and clays) are deposited along with evaporite minerals in the basins by stream inflows and by alluvial fans along bounding hills. The Eastern Subbasin is much more clastic-rich than the Western Subbasin, primarily because the predominant stream feeding the entire SdHM basin complex, Rio de Los Patos, enters the Eastern Subbasin at its southeastern margin and deposits stream-entrained clastics. The Western Subbasin is considered a “mature” salar, per the definitions provided by Houston et al. (2011). Mature

 
Integral Consulting Inc. 6-8 February 21, 2023 salars are dominated by massive central cores of halite with salar-margin sheets of clastic deposits. Immature salars are dominated by basin-wide interbedded deposits of evaporites and clastics. The Western Subbasin maturity could have resulted from “moderately evolved brines decanting from the immature eastern sub-basin over a subsurface bedrock barrier” (Houston et al. 2011). Stratigraphic succession of halite beds with small amounts of terrigenous material indicates a lack of sediment feed during deposition with the presence of tuffaceous layers providing evidence of ash falls during volcanism. The general configuration of sedimentary deposits in SdHM is presented in Vinante and Alonso (2006). A transition of primary evaporite minerals is observed from basin margins to basin centers, proceeding from carbonates at margins through borates, sulfates, and ultimately chlorides (halite) in basin centers. The Eastern Subbasin is highly asymmetric, with the deeper basin center in the western portion (Figure 6-5a). The Western Subbasin is more symmetrical but is believed to be deepest west of the geographical center. Clastic sediments (sands, silts, and clays) are deposited along with evaporites in the basins by stream inflows and by alluvial fans along bounding bedrock hills. A generalized geological model of the site is discussed in Section 11.7. 6.2 MINERAL DEPOSIT There are several key characteristics that allow lithium-rich brines to develop over time within Salar sediments. The characteristics required are an endorheic basin, arid climate, tectonically driven subsidence, igneous or geothermal activity, lithium-bearing source rocks, adequate aquifer(s)/reservoir(s), and sufficient time to concentrate the brine (Bradley et al. 2013). SdHM, along with other lithium-rich salars in the lithium triangle, each bear these characteristics to varying degrees. The volcanic arc of the western Cordillera, eastern volcanic centers, and Altiplano-Puna magma body, which have been active from the Miocene to present day, are the origin of boron-rich fluids—the source of borate in SdHM (Alonso 1999). The presence of arsenic, antimony, and lithium in modern boron-rich hot springs and buried deposits favors a common origin model for lithium in the SdHM (Alonso 1999). The current chemistry of SdHM resulted from the dissolution of constituents by infiltrating surface water or hydrothermal fluids rich in boron or sodium chloride that flowed into SdHM, were concentrated in solution, and precipitated due to evaporation or supersaturation (Alonso 1999; Houston et al. 2011; Munk et al. 2016). Lithium continues to concentrate in brine after halite saturation is reached (Houston et al. 2011). These mechanisms result in brines that increase in lithium concentration from relatively dilute in fresh water entering the Salar to lithium-rich brine in the Western Subbasin’s halite nucleus (farthest from entering surface waters).

 
Integral Consulting Inc. 6-9 February 21, 2023 The lateral boundary of the evaporite sedimentary deposits of the Western Subbasin of SdHM is roughly circular in shape, coinciding with the contact between sediment and surrounding bedrock, consisting mainly of Paleozoic metamorphic graywackes and shales. The Incahuasi Formation, consisting of Quaternary-aged clastics, evaporites, basalts, and andesites, forms the northern boundary. Neogene volcanic dacites and andesites form the eastern and southeastern boundary of the depositional basin. The deposit is hydraulically unbounded at the saddle where the Eastern and Western Subbasins connect, which allows brine in the Eastern Subbasin and brackish water from the Rio de los Patos to enter the Western Subbasin. The deposit is open to the south where the groundwater flow from the Trapiche Aquifer enters the Salar. At both locations, water or lithium-rich brine flows into the deposits of the Western Subbasin. The vertical extent (depth) of the lithium-rich brine deposit has not been determined. Based on surface geophysical surveys (Section 7.1.3), and several deep (>200 m) drilling locations, the bedrock–halite contact is likely greater than 200 m in most of the Western Subbasin and may exceed 900 m in the northwestern portion of the subbasin (WMC 1994).

 
Integral Consulting Inc. 7-1 February 21, 2023 7 EXPLORATION Livent’s mineral exploration activities at SdHM are classified according to when they occurred relative to operations (i.e., pre-development or during operations). Pre-development exploration began with a comprehensive site characterization program initiated in the early 1990s, conducted by Water Management Consultants (WMC) on behalf of FMC (now Livent). The program consisted of two field investigations centered on collecting the site characterization information in the Western Subbasin (WMC 1992, 1994). The site characterization work involved core drilling boreholes, surface and downhole geophysical surveys, hydraulic testing, water quality sampling from surface holes and catas (shallow excavated trenches), and other tests to evaluate site-specific baseline geological, hydrogeological, chemical, and meteorological conditions. Shortly after pre-development site characterization work was completed in 1997, lithium production began. Brine quality (chemical analysis), brine elevation levels, and brine pumping data collected during operations can be considered supplemental exploration data because they provide valuable information about the brine reservoir and lithium resources/reserves on a much broader scale than is possible during a conventional pre-development exploration program. In 2020, Livent explored the lithium brine resources of the Western Subbasin of SdHM at depths greater than the depth of its operating lithium brine production wells. This supplemental exploration program, referred to as the Deep Characterization Program, involved core drilling three locations using an HQ-diameter diamond drill to 102 m, 220 m, and 302 m below ground surface (bgs). The drill hole locations were selected to collect data near existing brine pumping well batteries, as well as in the area where the Eastern and Western Subbasins connect. Pre- development and operational exploration activities are discussed in the following subsections. Exploration activities are summarized in Table 7-1.

 
Integral Consulting Inc. 7-2 February 21, 2023 Table 7-1. Summary of Exploration Work Year Completed Exploration Type Number Depth Range (m bgs) Length/Depth (m) 1992 Surface Holes 74 Shallow Unknown Boreholes (HQ Core) 17 8 - 92.5 742.3 Boreholes (NQ Core) 1 70 70 Core Samples 892 0.1 - 63.54 89.2 Discrete Brine Samples 78 0.02 - 89 NA Downhole Geophysics 15 16.8 - 70.2 540.6 Packer Testing 24 0 - 46 NA 1993 Gravity Survey 6 lines/217 total stations 0 - 930 36,000 Pumping Wells 3 0 - 54 154 Observation Wells 6 0 - 54 308 2017 Exploration Boreholes 11 29.5 - 30.5 333.5 Exploration/Monitoring Wells 35 10.5 - 31 709 Brine Samples 35 0 - 31 -- 2020 Deep Characterization Boreholes 3 101.5 - 302 623.5 Discrete Brine Samples 36 37 - 302 -- Downhole Geophysics 3 0 - 302 623.5 Notes: bgs = below ground surface HQ = H-size Q-group m = meter(s) NA = not applicable NQ = N-size Q-group 7.1 PRE-DEVELOPMENT TESTING CAMPAIGN (1992–1994) The following provides a brief summary of the field investigations performed in the early 1990s prior to development of the lithium-bearing brine resource (key features of the pre- development exploration program are shown on Figure 7-1): • A total of 18 boreholes (2000-series) were core drilled to evaluate the basin deposits in a broad pattern across the Salar. • Lithologic logs (sediment and rock type) were prepared for 17 boreholes. • All but two of the boreholes were installed to relatively shallow depths (<55 m bgs). The two deeper boreholes (Numbers 2002 and 2011) were drilled to 65 and 92.5 m bgs, respectively. • The core drilling program averaged 90% core recovery for a total of 743 m of HQ core and 70 m of NQ core.

 
Integral Consulting Inc. 7-3 February 21, 2023 • Core samples were collected every 50 cm (or otherwise as practicable) to evaluate effective porosity in a field laboratory, resulting in 892 porosity data values. Select core samples were shipped to the Corelabs laboratory in Denver, Colorado, for verification of the field methodology. • Quality assurance was provided through additional gas porosimetry and petrographic mineralogic analysis of selected core samples (total of nine) and analysis of two selected samples by scanning electron microscopy. • A suite of downhole geophysical logging tools was run in 15 of the open boreholes, including natural gamma ray, gamma-gamma, temperature, caliper, and neutron density tools. • Straddle packer tests were conducted across multiple intervals in 16 boreholes for a total of 24 tests (including two injection tests), to obtain specific formation permeability and to collect brine samples for chemical analysis. • A total of 74 shallow holes (or “catas”) were excavated in the surface of the Salar to collect additional brine samples. All samples were analyzed for lithium and other relevant solutes, as well as the determination of brine density. • A meteorological station was installed to collect weather-related data. It included the placement of lysimeters (total of six) and pan evaporation systems to measure evaporation rates. • Two surface water stations, adjacent to the largest streams, Rio de Los Patos and Rio Trapiche, were also established to provide monthly freshwater inflows to the Salar. • Six surface geophysical (gravity) surveys were conducted to evaluate the bedrock topography and thickness of overlying evaporite and alluvial sediment deposits. • Three pumping tests were conducted to calculate hydraulic properties of Salar sediments. • Seven specific capacity tests were conducted to estimate hydraulic properties of alluvial aquifers.

 
Integral Consulting Inc. 7-4 February 21, 2023 Figure 7-1. Pre-Development Exploration at Salar del Hombre Muerto 7.1.1 Drilling Type and Extent A total of 18 boreholes were drilled and cored to depths between 8.0 m and 92.5 m bgs during the 1992 investigation to provide information on SdHM geology, hydrogeology, and brine

 
Integral Consulting Inc. 7-5 February 21, 2023 chemistry. An HQ core (96-mm outer diameter [OD]) was used for 17 cored boreholes for a total of 743 m of coring, whereas an NQ core (76-mm OD) was used for an additional 70 m of coring; however, information for this NQ cored borehole was not reported by WMC (1992). Core recovery was excellent, averaging 90% or higher. Each 1-m interval of core was logged with descriptions of “mineralogy, crystal size, texture, clastic content, matrix mineralogy, effervescence with HCl, and porosity indicators such as large voids or fractures” for a total of 17 logs from the HQ cores (WMC 1992). An exploration drilling summary is provided in Table 7-2. Table 7-2. Summary of Exploration Drilling Borehole Type Year Method Drilling Depth (m) Core Length (m) Recovery (%) Exploration Borehole 1992 DDH HQ Core 743 743 > 90 Exploration Borehole 1992 DDH NQ Core 70 70 > 90 Pumping Wells 1993 Direct Rotary 154 NA NA Observation Wells 1993 Direct Rotary 308 NA NA PS core 2017 DDH HQ Core 333.5 333.5 74 PS wells 2017 Direct Rotary 709 NA NA Deep Characterization Boreholes 2020 DDH HQ Core 623.5 552 > 80 Notes: DDH = wireline diamond drilling HQ = H-size Q-group NQ = N-size Q-group PS = Salar Piezometer A total of 892 core samples of approximately 10 cm in length were collected at discrete intervals from 679 m of HQ core from 16 boreholes. WMC measured total interconnected porosity for the 892 select core samples in the field using an Archimedes method. Cores were 10 cm in length and 96 mm in diameter. Specific retention (Sr) of brine was measured in each core sample after 5 seconds of drainage, and for 44 select cores after 5 days of drainage (considered complete brine gravity drainage, a measure of effective porosity). Using the ratio of 5 seconds/5 day Sr in the 44 core subset, which was 0.59, effective porosity was estimated where not directly measured using the 5 second/5-day Sr ratio for each core sample. In its report, WMC (1992) used the terms effective porosity (Pe) and specific yield (Sy) interchangeably, stating: “The effective porosity value used in volume calculations is, in this report, equivalent to the specific yield of the interconnected pore spaces.” Figure 7-2 is a cross plot of all Sy values versus depth for all data reconstructed by Integral from data provided in the WMC report.

 
Integral Consulting Inc. 7-6 February 21, 2023 Figure 7-2. Cross Plot of Specific Yield vs. Depth Results of the field program were used to select 28 cores with a range of low, medium, and high specific yield. These cores were submitted to the Corelabs laboratory in Denver, Colorado, for analysis of gas porosimetry, petrography, and scanning electron microscopy to provide additional information on porosity, crystallization, and mineralogy. Laboratory results showed good correlation with field results and confirmed field results were of appropriate quality for the resource estimate. Downhole geophysical surveys were conducted using Logmaster tools for temperature, caliper, natural gamma, gamma-gamma density, and neutron logs in 15 of the boreholes drilled during the 1992 investigation to provide supplemental lithologic information and relative porosity estimates. A calibrated neutron porosity log was generated from the neutron density log and used to develop continuous vertical porosity estimate profiles. In 1993, pumping wells and associated observation wells were installed at three separate locations adjacent to existing boreholes 2001, 2011, and 2007 to provide hydraulic information

 
Integral Consulting Inc. 7-7 February 21, 2023 on the recoverability of the lithium resource. The pumping wells were labeled as well 3010 (adjacent to borehole 2001), well 3020 (adjacent to borehole 2011), and well 3030 (adjacent to borehole 2007). Locations were selected to provide control over the northwestern portion of the central halite nucleus (well 3010), the northern arm of the Salar (well 3020), and the southern portion of the resource (well 3030). Pumping wells were constructed with 300-mm slotted casing in a 400-mm borehole and gravel packed if required to maintain borehole integrity. Observation wells were constructed 5 and 10 m from the pumping wells and 90° from each other to depths between approximately 40 and 50 m bgs. Observation wells were constructed with 1-mm slotted, 100-mm-diameter casing within a 200-mm-diameter borehole. Eight groundwater monitoring wells (alluvial wells 4001 through 4008) were installed in alluvial freshwater aquifers in 1993 around the perimeter of the Salar to evaluate the hydrogeology and chemistry of groundwater within the Trapiche Aquifer and the Los Patos Aquifer. These monitoring wells were installed using the mud-rotary method to a depth of 30 m bgs and completed with 0.5- to 1-mm slotted 100-mm polyvinyl chloride (PVC) screens. 7.1.2 Brine Sampling A total of 78 brine samples were collected at approximate 10-m intervals within 16 boreholes using an inflatable packer system, 95 brine samples were collected from surface holes, and 65 fresh and brackish samples were collected from surface water. Typically, two samples were collected in the upper 10 m of each borehole, and about one sample for each subsequently deeper 10-m interval. Additionally, 86 samples (including duplicates at a frequency of 1 per 10 samples) were collected for quality assurance and quality control (QA/QC). Brine samples were submitted to FMC’s (now Livent’s) Bessemer City, North Carolina, facility for chemical analysis of sodium, potassium, calcium, magnesium, lithium, sulfate, and borate using inductively coupled plasma (ICP) spectroscopy and chloride using a titration method. Fresh and brackish surface water samples were also analyzed for copper, lead, arsenic, carbonate, bicarbonate, fluoride, and nitrate. As a quality assurance check, ion balance for shallow excavation and borehole brine samples was conducted and deemed acceptable. Spatial and temporal changes were not apparent due to the time or location at which samples were collected, and chemical concentration with depth did not demonstrate any systematic change. QA/QC results were not included in the WMC (1992) report. Concentrations of lithium, potassium, and borate were provided by WMC (1992, Appendix G) as cross plots (concentration versus depth). Figure 7-3 is a cross plot of all lithium and potassium concentration data versus depth reconstructed by Integral from WMC (1992) reported data.

 
Integral Consulting Inc. 7-8 February 21, 2023 Figure 7-3. Cross Plot of Lithium and Potassium Concentration vs. Depth 7.1.3 Borehole Geophysics Geophysical logging was conducted by WMC (1992) in a suite of boreholes. Tools included caliper, natural gamma, single-detector neutron, gamma-gamma density, and fluid-column temperature. Integral reviewed the geological logs, provided as Appendix A of the WMC (1992) report. Eighteen boreholes were initially drilled from July through August 1992, and 15 of them were geophysically logged. Due to borehole instability and collapse, geophysical logs did not extend to drilled total depth in all boreholes. The types of geophysical logs acquired are described in the following paragraphs. Because few details were provided by WMC with respect to the interpretation of the downhole geophysical logs, these descriptions are provided herein only to illustrate the capabilities and limitations of each borehole log system. We will not describe the gamma-gamma logging tool, as it was determined by WMC to be operating in error. Additional background on geophysical logging is available readily in the published domain and is not discussed any further.

 
Integral Consulting Inc. 7-9 February 21, 2023 Caliper. Caliper logs provide a continuous record of the borehole diameter and can provide information on stability of rock/sediment encountered. Caliper logs can be important in interpreting other logs that are affected by changes in borehole diameter. Natural Gamma. Natural gamma (hereafter referred to as “gamma”) logs measure the gamma activity (radiation) produced by the naturally occurring isotopes of uranium, potassium, and thorium. The gamma response indicates variations in the lithologies, typically related to the proportion of clay minerals or unweathered mineral grains. Neutron. These logs use a neutron source to generate a flux of neutrons and measure the rate at which neutrons are returned to a detector. Log interpretation assumes that the neutrons are absorbed by the geologic materials through the collision of neutrons with hydrogen atoms. On that basis, the neutron log signal is assumed to be inversely proportional to the total amount of water around the probe in the region surrounding the detector, which can be used to interpret the amount of total water-filled porosity. Temperature. Temperature logs (or fluid-temperature logs) provide a continuous record of vertical variations in the water temperature in a borehole, and are useful in identifying water- producing and water-receiving zones and in determining zones of vertical borehole flow. Typically, isolated fractures (or flow zones) when penetrated by a borehole will show a “spike” or thermal anomaly on the temperature log. We determined that the available borehole geophysical logs were highly useful in confirming lithologic interpretations and in allowing correlation of geologic strata between boreholes— allowing us to develop a 3-dimensional understanding of the Salar aquifer framework. Lithology was primarily determined using a combination of gamma, neutron, and caliper logs in conjunction with core logging lithological descriptions. WMC (1992) faced significant challenges in attempting to use neutron log data to estimate porosity. Neutron logs, in addition to providing important keys to lithology, provide a qualitative measure of rock/sediment porosity, where high count rates represent low porosity and vice versa. 7.1.4 Gravity Profiles Six gravity geophysical profiles were undertaken by WMC in June 1993 for additional geologic/hydrologic investigation at SdHM. The gravity method was selected to be the most cost effective to accomplish the objectives for the geophysical program (i.e., to estimate the depth to bedrock beneath evaporite and clastic sediments, and to determine the subsurface geometry of alluvial fans). Electrical methods were considered but rejected because of the significant amount of salt present along lines 3 to 6. Seismic reflection and refraction methods were not selected because of difficulties and expenses involved with mobilizing the necessary equipment to the remote site. As stated above, the work was performed to estimate the subsurface geometry of alluvial fans and contacts between the Salar and surrounding bedrock.

 
Integral Consulting Inc. 7-10 February 21, 2023 The results from the profiling of alluvial fans (specifically those at Rio Trapiche and Rio de Los Patos) were used in developing the groundwater input to the hydrologic balance of the Salar. The combined total survey length was approximately 36 km (217 stations). Figure 7-4 shows an example output from the gravity survey. Figure 7-4. Example Surface Gravity Profile The main objectives of the gravity profiling were to map bedrock topography, obtain combined thickness estimates of the salt and any underlying alluvial sediments, and obtain thickness estimates of alluvial sediments across Rio Trapiche and Rio de Los Patos alluvial fans. . Gravity data were collected using a Lacoste & Romberg G Meter. Profiles extended onto areas of outcrop at each end. Station spacing along Profiles 1 to 5 varied from 50 m near outcrop to 100–150 m near the center of each line where greater depths to bedrock were anticipated. Station spacing for Profile 6 varied from 250 m near the outcrop to 500 m along the remainder of the line. All gravity data were corrected for instrument drift, tide, and latitude. Free air and simple Bouguer corrections were applied. Terrain corrections were applied after limited available topographic data were digitized from the Cachi 1 x 1.5° topographic map. Geosoft gravity reduction software was used to process the data. Regional effects were removed by graphical methods assuming linear relationships between the regional gravity trend and distance. After

 
Integral Consulting Inc. 7-11 February 21, 2023 removal of regional trends, the remaining residual complete Bouguer anomalies were used to perform depth to bedrock modeling along each of the profiles. Northwest Geophysical Associates GM-SYS software was used to perform the forward modeling of depth to bedrock. A total of 24 samples were collected at the ends of the profiles for laboratory density measurements. These measurements helped to determine density contrasts between salt, alluvium, and various volcanic bedrock types. 7.1.5 Supplemental Testing and Reporting by WMC in 1994 In 1994, FMC hired WMC to investigate the recoverable reserves for SdHM by field investigation, data interpretation, and computer modeling. As part of this investigation, extended pumping tests were done from three wells (3010, 3020, and 3030) used in the 1992 study (boreholes 2001, 2011, and 2007). Samples taken over 2-week intervals through the month of June 1993 were packaged and shipped to the Bessemer City, North Carolina, QA/QC labs for analysis by inductively coupled plasma optical emissions spectroscopy (ICP-OES). The results showed no significant variation of constituent concentrations and correlated well with the 1992 packer testing results, thus supporting the conclusions of the 1992 test and demonstrating that the brine is more or less homogeneous over an extended pumping period. 7.2 CHARACTERIZATION DURING OPERATIONS Nearly 25 years of data collected during Project Fenix operations, including flow rates and lithium concentrations from lithium brine production wells, provide an excellent source of site characterization data. Additional, targeted site characterization activities were also completed after operations began. Those activities included installation and sampling of a brine monitoring well network in 2017 and the Deep Characterization Program in 2020. Locations of brine monitoring wells and deep boreholes are shown on Figure 7-5.

 
Integral Consulting Inc. 7-12 February 21, 2023 Figure 7-5. Brine Monitoring Well Network and Deep Characterization Boreholes 7.2.1 Brine Monitoring Well Network Installation (2017) In 2017, Livent designed and installed a brine monitoring well network across the Western Subbasin of SdHM to support periodic monitoring of brine chemistry and elevations of top of

 
Integral Consulting Inc. 7-13 February 21, 2023 brine. At each of 11 locations, a set of 3 clustered monitoring wells was constructed with depths of 10 m, 20 m, and 30 m bgs, and a single well to 10 m bgs was installed at 2 locations, for a total of 35 individual monitoring wells. Wells were constructed of 4-inch-diameter PVC pipe with 5- m-long slotted screen intervals at the bottom of each well pipe. Each of the 30-m-deep boreholes was drill cored and encountered lithologies were documented prior to well construction in that borehole. Brine monitoring wells were installed predominantly in halite, except for the two easternmost stations (PS-1 and PS-2), which were installed in clastic material with trace halite. Details of monitoring well construction, lithologic logs, and field chemical parameters are provided in a report prepared by Livent’s contractor, Conhidro S.R.L. (2017). Following installation of brine monitoring wells in 2017, brine samples were collected for laboratory analysis at Livent’s laboratory at Project Fenix. Additional rounds of brine monitoring were also conducted several times from 2020 through 2022. 7.2.2 Deep Characterization Program (2020) Livent conducted a deep brine reservoir characterization program below 40 m depth in 2020 within the Western Subbasin of SdHM. The primary goals of the program were to measure the quantity and quality of the brine, and reservoir characteristics below 40 m to depths of at least 200 m by installation of targeted boreholes near the primary well battery (PWB) and secondary well battery (SWB). Specifically, the two primary objectives were: 1. Determine the brine quality (e.g., lithium, potassium, and magnesium concentrations) at depths greater than 40 m bgs 2. Characterize the deep brine reservoir hydraulic properties (relative permeability). Data collected from boreholes during the program provide evidence of lithium concentrations and reservoir properties at depths below any existing pumping wells. Boreholes were cored and logged for lithology, after which downhole geophysical logging was conducted. The logging suite included natural gamma, spontaneous potential, and resistivity logs. Packer tests were employed to collect brine samples and determine relative permeability (flow rates) at various depth intervals within boreholes. Brine samples were collected and analyzed for lithium content at SGS Laboratories in Orlando, Florida. Each borehole was converted into a monitoring well after completion of geophysical logging and packer test sampling. Findings from each of the three deep boreholes follows. PSP1-20 is located near the SWB (Figure 7-5). The boring was advanced to a total depth of 220 m bgs through dominantly halite with some clastics. Undifferentiated metamorphic bedrock was encountered at 202 m bgs. The geophysical logs and lithology for PSP1-20 are provided in Figure 7-6. Once the borehole was finished to total depth, inflatable packers were used to isolate intervals within the borehole for brine sample collection and to measure flow rates (Figure 7-7).

 
Integral Consulting Inc. 7-14 February 21, 2023 Figure 7-6. Geophysical Logs and Lithology for Deep Exploratory Borehole PSP1-20 Flow rates were measured, and brine samples were collected at 14 depth intervals within the borehole (Figure 7-7). Lithium concentrations ranged from 691 to 773 mg/L. The highest concentration of lithium (773 mg/L) was collected from 65–76 m bgs. Flow rates measured in each interval during sample collection were relatively consistent with depth, averaging approximately 12 L/min, indicating favorable hydraulic characteristics with depth. Graphical results (Figure 7-7) show a modest negative (declining) trend of lithium concentrations with depth. Cores obtained during drilling indicate a lithologic sequence of fractured evaporites (mostly halite) with some clastics (fine sand, silt and clay) from ground surface to 202 m bgs. Bedrock was encountered at 202 m bgs. This borehole provides a control point for the reservoir basement, which had not been established by drilling in prior investigations. PSP2-20 is located near the PWB. The boring was advanced to a total depth of 302 m bgs; bedrock was not encountered. Cores obtained during drilling indicate the dominant lithology is crystalline halite, exhibiting fractures and interbedded fine sand and silt lenses. From ground surface to about 170 m bgs the halite is highly fractured, below which halite is more massive. The geophysical logs and lithology for this boring are provided in Figure 7-8.

 
Integral Consulting Inc. 7-15 February 21, 2023 Figure 7-7. Packer Test Results for Deep Characterization Borehole PSP1-20 Figure 7-8. Geophysical Logs and Lithology for Deep Exploratory Borehole PSP2-20

 
Integral Consulting Inc. 7-16 February 21, 2023 Once the borehole was finished to total depth, inflatable packers were used to isolate intervals within the borehole, for sample collection and to measure flow rates. The deepest test interval was 243–302 m bgs. A total of 17 brine samples were collected at various depth intervals throughout the boring. Lithium concentrations ranged from 725 to 848 mg/L. The highest concentration of lithium (848 mg/L) was detected in a sample collected from 207–218 m bgs. Graphical results (Figure 7-9) show a modest positive (increasing) trend of lithium concentrations with depth in boring PSP2-20. Flow rates were more variable and generally lower than PSP1-20, averaging approximately 5 L/min. The highest flow rate (20 L/min) was observed in the shallow portion of the borehole. Figure 7-9. Packer Test Results for Deep Characterization Borehole PSP2-20 PSP3-20 is located in the eastern portion of the Western Subbasin. The borehole was advanced to a total depth of 101.5 m bgs; bedrock was not encountered. The lithology here is primarily clastic and markedly different from either PSP1-20 or PSP2-20. Massive fine-grained silts and clays, becoming progressively dense and compact, are present from ground surface to total depth. Isolated factures filled with gypsum occur below 70 m, and halite is notably absent. Unconsolidated clastic sediments with gypsum and iron oxide, and organics, were noted in the upper 98 m. Lithified sands and clays, resembling conglomerate, were noted in the deepest interval (98–101.5 m bgs). The geophysical logs and lithology for this boring are provided in Figure 7-10.

 
Integral Consulting Inc. 7-17 February 21, 2023 Figure 7-10. Geophysical Logs and Lithology for Deep Exploratory Borehole PSP3-20 Once the borehole was finished to total depth, inflatable packers were used to isolate intervals within the borehole for sample collection and to measure flow rates. The first interval was 8 m in length and the following three intervals were 11 m, whereas the deepest interval was 17 m in length. A total of nine brine samples (including duplicates) were collected at various depth intervals throughout the borehole. Lithium concentrations ranged from 919 to 979 mg/L. The highest concentration of lithium (979 mg/L) was detected in the sample collected from 84.5– 101.5 m bgs. Graphical results (Figure 7-11) show a positive trend of lithium concentrations with depth. Measured flow rates were lower at PSP3-20 than either of the other two boreholes, averaging approximately 2.3 L/min per interval. The higher apparent flow rate in the deepest interval is consistent with shallower intervals after taking into consideration the longer packer interval.

 
Integral Consulting Inc. 7-18 February 21, 2023 Figure 7-11. Packer Test Results for Deep Characterization Borehole PSP3-20 7.2.3 Lithium Brine Production During Operations As previously described, Livent operates two lithium brine production well batteries: 1) the PWB located in the approximate center of the Western Subbasin, and 2) the SWB located south of the PWB near the southwest margin of the basin (Figure 7-12). The PWB pumping has been operating at essentially a constant rate of 1,000 m3/h since 1997, and the SWB has been operating at roughly 600 m3/h since pumping began in 2013. In June 2021, the average depth to brine in the five active PWB lithium brine production wells and two active SWB wells was 1.94 and 1.88 m bgs, respectively. High volumetric flow rates and minimal drawdown in the lithium brine production wells confirms the reservoir is suitable for brine extraction.

 
Integral Consulting Inc. 7-19 February 21, 2023 Figure 7-12. Primary and Secondary Lithium Brine Production Well Batteries The concentration of lithium in brine produced from the PWB and SWB over the past 20 years is shown graphically in Figure 7-13. The PWB has consistently produced brine with lithium concentrations between 700 and 800 mg/L. At startup in 2013, the SWB produced brine with lithium at lower concentrations than the PWB. However, in recent years, the SWB has

 
Integral Consulting Inc. 7-20 February 21, 2023 produced brine with nearly identical lithium content as the PWB. This pattern of increasing concentrations followed by a period of relatively stable concentrations occurs shortly after pumping begins when localized lower grade brine is removed and is replaced with higher grade brine, which is consistent with the broader resource. Figure 7-13. Lithium Concentration in Brine Produced by the Primary and Secondary Well Batteries 7.3 HYDROGEOLOGY Fresh water primarily enters the SdHM brine reservoir from both streams and groundwater discharges from basin-bounding alluvial aquifers (and potentially from adjacent rock formations). Characterization of the hydrogeology of SdHM was initiated for the brine reservoir during site characterization in 1992, and for the alluvial aquifers during the 1993 site investigation. Hydraulic testing—including slug tests, packer tests, step-drawdown, and constant-rate pumping tests, and core sampling—has been conducted in boreholes and wells drilled in the brine reservoir to evaluate the lithium reserve. Constant rate pumping tests were also completed in the Rio Trapiche and Rio de Los Patos alluvial aquifers before reservoir development to evaluate the water balance and freshwater supply. Hydraulic testing results

 
Integral Consulting Inc. 7-21 February 21, 2023 are summarized in Table 7-3. Estimates of hydraulic conductivity from results of previous investigations were not reevaluated or reanalyzed during preparation of this report and are presented as is; however, 25 years of operational data exist to support the conclusions made from pre-development data. Table 7-3. Hydraulic Conductivity Measured During Exploration Unit Test Type K (m/day) Number Results Minimum Average Maximum Geometric Mean Halite Slug Injection Test 2 0.1 0.12 0.13 0.11 Halite Packer Test 21 0.35 31.3 120 18.5 Halite Constant Rate Pumping Test 5 340 2,156 6,120 1,046 Transition Packer Test 1 NA 0.36 NA NA Alluvium Specific Capacity Test 7 2.9 10.4 25 8.46 Notes: Only tests with reported results included in summary. m/day = meters per day Constant rate pumping test hydraulic conductivity approximated from transmissivity using thickness of 50 m. 7.3.1 1992 Brine Reservoir Evaluation A total of 22 packer tests were conducted in 11 of the 2000-series boreholes/wells between 0 and 46 m bgs during the 1992 site investigation. Packer tests were conducted by isolating a 5-m interval using a nitrogen-inflated packer, pumping three borehole volumes at a measured flow rate using a suction pump, and recording drawdown in the sample interval. For the two intervals in which the permeability was too low for pumping, water was injected and water levels measured during a falling-head slug test. Results were evaluated using the Hvorslev method and ranged from 0.1 to 120 m/day, with a geometric mean of 10 m/day. Specific yield was also calculated from cores as discussed in Section 7.1. 7.3.2 1993 Brine Reservoir Evaluation Step-drawdown tests were first conducted at each of the 3000-series pumping wells using electrical submersible pumps. Tests were completed to estimate well yield and efficiency and to determine the optimal rate for constant-rate tests. Discharge was pumped at least 500 m from the site through 15-cm PVC pipe with flow controlled using a gate valve at the wellhead, and brine levels were monitored in the pumping well to the nearest ±1 mm using a 25-mm access tube. A weir tank was used to record flow. Simultaneous constant rate pumping tests were then conducted in the 3000-series pumping wells and observation wells for a period greater than 20 days. Electrical submersible pumps were used in two wells, and a surface turbine pump was used in one well. Wells were pumped at rates between 31 and 37 L/s. Water levels were monitored in the pumping well, three

 
Integral Consulting Inc. 7-22 February 21, 2023 adjacent observation wells, and next closest 2000-series well installed in 1992 (WMC 1994) to the nearest ±1 mm using a water level probe with measurement intervals increasing geometrically. Results of the tests are summarized in Table 7-3. Transmissivity ranged from 17,000 m2/day to 306,000 m2/day in wells 3020 and 3030, respectively. High transmissivity values are attributed to presence of fractures, with lower values representative of the aquifer at a semi-regional scale (WMC 1994). Dispersion tests were conducted during the constant discharge tests to support reserve modeling by introducing a sodium fluoride solution of known concentration at the observation well 10 m from the pumping well and then collecting samples from the pumping well for onsite fluoride analysis using a benchtop pH/ISE meter and fluoride electrode (WMC 1994). 7.3.3 1993 Alluvial Aquifer Evaluation Specific capacity tests were run on seven of the eight wells installed in the alluvium (alluvial wells 4001 through 4008) surrounding SdHM (WMC 1994). Wells were pumped at rates between 79.5 and 142.5 m3/day for a total of approximately 5 hours and drawdown was measured in the well. Results were used to calculate hydraulic conductivity of the alluvial aquifers, assuming 60% well efficiency, and ranged from 6.6 to 25 m/day for the Rio de Los Patos alluvial aquifer and 5.3 to 14.3 m/day for the Trapiche alluvial aquifer (WMC 1994). Additional discussion of the alluvial aquifers is provided in Section 15.3. 7.4 SIGNIFICANT RESULTS AND INTERPRETATION In the QPs’ opinion, the geologic and hydrologic framework necessary for understanding the fundamental processes governing fluid movement (i.e., groundwater and brine) at SdHM are well understood. Data collected by Livent prior to development laid the foundation for 25 years of reliable lithium production. Additional data collected during operations and deep exploration both support and refine the initial conceptual site model. Pre-development exploration work utilized proven technology and protocols to define the geology, hydrogeology, and chemistry of the lithium-bearing brines of SdHM, with particular focus on Livent’s mining concession in the Western Subbasin. Borehole drilling, coring, packer test sampling, surface and downhole geophysics, pump testing, and laboratory analytical chemistry all contributed to a solid understanding of the lithium brine reservoir. Exploratory work in 2017 and 2020, subsequent to the start of operations in 1997, further contributed to the understanding of the lithium resource. Operational data, in particular flow and chemistry data of produced brine over a period of 25 years, demonstrate the adequacy of the resource.

 
Integral Consulting Inc. 8-1 February 21, 2023 8 SAMPLE PREPARATION, ANALYSIS, AND SECURITY Core and brine samples have been collected from boreholes and wells drilled in SdHM since site characterization was initiated in 1992, as discussed in Section 7. Core samples were collected during the 1992 site investigation and analyzed for Sy. Brine samples have been collected from discrete intervals of packer-isolated boreholes, from operating well batteries, and from monitoring wells constructed in SdHM. Sampling methods, preparation, and analysis vary by sampling event and type. Samples are considered to varying degrees in evaluating the resources and reserves, based on the collection method and time, but holistically provide multiple lines of evidence and confidence in the estimates. 8.1 SAMPLING EVENTS Samples have been collected from SdHM in several campaigns since 1992 to evaluate the pre- development and current in situ resources and reserves. Core and brine samples were collected from boreholes during the original investigations (WMC 1992, 1994), brine samples have been collected from the active operating well batteries since operations were initiated in 1997, brine samples have been collected from the brine monitoring wells installed in the SdHM in 2017, and several times in 2020 through 2022. Additionally, brine and core samples were collected during the 2020 Deep Characterization Program. 8.1.1 Pre-Development Sampling WMC prepared core laboratory and hydrological monitoring procedures documents for the 1992 site investigation and provided supervision for MdA personnel completing the work as summarized in the 1992 report (WMC 1992). The proposed sampling frequency of 20% (0.1-m sample per 0.5 m of core) was reduced to 13% due to sample quality or recovery; however, a total of 892 core samples (89.2 m of core) were collected and analyzed in the field during the 1992 site investigation to calculate Sy as discussed in Section 7.1.1. Total interconnected porosity was calculated using Archimedes method, whereby an object is weighed in two different media of known density and the weights are used to calculate its volume. Sr was also calculated in the field and used to calculate Sy. All samples were fully saturated and then weighed after 5 seconds with a subset of 44 core samples (approximately 5%), then weighed again after 5 days of gravity drainage. This subset of samples was used to develop a ratio of 5-second/5-day Sr of 0.59 and used to calculate Sy for all 892 samples by subtracting 5-day Sr from the total interconnected porosity. A subset of 28 of these samples was selected to represent a range of low, medium, and high yields and minimize bias, and submitted to Corelabs in Denver, Colorado, an independent geotechnical laboratory, for confirmation laboratory analysis. Samples submitted measured

 
Integral Consulting Inc. 8-2 February 21, 2023 approximately 6.35 cm in diameter and were assigned unique eight-digit IDs where the first four numbers represented the borehole ID and last four numbers represented the sample depth. Each core sample was weighed to the nearest 0.0001 g after drying at 55°C to a constant weight and dimensions measured to the nearest 0.001 mm using digital calipers in accordance with ASTM D4543-85. Bulk volumes were calculated by multiplying core length and area. Each core was then placed into a matrix cup and pore volume measured using the CORELAB AutoPorosimeterTM. A quantified volume of helium at known pressure was injected and pore volume calculated using Boyle’s law. This in turn was used to calculate the matrix volume, total interconnected porosity, and density of cores. Laboratory tests showed good correlation with the field measurements and confirmed they were accurate and unbiased. Results of the 1992 field program are the primary source of Sy data used to prepare the resource estimates. Brine samples were collected from surface holes and packer-isolated discrete borehole intervals using procedures outlined in the Manual on Hydrological Monitoring Program and Cata Drilling prepared by WMC. This document was not available to the QPs, and pre-development sample collection procedures cannot be discussed. A total of 95 samples were collected from surface holes and 78 samples were collected during packer testing. Brine samples were submitted for analysis of sodium, potassium, calcium, magnesium, lithium, sulfate, and borate using ICP spectroscopy and analysis of chloride using titration at the Livent (formerly FMC) laboratory in Bessemer City, North Carolina. Concentrations of lithium, potassium, and borate were provided by WMC (1992) as cross plots (concentration versus depth), but raw data were not provided to Integral to allow for an independent evaluation of the in situ resource. Cross plots were digitized independently by two different Integral personnel and then averaged to generate a concentration dataset. Figure 7-3 shows the cross plot of all lithium and potassium concentration data versus depth reconstructed by Integral from WMC (1992) reported data. Additional samples were collected and submitted for QA/QC at the laboratory, but it is not clear from the report how many of those samples were collected from brine. In addition to the internal QA/QC presumed to have been completed at the laboratory, the analytical procedures and laboratory results were screened using the cation-anion balance. More than 88% of the brine samples had errors of less than 1% difference and the remainder were below 1.5%; therefore, all parent brine samples are included in the pre-development resource analysis. Results of pre-development sampling and their inclusion in the analysis is supported by samples collected after brine extraction began. 8.1.2 Operational Sampling Aggregate samples have been collected on a daily basis from the PWB plant feed since 2000 and from the SWB plant feed since 2013. Spent brine sampling occurs on a weekly basis. Samples collected from other mine components (pre-concentrate ponds, FSB ponds, and from control

 
Integral Consulting Inc. 8-3 February 21, 2023 points within the processing plants) are not within the scope of this report. Samples collected are analyzed at the onsite MdA laboratory for lithium, boron, calcium, potassium, magnesium, sodium, and sulfur by ICP-OES. Aggregate PWB and SWB sample results were averaged for each month of active operations and provided to Integral. A total of 358 average monthly results, representing a much larger daily data set, are shown in the box and whisker plot of lithium concentrations in Figure 8-1. The greatest variability in brine concentrations occurred in the period when the SWB began producing brine (2013). Brine variability remained higher through 2019 than prior to SWB operations, but decreased in recent years as the lithium concentrations from the SWB begin to equilibrate toward concentrations representative of the broader resource. Figure 8-1. Variability in Average Lithium Brine Production Well Lithium Concentrations (2000–2022) 8.1.3 Brine Monitoring Well Sampling In 2017, Livent installed 35 lithium brine monitoring wells at 10, 20, and 30 m depths in the Western Subbasin of SdHM. Monitoring wells were sampled by lowering a submersible pump and extracting 3 times the volume of the well before sample collection. Samples were sent to

 
Integral Consulting Inc. 8-4 February 21, 2023 Livent’s onsite quality control laboratory for compositional analysis by ICP-OES. Depths to brine measurements and samples were collected in 2017 and several times from 2020 through 2022. 8.1.4 Deep Characterization Sampling (2020) In 2020, three boreholes were cored and packer tests were employed to collect brine samples at various discrete depth intervals during drilling. In general, boreholes were advanced at 12-m increments, rods were then raised to expose the newly drilled interval, and a simple packer system lowered into the open borehole. The packer system included two packers inflated using nitrogen gas to approximately 50–90 pounds per square inch (psi) and used to isolate the upper portion of the borehole from the sample interval. Brine was evacuated from the borehole using a 7-bar air compressor and downpipe airline. A total of three borehole volumes of the target sample interval were purged prior to sampling. Parameters including electrical conductivity, temperature, pH, and density were measured and recorded for samples, which were collected in bottles during purging. Brine samples were collected by Hidrotec Drilling personnel and delivered to MdA personnel. Samples from PSP-01 through PSP-03 were submitted to MdA’s onsite laboratory and analyzed for aluminum, arsenic, boron, barium, calcium, density, iron, potassium, lithium, magnesium, sodium, sulfur, silica, zinc, pH, conductivity, chloride, and alkalinity. Duplicate samples collected from deep characterization boreholes were sent to SGS Laboratories in Salta, Argentina, for analysis of density using ASTM Method D7777-13 and lithium using SGS Method 113. Samples were also analyzed by SGS Laboratories for alkalinity, chloride, conductivity, barium, boron, calcium, strontium, iron, magnesium, manganese, sodium, potassium, zinc, nitrate, pH, total suspended solids, total dissolved solids (TDS), and sulfate using standard analytical methods. 8.2 QUALITY CONTROL/QUALITY ASSURANCE PROCEDURES Samples from the initial reserve estimates in 1992 and 1994 were analyzed in the field for density, pH, and temperature. They were then packaged and shipped to the FMC QA/QC labs in Bessemer City, North Carolina, for compositional analysis by ICP-OES using a validated instrument and a proprietary analytical method already established by FMC. Each sample was analyzed 10 times. Prior to analysis of each batch of samples, a synthetic standard of known and similar composition was analyzed as a calibration check. Once lithium brine production had commenced, regular samples taken from the primary wells and the secondary wells installed in 2013 were analyzed onsite by the MdA laboratory using the same analytical method and techniques developed in the Bessemer City QA/QC Labs. Prior to analyses, the ICP is calibrated with a 10,000 parts per million (ppm) lithium standard.

 
Integral Consulting Inc. 8-5 February 21, 2023 8.2.1 Control Laboratories Livent routinely sends split samples to both its onsite laboratory and external laboratories including Servicio Geológico Minero Argentino (SEGEMAR), SGS, and Alex Stewart laboratory for quality assurance purposes. In 2017, a subset of samples collected from monitoring wells PS-03 through PS-13 was analyzed at both the onsite laboratory and SEGEMAR Laboratory. In 2020 during the Deep Characterization Program, samples were submitted to SGS in Salta. More recently in 2022, 52 samples were collected from onsite wells and analyzed at both the MdA laboratory and Alex Stewart laboratory in Jujuy. 8.2.2 Correlation between Lithium Grades Measured at MdA and External Laboratories Figures 8-2, 8-3, and 8-4 show the correlation between analysis at an external laboratory and the MdA internal laboratory. In the 2017 data, analytical results from MdA internal laboratory were consistently higher than results from the SEGEMAR laboratory (Figure 8-2). MdA laboratory protocol included sodium chloride addition to the calibration standard matrix because MdA learned over many years that calibration standards should have dissolved solids (salt) chemistry mimicking brine to accurately quantify lithium content. Lower values provided by the SEGEMAR laboratory are likely due to the use of a calibration standard that did not include TDS (sodium chloride addition) to simulate a brine solution matrix. Analytical results for the 2020 samples sent to SGS and MdA, and 2022 samples sent to Alex Stewart and MdA are well correlated with R2 values of 0.91 and 0.99, respectively (Figure 8-3 and Figure 8-4). The QPs’ opinion is the data reported by MdA’s internal laboratory are accurate and acceptable for estimating resources at SdHM.

 
Integral Consulting Inc. 8-6 February 21, 2023 Figure 8-2. Comparison of Lithium Concentrations between MdA’s Laboratory and SEGEMAR Laboratory Figure 8-3. Comparison of Lithium Concentrations between MdA’s Laboratory and SGS Laboratory

 
Integral Consulting Inc. 8-7 February 21, 2023 Figure 8-4. Comparison of Lithium Concentrations between MdA’s Laboratory and Alex Stewart Laboratory 8.3 OPINION ON DATA ADEQUACY Pre-development sampling and quality assurance programs (WMC 1992, 1994) were conducted in accordance with industry standard practices at the time of the investigations. Duplicate samples for chemical analysis have been collected from various locations across SdHM, including from brine and freshwater monitoring wells, ponds, lithium brine production wells, and process components. These duplicate samples have been concurrently analyzed by Livent’s onsite laboratory, the Alex Stewart laboratory in Jujuy, Argentina, and the SGS laboratory in Salta, Argentina, and are in good agreement across the continuum from fresh water to saturated brine. The agreement between quality assurance samples collected in duplicate during the installation of the brine monitoring wells, split between Livent’s laboratory and a commercial laboratory, were less favorable—likely due to differences in brine sampling and analysis techniques. However, the QPs maintain that Livent’s onsite laboratory has years of experience with lithium analytical techniques for brine samples, and it is our opinion that Livent’s laboratory results are reliable and accurate. The historical data previously used to estimate resources (WMC 1992; Integral 2016) were not reevaluated in a comprehensive QA/QC program for this report. However, the QPs do not view this as a deficiency in developing a resource estimate for SdHM. Instead, the QPs take a

 
Integral Consulting Inc. 8-8 February 21, 2023 holistic view toward all data collected prior to and during operations to support resource estimates discussed in later sections. The QPs’ opinion is the sample preparation, security, and analytical procedures are adequate.

 
Integral Consulting Inc. 9-1 February 21, 2023 9 DATA VERIFICATION 9.1 DATA VERIFICATION PROCEDURES Integral developed and continues to maintain an environmental monitoring database including select operational data (e.g., spent brine and PWB and SWB flow rates and brine quality). Ongoing database maintenance includes steps for data verification in keeping with industry standard practices. Integral prepared estimates of the original (1992) lithium and potassium resource using aquifer volumes determined from aerial photographs and maps of the concession boundary provided by FMC. Aquifer parameters (Sy) determined from drill cores and lithium/potassium grades (concentrations) in brine from packer tests were obtained from the 1992 WMC report. FMC was not able to locate the underlying tabulated data for Sy and lithium/potassium concentrations generated by WMC. Therefore, Integral reconstructed the data by digitizing data points on cross plots available in WMC (1992, Appendix G). Data were digitized twice, by two separate Integral staff, and compared to allow for identification and correction of digitizing errors. 9.2 LIMITATIONS The QPs inspected the site on multiple occasions. During site visits, the QPs inspected facilities during operations and key features outside the boundaries of the facility. The QPs monitored freshwater stream conditions (Rio Trapiche and Rio de los Patos), inspected core boxes, observed monitoring well installations, toured the Project Fenix laboratory, and interpreted site geophysical data. The QPs cannot verify data collected prior to development or reported by third parties. Unless expressly mentioned, it should be assumed that the QPs did not verify data provided by Livent. However, Livent’s QA/QC practices typically include verification by independent laboratories. 9.3 OPINION ON DATA ADEQUACY In the QPs’ opinion, the data are wholly adequate to support the analyses and interpretations of lithium resources and reserves as described herein. Livent has been continuously operating Project Fenix since 1997. Its track record of historical operations provides valuable supplemental information to support our opinions. The approach, methods, and procedures described in reports the QPs reviewed in preparation of this report appear to conform to industry standard practices. The QPs consider data provided by Livent and its subcontractors reliable and have the opinion that potential errors or

 
Integral Consulting Inc. 9-2 February 21, 2023 omissions in those reports would not significantly affect the resource or reserve estimates presented herein. The QPs’ opinion is the data upon which resources and reserves are estimated are sufficient and reliable.

 
Integral Consulting Inc. 10-1 February 21, 2023 10 MINERAL PROCESSING AND METALLURGICAL TESTING Livent’s process for extracting lithium from the brine resource is to pump the lithium-bearing brine from the lithium brine production wells into the SA Plant or, optionally, into pre- concentrate ponds, for solar concentration prior to going to the SA Plant. The SA Plant includes the lithium production facilities and related chemical processing plants in the Western Subbasin of the SdHM property owned and operated by MdA. It uses treated fresh water and a proprietary adsorption process to selectively remove the lithium from the brine. At the SA Plant, the process stream is further concentrated and polished to remove multivalent ions. The polished stream leaves the SA Plant as concentrated lithium brine and is further concentrated in solar evaporation ponds called FSB ponds. The residual barren brine and freshwater mixture (generally referred to as spent brine) is sent to the artificial lagoon where it evaporates or infiltrates back into the Salar. Some of the FSB is sent to the Carbonate Plant, where it is reacted with soda ash to produce battery- or technical-grade lithium carbonate. The remaining FSB is sent offsite to the Güemes Plant where it is used to produce high-purity lithium chloride. A mineral processing diagram is provided in Figure 10-1. Livent continues to process lithium at SdHM essentially the same way it has been since operations began in 1997. The only significant changes to operations occurred in 2012 when the pre-concentrate ponds and two additional lithium brine production wells went into service. Livent has begun expansion plans to increase lithium carbonate production. Plans for increased lithium carbonate production involve increasing brine and water extraction and throughput capabilities at the SA Plant, and increasing lithium carbonate production capacity. Considering its successful track record and historical performance, its plans for expansion are fundamentally sound and have lower risk than a similar operation at an unproven location. Livent has its own analytical laboratory for testing of process streams and manufactured products, and also relies on third-party laboratories for certain analyses and data verification.

 
Integral Consulting Inc. 10-2 February 21, 2023 Figure 10-1. Mineral Process Diagram

 
Integral Consulting Inc. 11-1 February 21, 2023 11 MINERAL RESOURCE ESTIMATES Mineral resource estimates for in situ lithium in the Western Subbasin of SdHM are presented in this section. We adopt the definition of a mineral resource from CIM (2014), which states: A Mineral Resource is a concentration or occurrence of solid material of economic interest in or on the earth’s crust in such form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade or quality, continuity and other geological characteristics of a Mineral Resource are known, estimated or interpreted from specific geological evidence and knowledge, including sampling. 11.1 BACKGROUND In the period prior to commencement of operations (1997) to the present, Livent’s consultants have prepared several, independent preliminary mineral resource estimates using various methods and data sets. Those prior estimates do not conform to current industry standards for classifying resources. This report includes the first resource and reserve estimate for Project Fenix that complies with SEC regulations S-K 601(b) (96). The current resource and reserve estimates provided in this report, as of December 31, 2022, do not rely on historical (pre-production) lithium grade information. Instead, they rely on data collected from an extensive monitoring well network, consisting of 35 wells across the Western Subbasin, installed in 2017, nearly 20 years after operations began. Historical data collected prior to development and data collected from deep exploration boreholes are used to estimate static reservoir properties that are assumed not to change. Historical resource estimates are presented for reference and to illustrate how well various resource estimates compare over time and across different estimation methods and data sets. Prior to operations, WMC (1994) calculated pre-production lithium resources within the Contiguous Lease Area (Figure 3-3) using three different methods: classical (Thiessen polygons), and two different forms of kriging (block and panel). These prior resource estimates were not classified according to current industry standards (measured, indicated, or inferred), but were instead presented for 0–30 m bgs and 0–70 m bgs depth intervals based on the number of boreholes within those depth intervals. In 2016, Integral performed an independent estimate of original (pre-production) lithium resources based on a re-analysis of the pre-development data (Integral 2016). Integral’s estimates were performed blind—with access to all input data, but without access to the final resource estimates produced by WMC (1994). Integral estimated resources using four methods:

 
Integral Consulting Inc. 11-2 February 21, 2023 a single polygon across Livent’s Contiguous Lease Area, two different methods involving Thiessen polygons around exploratory boreholes, and a lithology-based approach. We used ordinary kriging techniques to estimate lithium resources pre-development and for September 2022. The pre-development resource estimate using kriging differed from prior methods in that it incorporated brine chemistry data from publicly available, third-party data sets for the Eastern Subbasin of SdHM (Montgomery & Associates 2011). The same approach was used for a resource estimate for September 2022, where lithium grade measured in brine monitoring network wells was used instead of lithium grade from pre-development boreholes. In addition, brine chemistry data from the Deep Characterization Program were used to inform lithium grade below the brine monitoring wells, at depths where lithium resources are assumed similar to pre-development conditions. 11.2 KEY ASSUMPTIONS, PARAMETERS, AND METHODS Lithium resources in Livent’s Contiguous Lease Area of SdHM have been calculated as described in the following discussion. A resource estimate represents the lithium mass in brine, at a specific point in time, that may be extracted by pumping or some other extraction method. The basic calculation of resource mass for compounds dissolved in brines is simply the product of the control (reservoir) volume, the brine-saturated Sy, and the concentration of a specific compound (e.g., lithium) in the brine. The pre-production mineral resource for lithium was calculated for an area consisting of the Livent Contiguous Lease Area, using several related methods. For all methods, the area of analysis (i.e., the resource extent) included nearly all portions of the SdHM sedimentary basin within (not extending beyond) the Livent concession boundary. The only portion of the sedimentary basin within the concession boundary that was not included in the resource extent was the southeastern area that includes the alluvial fan of Rio Trapiche. That area was excluded because no borings had been conducted in the vicinity, and the potential for low-permeability sediments (silt and clay) and freshwater influx were high. However, we do not discount that future exploration could prove that this portion of the basin contains economic lithium resources. All calculation methods used defined reservoir volumes consisting of polygons of nominal 10 m thickness (0–10 m, 10–20 m, etc.). For each reservoir volume, a Sy and concentration of lithium were applied to determine the mass of lithium resource within each volume. The calculated mass of lithium was then summed for multiple volumes to generate the resource estimate for the entire Livent concession. A brief summary of the methods used to estimate lithium resources is provided below. Additional detail on each method is provided in WMC (1992) and Integral (2016).

 
Integral Consulting Inc. 11-3 February 21, 2023 11.2.1 Method 1—Single Polygon Using Resource Extent within Livent Concession Method 1 is the simplest of the resource calculation methods. Reservoir volumes were constructed using the entire resource extent within Livent’s concession and nominal 10-m depth intervals, or slices. By this method, lateral variations in Sy and lithium concentration are not considered, and data from all boreholes for each 10-m slice (to 40 m depth) within the Contiguous Lease Area boundary were averaged and applied to that reservoir volume. 11.2.2 Method 2—Thiessen Polygons Defined by Boreholes Lateral variability in Sy and lithium concentration can be captured by several techniques. One of the simplest techniques is to define a series of Thiessen polygons, subareas of the resource extent that are each defined by a single borehole.1 Thiessen polygon boundaries are drawn as lines of equal distance between boreholes, such that any location within a given polygon is closer to its associated point (borehole) than to the point of any other polygon. By this method, the resource area is subdivided into a series of polygons, each of which is associated with its representative borehole. The Sy and lithium concentration data for a particular borehole are assigned to the reservoir volume defined by its associated Thiessen polygon and the depth interval of interest. The borings installed in SdHM in 1992 were of variable depth. Nearly all of the boreholes were drilled to depths of 30–40 m below grade. Sufficient spatially distributed Sy and lithium concentration data are available for 10-m intervals from 0–40 m. Figure 11-1 shows the Thiessen polygon approach using 1992 boreholes, with the most boreholes available for shallow intervals, and fewer boreholes available for deeper intervals. Below 40 m depth, only three boreholes were deep enough to provide data for resource calculations. For each Thiessen polygon volume (polygon area multiplied by the 10-m depth interval), Sy and lithium concentrations from the polygon’s borehole were averaged (if more than one data value was available for that 10-m interval). Mass of lithium for that polygon volume was determined by multiplying Sy by lithium concentration and by polygon volume. Resource estimates for each 10-m interval were determined by summing the mass of lithium for all polygons within that interval. 1 Other methods of handling lateral variability include extrapolation techniques such as kriging or triangulation of borehole data. Because of the limited data density, Integral used the simpler technique of defining Thiessen polygons for each borehole.

 
Integral Consulting Inc. 11-4 February 21, 2023 Figure 11-1. Thiessen Polygon Approach to Resource Assessment Using 1992 Exploratory Boreholes 11.2.3 Method 3—Thiessen Polygons with Lithologically Defined Specific Yield A third method for calculating lithium resources was developed to represent lithologic controls on Sy. Geophysical and geological logs of the 1992 boreholes show significant intercalation of lithologies. For many boreholes, lithologies vary in vertical profile within nominal 10-m intervals. Consistent with the lithologic nomenclature presented by WMC (1992) on borehole geologic logs, Integral assigned one of five lithologies to each borehole interval: 1. Halite (pure) 2. Halite with sand 3. Halite with sand and clay 4. Clay with halite 5. Sand. Each value for Sy was assigned its representative lithology, and an average Sy was determined for each lithology (with the exception of sand, which had no associated Sy values). Pure halite and halite with sand showed the highest Sy values, averaging 8.3%. Halite with sand and clay showed lower Sy, at 7.4%, whereas clay with halite showed the lowest value at 6.4%. Table 11-1 summarizes Sy values by lithology.

 
Integral Consulting Inc. 11-5 February 21, 2023 Table 11-1. Specific Yield by Lithology Lithology N Specific Yield (Sy) Mean (%) Standard Deviation (%) Halite (pure) 198 8.3 4.0 Halite with sand 63 8.3 5.0 Halite with sand and clay 270 7.4 3.9 Clay with halite 106 6.4 3.6 Note: Sand (pure) was identified on geologic logs; however, no Sy values were available. N = number of samples with both lithology and Sy By review of geological/geophysical logs (WMC 1992), the vertical thickness of lithologies within each 10-m depth interval in each borehole was tabulated. A Sy was assigned to that interval based on the proportions of various lithologies present and their associated average Sy values. Lithium mass was calculated per Method 2 for each polygon volume, however, using lithologically defined Sy values. 11.2.4 Method 4—Single Polygon with Statistical Predictions of Specific Yield and Lithium Concentration at Depth Because of the deficiency in spatial distribution of the Sy and lithium concentration data below 40 m depth collected during pre-development exploration activities, traditional calculation methods using data from deeper intervals were not possible. In this fourth method, we statistically evaluated all available Sy and lithium concentration data by way of linear regression analysis to develop predictive equations for these variables with depth. Statistics were performed using R software, Version 2.10.1 (R Development Core Team 2009). Log-transformed Sy data were found to have a statistically significant correlation with respect to depth. A pattern of decreasing Sy with depth was revealed (Figure 11-2a), and a regression equation was developed to describe and predict Sy values versus depth. Uncertainties in the mean estimated values of Sy, as expressed by the 95 percent confidence interval about the regression predictions, were determined to support the uncertainty analysis in overall resource calculations.

 
Integral Consulting Inc. 11-6 February 21, 2023 Figure 11-2. Prediction of Specific Yield and Lithium Concentration with Depth We concluded that the arithmetic average of all observed lithium concentrations, irrespective of depth, was the most representative quantity for resource calculations under this method. The arithmetic average concentration for lithium was 684 mg/L, as no statistically significant change with depth was observed (Figure 11-2b). A 95 percent confidence interval on the mean was calculated using the Student’s t statistic. To account for propagation of error in lithium mass calculations, we used the 95 percent confidence intervals for both Sy and lithium concentration to estimate the 95 percent confidence limits for the calculated mass values. This approach was chosen as a conservative method, which may slightly overestimate the true variance of calculated mass values. Average Sy and lithium concentrations were determined for each 10-m nominal depth interval from 40 to 100 m. 11.2.5 Method 5—Kriging Kriging is an industry standard approach for estimating mineral grades among other physically based environmental variables. Kriging is an interpolation method based on geostatistical principles. There are different forms of kriging. However, at its core, the method relies on prior information (e.g., lithium concentration or specific yield measurements sampled from boreholes), and the basic assumption that two measurements closer together are more likely similar than two measurements at distance, to estimate values at previously unsampled locations. Two of the three methods from WMC (1992) relied on kriging (block and panel methods). Recently, Integral applied the ordinary kriging method to historical, pre-development lithium concentration measurements to estimate lithium resources within Livent’s concession. In this method, we used average lithium concentrations from pre-development boreholes and deep characterization boreholes located within 10-m intervals from ground surface to 60 m bgs. For each uniform thickness slice of control volume, we applied a constant value for Sy representative of halite from the corresponding depth intervals, by the same regression described in Method 4 above. We chose to use Sy measured in halite as a conservative measure (lower lithium mass)

 
Integral Consulting Inc. 11-7 February 21, 2023 because the western subbasin is predominantly halite which has lower measured Sy than other, neighboring geologic materials present within Livent’s concession (e.g., clastics or transitional halite-clastics). We also used publicly available lithium concentration data published by a third- party from the Eastern Subbasin (Montgomery & Associates 2011). Data from the Eastern Subbasin constrain the kriging interpolation at the eastern margin of the Western Subbasin. This approach created 10-m-thick layers of interpolated lithium resources. The lateral extent of each layer was clipped to the interior of Livent’s concession and again to the perimeter of the Salar. The Western Subbasin brine reservoir is roughly bowl shaped. Thus, we assume the control volume decreases by 1% for each 10-m interval below 30 m as the lateral extent of the reservoir decreased with depth. Lithium resources by depth using the kriging method are summarized in Table 11-2. Table 11-2. Pre-development and September 2022 Kriged Resource Estimates Depth Interval (m bgs) Area (m2) Sy b (m) Pre-Development September 2022 Average Li Concentration (mg/L) Li Resource (K Mt) Type Average Li Concentration (mg/L) Li Resource (K Mt) Type 0 - 10 3.00E+08 0.097 9/8.1 666 174 Measured 414 97 Measured 10 - 20 3.00E+08 0.072 10 674 145 Measured 645 139 Measured 20 - 30 3.00E+08 0.068 10 686 140 Measured 668 136 Measured 30 - 40 2.97E+08 0.066 10 702 138 Measured 773 152 Measured 40 - 50 2.94E+08 0.064 10 763 144 Indicated 763 144 Indicated 50 - 60 2.91E+08 0.065 10 786 149 Indicated 786 149 Indicated 60 - 100 2.82E+08 0.058 40 781 512 Indicated 781 512 Indicated 100 - 200 2.64E+08 0.046 100 735 892 Inferred 735 892 Inferred Pre-Development Measured Resource (0–40 m) 597 -- September 2022 Measured Resource (0–40 m) 525 Indicated Resource (40–100 m) 805 Total September 2022 Measured and Indicated Resource (0–100 m) 1,330 Inferred Resource (100–200 m) 892 Total September 2022 Measured, Indicated, and Inferred Resource (0–200 m) 2,222 Notes: Data from deep characterization boreholes PSP-01, PSP-02, and PSP-03 drilled in 2020 used to estimate indicated and inferred resource. Area reduced by 1% of total for each 10-m interval deeper than 30 m bgs. m = meters m2 = square meters b = thickness of depth interval – reduced from 9 m pre-development to 8.1 m in 2022 due to observed drawdown mg/L = milligram per liter K Mt = thousand metric tons -- = not available We also applied the same kriging technique described above to estimate the resource in September 2022. However, this evaluation used lithium concentrations measured in brine monitoring wells,

 
Integral Consulting Inc. 11-8 February 21, 2023 rather than lithium concentrations measured in pre-development boreholes as the basis for lithium grade interpolation in the 0–30 m interval. Below 30 m, we incorporated lithium concentration data measured in 2020, during the Deep Characterization Program. Pre-development and September 2022 resources estimated using kriging are summarized in Table 11-2. 11.3 HISTORICAL RESOURCE ESTIMATE SUMMARY A summary of the preliminary pre-development resource estimates from WMC (1992) and Integral (2016) -utilizing pre-development data but without access to WMC’s resource estimates- is provided in Table 11-3. Although these resource estimates rely on the same underlying pre- development data sets, they were calculated independently using multiple methods. The consistency between estimates is noteworthy and provides confidence in the general amount of pre-development lithium resource in Livent’s concession within the Western Subbasin of SdHM. Table 11-3. Historical Pre-Development Resource Estimate Summary Depth (m) WMC 1992 (K Mt Li) Integral 2016 (K Mt Li) Classical Block Kriginga Panel Kriginga Method 1 Method 2 Method 3 Method 4 Averageb Interval Sums Sum 0–30c 408 403 411 412 404 410 409 Sum 0–40 542 541 560 548 Sum 0–50 640 639 658 646 Sum 0–70 851 870 880 826 826 845 832 Sum 50–100 444 Note: a Mean value presented in WMC (1992) b Average of Methods 1–4 c Polygon volume for 0–10 m interval uses 9 m thickness, assuming depth to brine is 1 m bgs. K Mt = thousand metric tons 11.4 HISTORICAL BRINE PRODUCTION A summary of historical lithium brine production at the SA Plant, from 1997 through 2022, is provided in Table 11-4. By deducting the amount produced from the lithium resource from pre-development resource estimates, the resource remaining can be estimated. By comparison, we estimate the measured (0–40 m bgs) pre-production resource at 597,000 Mt using kriging (Method 5) of pre-production borehole data. We estimated the resource after approximately 25 years of lithium brine production (in September 2022) at 525,000 Mt, using the same kriging method, the same 0–40 m bgs “measured resource” interval, and a new lithium concentration data set (from brine monitoring network wells sampled in September 2022).

 
Integral Consulting Inc. 11-9 February 21, 2023 The amount of concentrated lithium brine produced through September 2022 was approximately 84,000 Mt, which is approximately 16% of the measured (0–40 m bgs) resource estimated as of September 2022. As a check, the pre-development lithium resource estimate, less 25 years of concentrated lithium brine production, is about equal to the September 2022 lithium resource estimate of 525,000 Mt (597,000 Mt – 84,000 Mt = 513,000 Mt, which is within approximately 2% of 525,000 Mt, c.f. Table 11-2). The difference between extracted and produced lithium mass is inherently returned to the Salar. The current resource estimate (December 31, 2022) was calculated in a similar manner, by discounting the amount of lithium produced after September 1, 2022 from the September 2022 lithium resource estimate. Table 11-4. Historical Production from Selective Adsorption Plant Year Concentrated Lithium Brine (Mt Li) Annual Cumulative 1997 500 500 1998 2,254 2,755 1999 1,244 3,998 2000 2,394 6,392 2001 1,208 7,601 2002 842 8,443 2003 1,693 10,137 2004 2,770 12,907 2005 3,199 16,106 2006 3,237 19,342 2007 3,515 22,857 2008 3,788 26,645 2009 3,352 29,997 2010 3,383 33,380 2011 3,283 36,664 2012 3,455 40,118 2013 3,819 43,937 2014 4,302 48,239 2015 4,273 52,512 2016 4,545 57,057 2017 4,792 61,849 2018 4,406 66,255 2019 4,753 71,008 2020 4,708 75,716 2021 4,932 80,648 2022 4,903 85,551 11.5 CURRENT RESOURCE ESTIMATE INCLUSIVE OF RESERVES In situ lithium resources, inclusive of mineral reserves, for SdHM at the end of 2022 are summarized in Table 11-5. This resource estimate assumes that brine produced from September 2022 through December 2022 originated from brine in the measured resource (0–40 m bgs) interval, as the PWB and SWB lithium brine production wells are constructed to a depth up to 40 m bgs. Because flow to lithium brine production wells is predominantly horizontal, and the existing well batteries do not extend below 40 m, it is unlikely lithium produced to-date

 
Integral Consulting Inc. 11-10 February 21, 2023 originated from indicated (40–100 m bgs) or inferred (100–200 m bgs) resource intervals. A cut- off grade was not applied to this resource estimate (inclusive of lithium reserves) because economic viability is not a factor that affects the amount of resource in place. A cut-off grade of 218 mg/L, and the assumptions inherent, are tied to the resource estimate (exclusive of lithium reserves) because the cut-off grade was applied to the reserve estimate. Table 11-5. Lithium Resource Estimate (inclusive of lithium reserves), as of December 31, 2022 Category Lithium (K Mt) Lithium Carbonate Equivalent (LCE) (K Mt) Measured 523 2,783 Indicated 805 4,288 Total Measured & Indicated 1,328 7,071 Inferred 892 4,749 Total Measured, Indicated & Inferred 2,220 11,820 Notes: K Mt = thousand metric tons Values rounded to nearest thousand 11.6 CURRENT RESOURCE ESTIMATE EXCLUSIVE OF RESERVES In accordance with SEC regulations 229.601 (b)(iii)(B)(11) and 229.1304, mineral resources must be reported exclusive of reserves. Lithium brine is a fluid resource that is not static and may migrate over time in response to various pumping stresses or environmental factors. Lithium resources, exclusive of reserves, were estimated by subtracting proven and probable reserves (discussed in Section 12) from the total (including reserve) in situ measured resource and indicated resource (Table 11-5). The assumptions, including process efficiencies, cut-off grades, and future operational conditions used to estimate mineral resources and mineral reserves, are discussed in Sections 12.2 and 13.3, respectively. Mineral resources (exclusive of reserves) on December 31, 2022, are presented in Table 11-6. Table 11-6. Lithium Resource Estimate (exclusive of lithium reserves), as of December 31, 2022 Category Lithium (K Mt) Lithium Carbonate Equivalent (LCE) (K Mt) Measured 370 1,968 Indicated 228 1,212 Total Measured & Indicated 597 3,180 Inferred 892 4,749 Total Measured, Indicated & Inferred 1,489 7,928 Notes: K Mt = thousand metric tons Values rounded to the nearest thousand

 
Integral Consulting Inc. 11-11 February 21, 2023 11.7 GEOLOGICAL MODEL A 3-dimensional geological model was prepared for SdHM using Leapfrog Works software (Version 2021.2). The model was developed to support parameterization of the variable-density flow and transport model used to estimate the lithium reserves. Borehole logs for the 1000- series (primary well battery), 2000- and 3000-series (pre-development exploration boreholes and pumping wells), brine monitoring wells, and deep characterization boreholes in the Western Subbasin were compiled along with borehole logs for the Trapiche alluvial aquifer and publicly available third-party boreholes and cross sections in the Eastern Subbasin of the SdHM. Borehole logs and cross sections were generalized and grouped based on litho/hydrostratigraphic properties into four major units: 1) halite; 2) transition (mixed clastics and evaporites); 3) alluvium (coarse-grained clastics); and 4) bedrock. A plan view of the geologic model is shown in Figure 11-3 and vertical cross-section through the model (roughly aligned with the gravity profile in Figure 7-4) is shown in Figure 11-4. Areal extents of halite, transition, and alluvium were evaluated and digitized, and used to bound each of these units laterally. Pre-development gravity profiles and publicly available third-party cross sections were used to create a bedrock surface and bound the model vertically. This surface was also informed by the slope of bedrock outcrops surrounding the Salar and structural features. In the Western Subbasin, the bedrock surface is largely inferred from the aboveground topographic slope and gravity surveys and is estimated to extend as deep as 900 m in the northwest portion of the basin containing the halite core.

 
Integral Consulting Inc. 11-12 February 21, 2023 Figure 11-3. Generalized Local Geology

 
Integral Consulting Inc. 11-13 February 21, 2023 Figure 11-4. Vertical Cross Section through the Geologic Model 11.8 SUMMARY Regardless of the calculation method employed, lithium resource estimates were similar for various depth intervals (thickness). Integral’s (2016) independent estimates of pre-development reserves confirmed WMC’s 1994 estimates. Since operations began 25 years ago, Livent’s Project Fenix has and continues to produce high-grade (>740 mg/L) lithium brine with remarkably low variability in brine grade (Figure 8-1). When considering the consistency between independent resource estimates together with 25 years of operational data, the QPs have a high degree of confidence in the resource estimates. The current resource estimates incorporate lithium concentration data measured at 35 monitoring well locations across the Salar and lithium concentrations measured from deep exploration holes, installed in 2020, at depths greater than 30 m. In the QPs’ opinion, the current resource estimates (as of December 31, 2022) are appropriate because they were estimated by deducting lithium produced from September 2022 through December 2022 from the September 2022 resource estimate. The same approach of deducting lithium produced through 2022 from pre-development resources, produced nearly the same mass absent from the

 
Integral Consulting Inc. 11-14 February 21, 2023 2022 resource estimate (relative to pre-development resources) from within the measured interval. Although lithium concentration data from depths below 100 m in the Western Subbasin are sparse, available data from below 100 m indicate the presence of high-grade brine. Furthermore, lithium grades appear to increase with depth, whereas Sy within halite is likely to decrease with depth due to increasing lithostatic loading. The anticipated decrease in Sy was modeled using a regression to project Sy at depth. The depth of the resource in the Western Subbasin (assumed to coincide with depth to bedrock) has been estimated using geophysical methods to be up to 900 m in the western lobe of the Western Subbasin (WMC 1992). Deep exploration holes installed in 2020 indicate resource depths greater than 300 m near the PWB. With limited deep borehole data, our understanding of reservoir properties, in particular effective porosity and permeability at depth, are uncertain. In the absence of borehole data below 300 m bgs, we set the depth of our resource evaluation to 200 m. Future exploration below 40 m bgs is recommended to improve confidence in resources, particularly lithium grade and reservoir properties in the intervals currently classified as indicated and inferred.

 
Integral Consulting Inc. 12-1 February 21, 2023 12 MINERAL RESERVES ESTIMATES Mineral reserves are the economically mineable part of a resource. Reserves are always a fraction of the resource because the reserve estimate accounts for dilution and process-related losses before the resource becomes a viable product (CIM 2014). Integral estimated lithium reserves using a numerical brine reservoir model to predict changes in brine occurrence and grade in response to anticipated lithium brine production schedules. Numerical modeling is essentially a physically based bookkeeping method for simulating fluid flow and for tracking dissolved solids and lithium concentration and movement. Our approach for estimating lithium reserves, including a description of the method, key assumptions, and parameters, is provided in this section. 12.1 NUMERICAL BRINE RESERVOIR MODEL Integral created a 3-dimensional numerical groundwater flow and transport model (Salar Model) to predict lithium reserves for a 40-year period beginning in 2023. Groundwater Vistas software (Environmental Simulations Incorporated) was used to create model input files and to post-process model results. The Salar Model is based on the U.S. Geological Survey’s program, SEAWAT Version 4 (Langevin et al. 2007), for simulating variable density groundwater flow and multi-species transport. SEAWAT is a coupled version of two other, industry-standard programs for simulating groundwater flow, MODFLOW (Harbaugh et al. 2000), and transport of dissolved species in groundwater, MT3DMS (Zheng 2006). SEAWAT is designed to simulate variable- density brine migration in continental aquifers by coupling the two programs. 12.1.1 Model Domain and Grid The Salar Model domain covers the entire Western Subbasin (Figure 12-1). At ground surface, the active model area is 364 km2. The model area is divided into 123 rows and 113 columns, and model cell lengths vary in size from 200 m at the halite nucleus to 500 m at the margins of the model. In the vertical dimension, from ground surface to the bedrock contact, the model is divided into nine horizontal layers. A vertical slice through the numerical model along row 50 (north to south) is shown in Figure 12-2.

 
Integral Consulting Inc. 12-2 February 21, 2023 Figure 12-1. Model Plan View

 
Integral Consulting Inc. 12-3 February 21, 2023 Figure 12-2. Vertical Slice through Salar Model 12.1.2 Flow and Transport Boundary Conditions All of the relevant processes affecting fluid movement are simulated in the model, including naturally occurring inflows from river leakage and from groundwater, and outflow by evapotranspiration. Operational conditions are simulated in the model by outflow of fluids by extraction well pumping, and inflow of spent brine. Together, naturally occurring and operational inflows/outflows are used as inputs to the numerical model, which allows for accounting of fluid flow and dissolved lithium. Most of the groundwater inflow to the Western Subbasin occurs as Rio de Los Patos leakage and groundwater inflows at the saddle between the Eastern and Western Subbasins, followed by groundwater inflows from the Trapiche Aquifer. Shallow brackish groundwater inflow from the Eastern Subbasin was simulated using specified flux boundary conditions. Shallow inflows from the Rio de Los Patos were assumed to have brackish water quality devoid of lithium, which was simulated using specified concentration boundary conditions at 200 g/L TDS. Deeper brine inflows from the Eastern Subbasin were simulated using specified flux and specified concentration boundary conditions at 330 g/L TDS and 500 mg/L lithium. Although lithium-rich brine likely flows into the Western Subbasin at higher concentration, relatively low lithium concentrations in brine flowing from the Eastern to Western Subbasins were used in model simulations to be conservative. The total simulated inflow from the Eastern Subbasin is 0.3 m3/s, consistent with estimates made by WMC (1994). In the model, shallow inflows constitute approximately 80% of the total inflow from the Eastern Subbasin with the remainder of inflows occurring at depth. Fresh groundwater inflow to the Salar from the Trapiche Aquifer was simulated using specified flux (well) boundary conditions. The freshwater quality was simulated with constant concentration boundary conditions, with TDS set to 2 g/L, and without lithium, based on water quality data from Trapiche Aquifer monitoring wells. Total simulated inflow from the Trapiche Aquifer is 0.1 m3/s, which is approximately 25% lower than WMC’s estimate (WMC 1994) to account for diversions and evaporation from the Trapiche Dique.

 
Integral Consulting Inc. 12-4 February 21, 2023 Groundwater/brine is assumed to flow primarily within porous evaporite and clastic sediments. Thus, no flow boundary conditions are assigned to model cells that represent bedrock along the margins of the Salar and at depth beneath the Salar sediments. This is a conservative approach, as bedrock adjacent and beneath the Salar may have some porosity and permeability containing lithium-rich brines; however, without definitive information we assume bedrock is not part of the brine reservoir system. Recharge from the infiltration of precipitation onto the Salar surface is not simulated because it rarely occurs with sufficient volume to affect the water balance in a material way. When recharge does occur, it does not significantly dilute shallow brine enough to affect average lithium concentrations in well batteries, as indicated in Figure 7-13. Evapotranspiration is applied to the top layer of the model. The maximum evaporation rate and extinction depth, depth below ground surface where evaporation is 0, is specified in the model according to surface characteristics. Applied evapotranspiration rates range from 2×10−4 to 5×10−3 m/d with higher rates of evaporation occurring at open water bodies and lower rates in areas of barren (sparse vegetation) alluvium. 12.1.3 Hydraulic and Solute Transport Properties SEAWAT simulates density-driven flow based on the assumption that there is a linear relationship between solute concentrations and fluid density, in this case TDS and density (Figure 12-3). Lithium is tracked in the model but is not part of the density equation because it, along with the other dissolved solutes, is represented by TDS. Model hydraulic properties were assigned based on the lithology mapped to the model grid from the Geological Model (Section 11.7). The QPs developed the Salar Model on the principle of parsimony, by grouping lithologies observed in boreholes into as few modeled lithologic units as practical. This approach avoids overparameterization, which is often used to force a model to appear calibrated and is usually unjustified. In general, shallow halite and shallow transition zone lithologies (mixed evaporites and clastics), present at the saddle between the Eastern and Western Subbasins, were assigned the highest hydraulic conductivity values (approximately 500 m/d). Hydraulic conductivities (a term we use interchangeably with permeability) were assumed isotropic in the horizontal plane. The vertical anisotropy (ratio of horizontal to vertical hydraulic conductivity) generally varies (from 10 to 2) based on depositional characteristics (i.e., the vertical anisotropy is highest in alluvium, while lower in transitional material and evaporites).

 
Integral Consulting Inc. 12-5 February 21, 2023 Figure 12-3. Relationship between TDS and Density Used in Salar Model Reductions in hydraulic conductivity with depth are commonly noted in deep (>100 m) flow systems due to compaction of sediment by overburden materials (Belcher et al. 2001; D’Agnese et al. 1997). This behavior was noted in one of three deep characterization holes (PSP-02); however, the other two (PSP-01 and PSP-03) did not show an obvious reduction in conductivity with depth. In the absence of additional information and to be conservative (less yield for a given pumping condition), we reduced hydraulic conductivity with depth in the model. In a transport model, effective porosity, the ratio of interconnected drainable pore space to total porosity, is inversely proportional to solute velocity. Effective porosity is assumed to be similar to Sy and the two properties are set equal to each other in the model. Dispersivity is a parameter used to account for the compounding effect that small-scale changes in velocity have on solute transport. As such, dispersivity is a scale-dependent parameter that tends to increase with the size of the flow system. Longitudinal dispersivity was set to one-tenth the length of a nominal grid cell (20 m), with an order-of-magnitude reduction in the lateral and vertical dimensions (2 and 0.2 m, respectively). Considering groundwater/brine velocities at SdHM are quite high, and dissolved lithium salts tend to act as conservative tracers in groundwater, diffusion and sorption kinetics were not simulated in the model.

 
Integral Consulting Inc. 12-6 February 21, 2023 12.1.4 Model Calibration Model calibration involved changing input parameters until a satisfactory match between observed and model-simulated conditions are reached. Industry standard practices and guidelines (Zheng and Bennett 1995; Anderson et al. 2015; Reilly and Harbaugh 2004) were followed throughout the calibration process. The Salar Model was calibrated to brine elevations and brine chemistry (TDS and lithium concentrations) measured at brine monitoring wells distributed across the entire Western Subbasin, from proxy locations used to represent aggregate flows from the PWB and SWB, and monitoring wells in the Trapiche Aquifer. The Salar Model was calibrated to observed brine elevation measurements and concentrations of TDS and lithium, using a combination of trial-and-error techniques and using an automated inverse calibration program, PEST (Watermark Computing 2016). The model calibration process was iterative, whereby a pseudo steady-state model was constructed to establish the initial hydraulic conditions. The pseudo steady-state model, developed to estimate water/brine balance and elevations prior to development, was run in transient mode for a long period of time until near-equilibrium conditions were met and changes in storage were negligible. Using this model as a starting point, a transient calibration was performed by simulating historical operations. 12.1.5 Simulated Historical Operations Transient calibration involved grouping operational data (brine and freshwater extraction and spent brine discharge) into periods of relative uniformity called stress periods. The transient calibration period spans 9,300 days, from July 1997 through the end of 2022. Model calibration statistics and visual goodness-of-fit were evaluated at the end of each transient calibration simulation, and parameters were adjusted in the pseudo steady-state, and in turn the transient calibration model, until the model was deemed calibrated. Historical operations are simulated using the transient Salar Model. The transient Salar Model divides the period from July 1997 through the end of 2022 into 31 stress periods. During a given stress period, brine and freshwater pumping rates, as well as the rate and quality (TDS and lithium) of spent brine discharge and leakage from pre-concentrate ponds, occur at a constant rate equal to the average historical rate (taken as the average over the stress period). Inflows from the Eastern Subbasin and Trapiche Aquifer were assumed constant for the entire simulation. Brine monitoring of the PWB and SWB occurs after discharge from the individual wells comprising the battery are manifolded together in a single pipe. For example, the brine quality reported at the PWB is the aggregate brine quality from the five wells that are operating at any given time. In the Salar Model, an artificial monitoring location was placed in the center of each well battery as a surrogate for evaluating the TDS/lithium concentration at each battery. A

 
Integral Consulting Inc. 12-7 February 21, 2023 comparison between actual measured and model-simulated lithium concentrations at those locations is provided in Figure 12-4. Figure 12-4. Measured and Simulated Lithium Concentrations at Primary and Secondary Well Batteries (2000–2022) The model was deemed calibrated when the residuals, or differences between measured and simulated values (e.g., head or concentration), were sufficiently small. At the end of the transient calibration period, the model was deemed acceptably calibrated using two commonly referenced calibration statistics—the average head residual and the scaled residual mean (the residual sum of squares divided by the range in observed head)—which were -0.05 m and 8%, respectively. Average model residuals for lithium concentration in lithium brine production wells were 4.5 mg/L (Figure 12-4). The model mass balance error at the end of calibration was 0%, which is another indication the model is acceptable (0.5% or less is a common benchmark [Reilly and Harbaugh 2004]).

 
Integral Consulting Inc. 12-8 February 21, 2023 12.1.6 Predictive Simulations Once the Salar Model was calibrated, it was used to predict changes in brine levels and brine quality for a 40-year period through 2062. Inflows from the Eastern Subbasin and Trapiche Aquifer were assumed constant for the entire predictive simulation. Inflows of spent brine increased in response to increased plant throughput following anticipated future expansions, until year 2030, at which point the flows were held constant. Future spent brine management was assumed for the model to involve cycling discharge to other areas, including the existing artificial lagoon and an undeveloped area east of the artificial lagoon. Leakage from the pre- concentrate ponds was assumed equal to leakage in 2022 until year 2026, when the ponds are planned to be repurposed as part of the Third Expansion (see Section 14.7.3). New lithium brine production wells are required to meet future target lithium carbonate production rates. Lithium grades are anticipated to gradually decrease over time as the rate of lithium removal exceeds the rate of natural replenishment. As this happens, brine becomes more dilute, and more pumping is required to extract the required mass of lithium. Thus, a series of model simulations was performed by adjusting new well pumping rates and locations until the simulated lithium extraction exceeded targeted lithium brine production. Simulated lithium extraction should exceed targeted lithium brine production because the manufacturing process efficiency is less than 100%, indicating there is some lithium loss between raw brine entry to the SA Plant and the production of final manufactured product. Inherent in the model predictions is the assumption that process efficiency will be similar to current efficiency in years before the pre-concentrate ponds were used for spent brine return, with increasing efficiency in later years. In the predictive simulations, all new wells were designed to draw exclusively from the measured resource depth interval (0–40 m bgs) in years 0–20. In later years (21–40), brine is extracted from both the measured and indicated resource (0–100 m bgs) depth intervals. Target lithium brine production rates were achieved with the well configuration shown in Figure 12-5. It should be noted that this future production well configuration is only one of many potential well configurations capable of meeting target lithium production rates. Actual future well configurations are subject to change. To meet Livent’s anticipated near-term lithium carbonate production targets, four new wells were added to the Salar Model to the northwest of the PWB. Additional wells were added in the northwestern and northeastern quadrants of the Western Subbasin, within Livent’s Contiguous Lease Area, to meet longer-term demands. A pumping schedule containing model- simulated lithium brine production rates by well battery and individual new wells is provided in Table 12-1. The pumping plan described is one of many potential configurations to achieve the target lithium carbonate production schedule.

 
Integral Consulting Inc. 12-9 February 21, 2023 Figure 12-5. Simulated Lithium Brine Production Wells, Freshwater Extraction Wells, and Spent Brine Discharge Area

 
Integral Consulting Inc. 12-10 February 21, 2023 Table 12-1. Simulated Future Brine Pumping Schedule (m3/d) 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032– 2041 2042– 2051 2052– 2062 Total Simulated Flow Rate by Well Battery Primary Well Battery 24,800 24,800 24,800 24,800 24,800 24,800 24,800 24,800 24,800 24,800 24,800 24,800 Secondary Well Battery 20,200 20,200 20,200 20,200 20,200 20,200 20,200 20,200 20,200 20,200 20,200 20,200 New Wells 4,000 7,000 12,000 29,000 36,000 36,000 44,000 44,000 44,000 52,000 70,500 77,500 Total 49,000 52,000 57,000 74,000 81,000 81,000 89,000 89,000 89,000 97,000 115,500 122,500 Simulated Flow Rate by Individual New Wells New well No. 1 2,000 2,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,500 6,500 7,500 New well No. 2 2,000 3,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,500 6,500 7,500 New well No. 3 1,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,500 6,500 7,500 New well No. 4 1,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,500 6,000 7,500 New well No. 5 3,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 7,500 7,500 New well No. 6 3,000 4,000 4,000 4,000 4,000 4,000 4,000 4,500 7,500 7,500 New well No. 7 3,000 4,000 4,000 4,000 4,000 4,000 4,000 7,500 7,500 7,500 New well No. 8 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 4,000 New well No. 9 4,000 4,000 4,000 4,000 4,000 6,000 6,000 7,000 New well No. 10 4,000 4,000 4,000 4,000 6,000 7,000 New well No. 11 4,000 4,000 4,000 4,000 6,000 7,000 12.1.7 Sensitivity to Potential Operations in the Eastern Subbasin Project Fenix is the only commercial lithium carbonate production operation at SdHM. Other companies with mining claims adjacent to Livent’s, mainly in the Eastern Subbasin, are known to be in the advanced exploration stage and could begin brine extraction on a commercial scale in the next few years. To evaluate the potential impact on reserves, model inflows from the Eastern Subbasin were deactivated for a 40-year predictive simulation beginning in January 2023. This simulation was identical to the predictive simulation described above in every aspect except the model cells used to simulate inflows at the Eastern Subbasin were converted from constant flux boundary conditions to no-flow boundary conditions. Inherent in this simulation is the potential for neighboring operations to capture all of the water and lithium-rich brine that flows naturally from the Eastern to Western Subbasin. There were three key results of this simulation. The first key result was that lithium brine concentrations at the end of 40 years were higher when the flux from the Eastern Subbasin was set to zero. This occurs because most of the flux from the Eastern Subbasin was modeled as fresh water without much lithium, which had the effect of diluting lithium concentrations in later years.

 
Integral Consulting Inc. 12-11 February 21, 2023 The second key result was total lithium mass extracted as reserves between the two predictive simulations at the end of the 40-year simulation were within 3% of each other. This suggests the reserve estimates are not sensitive to assumptions on inflows at the Eastern Subbasin. Lastly, the model-simulated drawdown, expressed as the difference between brine elevation at the start and end of the model prediction, was greater when the flux from the Eastern Subbasin was set to zero, with brine elevations approximately 5 m lower after 40 years. Thus, the primary risk to future operations, if brine extraction in the Eastern Subbasin were to effectively eliminate flux into the Western Subbasin, is lower brine elevations, which in turn may require future wells to be screened at correspondingly lower elevations. 12.2 CUT-OFF GRADES ESTIMATES A cut-off grade is a concentration threshold below which mining is no longer economic. Establishing a cut-off grade for lithium brine resources is not straightforward because the concentration typically increases in the manufacturing process after it is extracted (i.e., uneconomic raw brine may become economically viable after further concentration by evaporation). For this reserve assessment, a cut-off grade of 218 mg/L was calculated using a breakeven financial analysis for a 40-year life-of-mine. The breakeven analysis included reasonably foreseeable capital and operating expenses; cost of capital at 10%; and revenue generated assuming a long-term, forward-looking lithium carbonate price of $20,000 per Mt. This approach was considered a “worst-case scenario” to establish the minimum economically viable lithium concentration for Project Fenix to be marginally profitable and is appropriate to estimate a cut-off grade concentration. Although future lithium carbonate prices have the potential to be volatile, $20,000 per Mt is reasonable considering analysts’ current projections (Section 16). The cut-off grade was calculated by adjusting lithium concentration to meet the demand schedule (Section 13) within the financial constraints described above until project revenue exceeded total capital and operating expenses by 10% (equal to cost of capital). Future process efficiency (assumed at 76.6%) was accounted for in establishing the cut-off grade. Financials are valued in current terms (dollars). Operating expenses captured depreciation, royalties and corporate taxes, and all normal expenses (e.g., labor and raw materials) required to operate Project Fenix now and in the future, following expansions. Financials do not include (de)escalators related to currency volatility or inflation. In the QPs’ opinion, it is conservative to omit such (de)escalators from the cut-off evaluation as revenue is projected to exceed expenses and inflation is likely to affect both cost expenditures and revenue. In a similar manner, omitting depreciation from the breakeven analysis effectively reduces expenses and increases project profitability.

 
Integral Consulting Inc. 12-12 February 21, 2023 Although not considered in this reserve assessment, lower cut-off grades may become economically viable with advances in process technology or with changes in mine plans (e.g., additional pre-concentrate ponds or SA columns). The economic analysis (Section 19) indicated positive cash flow for the life-of-mine after an initial payback period of 3.6 years based on the anticipated lithium carbonate production schedule. Numerical model results indicate the lithium carbonate production schedule provided by Livent is feasible, and brine grade remains well above the economically viable cut-off grade of 218 mg/L throughout the 40-year simulation period when the model-simulated flow-weighted average lithium concentration in year 40 is 523 mg/L. 12.3 RESERVES CLASSIFICATION AND CRITERIA The Salar Model simulates fluid (brine) movement within its domain. Brine is a fluid resource that moves within and between resource units (measured, indicated, and inferred) in response to changes in pressure (pumping) and other environmental variables, which are generally less influential. Predictive simulations using the Salar Model assume production from the PWB and SWB remains constant during the 40-year simulation. Additional lithium brine production required to meet the anticipated lithium carbonate production schedule is made up with 11 additional wells. Flow to lithium brine production wells is believed to be predominantly horizontal in stratified evaporite/clastic sediments; and, it is likely lithium produced to-date originated primarily from the measured resource interval (0–40 m bgs) rather than deeper indicated (40–100 m bgs) or inferred (100–200 m bgs) resource intervals because existing lithium brine production wells are not screened deeper than 40 m bgs. SA Plant efficiency is expressed as the ratio of lithium mass in concentrated lithium brine exiting the SA Plant (effluent) divided by lithium brine production. Figure 12-6 shows the SA Plant efficiency from 2012 through 2022, indicating improved efficiency from 2012 through 2017, and stable efficiency thereafter. Although historical SA Plant efficiency is not a perfect indicator of process recovery, because it does not account for throughput delays at the plant or sample variability within a given sampling event, it provides a good estimate of future performance over extended periods. The SA Plant efficiency in the most recent 5 years (2018– 2022) averaged 93%. For future lithium brine production and estimating reserves, the lithium processed at the SA Plant is assumed to be 95% efficient. Introducing pre-concentrate ponds to the process reduces efficiency because some brine in the ponds is lost to leakage or is entrained in solid residuals. Livent has not undertaken pilot testing to estimate pond process efficiency. However, others have reported efficiencies near 70% (Galaxy Resources Ltd. 2021). The pre-concentrate and proposed evaporation ponds are assumed to be 65% efficient (35% of the lithium leaks back into the Salar or is entrained). Based on the weighted average of flow through the various processes and efficiencies for the planned expansions discussed in Section 14.7, the time-weighted average process efficiency (from the

 
Integral Consulting Inc. 12-13 February 21, 2023 brine resource to final product) is expected to be 76.6%. Thus, lithium reserves based on future anticipated lithium brine production are calculated by applying time-weighted efficiency to the mass of lithium in feedstock lithium brine produced from the Salar. In essence, the mass of lithium in feedstock brine is reduced by 23.4% for reserve estimation purposes. The Salar Model was used to predict lithium concentrations 40 years into the future, which is an acceptable prediction period considering guidance set forth in Anderson and Woessner (1992) that suggests predictive simulations not be extended into the future more than twice the period for which calibration data are available. Future brine extraction was simulated in the Salar Model with new wells screened in the “measured” resource interval for years 0–20. In years 21– 40, additional brine is produced with new wells screened in both the “measured and indicated” resource interval. Considering anticipated pumping rate increases together with model predictions and 25 years of performance monitoring data, it is reasonable to classify brine produced in the first 10 years as “proven reserves.” Brine produced in years 11–40 is classified as “probable” on the basis that new wells extract brine from the measured and indicated resource in later years. Figure 12-6. SA Plant Process Efficiency (2012–2022)

 
Integral Consulting Inc. 12-14 February 21, 2023 12.4 MINERAL RESERVES ESTIMATE Mineral reserve estimates for the 40-year period from January 1, 2023, through 2062 are presented in Table 12-2. The reserve estimates are based on the anticipated lithium production schedule following planned project expansions (Section 13.3). Mineral reserves are based on an economic cut-off grade of 218 mg/L lithium, 76.6% time-weighted average process efficiency, and assuming a future lithium carbonate price of $20,000 per Mt. Table 12-2. Proven and Probable Lithium Reserves (starting January 1, 2023) Reserve Category Years Total Lithium (K Mt) Total LCE (K Mt) Proven 0–10 153 815 Probable 11–40 578 3,076 Total Proven + Probable 731 3,891 Notes: Assumes 76.6% time-weighted average process efficiency K Mt = thousand metric tons Values rounded to the nearest thousand 12.5 DISCUSSION The Salar Model was used to predict changes in brine levels and brine quality for a 40-year period through 2062. It should be noted that 40 years was the chosen time frame for the numerical simulation, based on the QPs’ understanding of the resource, 25-year operational history, and anticipated lithium brine production schedule, which in turn is the basis for establishing the life-of-mine. In the QPs’ opinion, based on available resources, current mine plans, and pricing assumptions, the life-of-mine will remain profitable and above the cut-off grade beyond 40 years. All of the brine produced to-date by Project Fenix is believed to have originated from measured resources. The anticipated lithium production schedule is feasible and may be achieved by the pumping well configuration shown in Figure 12-5, according to the pumping rate schedule in Table 12-1. Model predictions do not indicate excessive drawdown in the future, which is consistent with expectations for a mature salar and brine level observations made since operations began in 1997. Model-predicted lithium concentrations remain above the cut-off grade (218 mg/L) throughout the life-of-mine. Lithium-rich brine is a fluid resource and its grade is subject to change in response to pumping and numerous other environmental factors. Factors other than brine grade and pumping may affect reserve estimates, including the acquisition of new hydrogeologic and environmental

 
Integral Consulting Inc. 12-15 February 21, 2023 data, changes in mine plans, or mining operations at neighboring locations. This reserve estimate is based on the data and assumptions described in this report and is sufficient for disclosure and mining planning purposes. Lithium reserves extracted in years 1–10 are classified as “proven” by reducing the lithium mass extracted by 23.4% to account for process inefficiencies. Proven reserves (153,000 Mt) represent approximately 12% of the current measured and indicated resource (Table 11-5). Lithium resources extracted in later years (11–40), also discounted for process inefficiencies, are classified as “probable.” Reserves are classified as probable because a fraction of the brine produced in years 21–40 originated in the measured and indicated resource intervals and certain modifying factors (economic, legal, governmental, environmental, and social) necessarily introduce uncertainty in future operations. The total proven and probable reserves (731,000 Mt) make up approximately one-third of the total resource.

 
Integral Consulting Inc. 13-1 February 21, 2023 13 MINING METHODS Lithium mining at Project Fenix begins by pumping lithium-rich brine from beneath the surface of the Salar. When operations began, brine was pumped from a network of six wells (referred to as the PWB) located near the geographic center of the Western Subbasin of SdHM. In 2012, two additional wells (referred to as the SWB), located approximately 5 km south-southeast of the PWB, were brought into service to increase lithium brine production. The location of key mining features including the PWB and SWB is shown in Figure 4-2. 13.1 CURRENT WELLFIELD DESIGN Existing lithium brine production wells are approximately 30–40 m deep. Each production well is fitted with a submersible pump powered by a diesel generator installed at the wellhead. Typical equipment used to operate a lithium brine production well is shown in the schematic in Figure 13-1. Historically, five wells from the PWB produce brine, with one well in standby to maintain target lithium brine production rates during well maintenance periods. In 2022, the average lithium brine production rates for the PWB and SWB were 1,031 and 735 m3/h, respectively. Historical brine pumping rates are provided in Figure 13-2. Figure 13-1. Surface Pumping Equipment

 
Integral Consulting Inc. 13-2 February 21, 2023 Figure 13-2. Historical Lithium Brine Production from the Primary and Secondary Well Batteries (2000–2022) Brine produced by the PWB and SWB is conveyed to two locations with a 24-inch pipeline: to pre-concentrate ponds or to the SA Plant as direct feed for processing. The SA Plant is capable of processing native brine feed directly from the well batteries, from concentrated brine feed from the pre-concentrate ponds, or a combination of native and pre-concentrated brine. 13.2 ANTICIPATED WELLFIELD DESIGN Additional lithium brine production wells are necessary to meet future lithium carbonate production demands. Lithium brine is a fluid resource and its behavior (grade) changes in response to environmental variables and pumping stresses. Thus, the Salar Model was used in an iterative process to estimate the location of new wells and the pumping schedule necessary to meet those demands by adjusting the number, location, and screened interval of new pumping wells until the simulated produced lithium closely matched the anticipated lithium carbonate production schedule.

 
Integral Consulting Inc. 13-3 February 21, 2023 The locations of new (future) wells simulated in the Salar Model to meet the anticipated lithium brine production schedule, and additional future mining features, are shown in Figure 12-5. This future well configuration is only one of many potentially viable well configurations that will be evaluated/modeled in the future based on observed conditions at that time. 13.3 ANTICIPATED LITHIUM BRINE PRODUCTION SCHEDULES The anticipated lithium brine production schedule is provided in Figure 13-3. For 2 years leading up to the Third Expansion (discussed in Section 14.7), additional brine is extracted to fill ponds. Lithium brine production beyond 2030 is assumed to remain constant at approximately 24,160 Mt lithium per year. Figure 13-3. Anticipated Lithium Brine Production Schedule The lithium carbonate production schedule is summarized in Table 13-1. Average annual lithium carbonate production is anticipated to be 98,000 Mt by 2030, and this rate can be sustained for the next 40 years through 2062. The lithium brine production schedule exceeds the lithium carbonate production schedule to account for process inefficiencies and a portion of

 
Integral Consulting Inc. 13-4 February 21, 2023 the brine feed directed to the Güemes Plant for lithium chloride production. As a conservative measure, intended to bias revenue lower than anticipated, lithium chloride production is not currently modeled in the Economic Analysis (Section 19). Table 13-1. Anticipated Lithium Carbonate Production Schedule (2023–2030) Year 2023 2024 2025 2026 2027 2028 2029 2030 Total Carbonate Production (Mt) 24,000 34,000 38,000 56,000 68,000 68,000 77,000 98,000 Notes: Lithium carbonate production expressed in metric tons (Mt) Production in years 2031–2062 is expected to continue at the rate of 98,000 Mt per annum.

 
Integral Consulting Inc. 14-1 February 21, 2023 14 PROCESSING AND RECOVERY METHODS Mineral processing at Project Fenix requires lithium-rich brine and fresh water. The process involves three primary steps: raw brine and freshwater extraction (lithium brine production), lithium removal via SA (concentrated lithium brine production), and concentration and conversion to lithium carbonate (lithium carbonate production). In 2022, the process extracted 1,770 m3/h of raw brine and 355 m3/h of fresh water to produce 4,903 Mt of concentrated lithium at the SA Plant. During the same period, approximately 43% of the brine and fresh water used in the process was returned to the Salar at the artificial lagoon. Brine extraction is described in Section 13 (Mining Methods). This section focuses on lithium removal and recovery processes after brine extraction. The main processing facilities at Project Fenix include the SA Plant, pre-concentrate ponds, FSB ponds, a Carbonate Plant, and Auxiliary Services Plant. All of Livent’s plants are certified by the International Organization for Standardization (ISO) standards for Environment (14001), Occupational Health and Safety (45001), and Quality (9001). Additionally, Livent’s lithium carbonate production plan is certified for lithium battery manufacturing (16949) by the International Standard for Automotive Quality Management Systems’ International Automotive Task Force. A photograph of the Project Fenix facility is provided in Figure 14-1 and a general flow diagram is depicted in Figure 10-1. Figure 14-1. Project Fenix Facilities

 
Integral Consulting Inc. 14-2 February 21, 2023 14.1 SELECTIVE ADSORPTION (SA) PLANT Feedstock brine is directed to the SA Plant where lithium chloride is removed from the raw brine using a trade secret SA process. At the SA Plant, the brine is loaded into a column where the lithium is adsorbed onto media. The medium is then stripped of the lithium-rich brine where it proceeds to the next step that removes water for recycle and further concentrates the lithium chloride brine. The brine is polished to remove other elements. The SA process is shown in Figure 14-2. Figure 14-2. Project Fenix Selective Adsorption Plant Process 14.2 PRE-CONCENTRATE PONDS In 2012, the facility began operating a series of evaporation basins (“pre-concentrate” ponds), whereby some of the flow from the PWB was directed into these ponds located approximately 3 km north of the SA Plant on the Salar surface. These shallow ponds cover a large surface area

 
Integral Consulting Inc. 14-3 February 21, 2023 (approximately 330 hectares) and promote evaporation and lithium concentration of the brine. An aerial image showing the pre-concentrate ponds is provided in Figure 4-2. The SA Plant can be fed with either fresh brine only, or with concentrated brine from the pre- concentrate ponds. Raw brine is diverted into these ponds, which act like the sodium chloride ponds of a conventional lithium removal pond series, dropping out sodium chloride and raising the concentration of lithium (and other elements) through solar evaporation. The value of using higher concentration brine as feedstock is an increase in lithium brine production capacity at the SA Plant. 14.3 FINISHED SALAR BRINE (FSB) PONDS After passing through the SA Plant, concentrated lithium brine is directed to a series of small evaporation ponds (called FSB ponds) used to further raise the concentration of the brine. The FSB ponds are much smaller (42 acres) than the pre-concentrate ponds, are located on the alluvial terrain adjacent to the SA Plant, and are lined to prevent leakage. An aerial image showing the FSB ponds is provided in Figure 4-2. 14.4 CARBONATE PLANT A concentrated brine stream is directed from the FSB ponds to the Carbonate Plant (Figure 14-3) as feed for finished lithium carbonate, or the concentrated brine is transported to the lithium chloride processing facility in Güemes. At the Carbonate Plant, concentrated brine is conditioned and reacted with sodium carbonate to produce lithium carbonate and sodium chloride. The slurry is filtered, repulped, centrifuged, and dried before packaging. Finished lithium carbonate is packaged into 0.5- or 1-cubic-yard woven polyethylene super sacks and stored onsite until they are shipped. Livent also has the capability to micronize lithium carbonate to meet specific customer requirements.

 
Integral Consulting Inc. 14-4 February 21, 2023 Figure 14-3. Project Fenix Carbonate Processing Plant 14.5 AUXILIARY SERVICES PLANT The Auxiliary Services Plant is responsible for generating electricity, steam, and compressed air for the operating plants and for the rest of the service buildings. Electrical power is generated from liquid fuel (diesel) or natural gas. Steam is generated using demineralized water (osmosis) and condensate recovered from the plants as secondary inputs to the system. Corrosion-inhibiting chemicals are sometimes added to the water injected to the boilers, which improve function and reduce chemical attack on the internal structures of the equipment. A process flow diagram for the Auxiliary Services Plant is provided in Figure 14-4.

 
Integral Consulting Inc. 14-5 February 21, 2023 Figure 14-4. General Flowchart of Auxiliary Services Plant 14.6 ARTIFICIAL (SPENT BRINE) LAGOON Livent’s operations at SdHM are unique because no other active mining operation uses the same methods to process lithium from brine. Brine extraction does not create “tailings” like a hard rock mine. Livent manages the return of produced water to the salar via infiltration following land application. Thus, the best management practices employed at Project Fenix are not directly comparable to other lithium brine mining operations. According to the U.S. Department of the Interior (Guerra et al. 2011), returning produced water to the aquifer as storage for future use is beneficial. Other beneficial uses of produced water include crop irrigation, livestock watering, streamflow augmentation, and municipal and industrial uses. The type of beneficial use most appropriate for a produced water application depends on the geographical location of the produced water generation, the location of the beneficial use, and the constituent concentrations in the produced water. At Project Fenix, returning produced water back to the aquifer is the most beneficial use because the quality of produced water is not suitable for agricultural or livestock use or for stream augmentation. The quality of produced water at Project Fenix is essentially identical to fresh brine. Thus, infiltration of produced water is a viable beneficial use at SdHM. Effluent from the SA Plant, referred to as spent brine, is a mixture of brine that has been stripped of lithium and fresh water. Spent brine is directed north of the SA Plant to equalization ponds before being discharged to the artificial lagoon (Figure 4-2). At the artificial lagoon, spent brine provides recharge to the Salar through infiltration or is evaporated. Average annual flow to the artificial lagoon is shown in Figure 14-5.

 
Integral Consulting Inc. 14-6 February 21, 2023 Figure 14-5. Annual Flow to Artificial Lagoon 14.7 PROJECT FENIX EXPANSIONS Mineral processing capacity at Project Fenix is scheduled to expand in future years. The First Expansion is currently underway. A Second and Third expansion are both in the early development (Capital Deployment Process Front End Load) stage. Brine demands are expected to increase with increased lithium carbonate production. New lithium brine production wells within the Western Subbasin will supply additional brine feedstock, and additional fresh water will be obtained from the Los Patos Aquifer and from engineered conservation and recycling technologies. Following each expansion, the ratio of spent brine return to lithium brine production is expected to decrease as recovery technologies are introduced into the process. Within these expansions, no new or novel processes will be introduced that have not already been proven to be effective in lithium extraction. Livent’s SA process and later use of evaporation ponds are established extraction processes, and water recovery methodologies being applied to auxiliary streams are utilized in multiple industries. Future expansions will focus efforts on reducing the intensity of freshwater use. Descriptions of each expansion,

 
Integral Consulting Inc. 14-7 February 21, 2023 including the technologies considered to increase production efficiency and to conserve and recycle fresh water, are provided in the sections that follow. 14.7.1 First Expansion In 2016, the first in a series of planned expansions was initiated. The project scope was split into two phases to achieve an ultimate increase in lithium carbonate production capacity of 20,000 Mt of lithium carbonate per year. Phase A includes scope to support lithium carbonate production of the first 10,000 Mt per year of lithium carbonate and is expected to be mechanically complete in 2023. Phase B (a replica of Phase A) is expected to begin production in 2024. The final design of the first full expansion of the Fenix facility, currently under construction, is shown in Figure 14-6. Figure 14-6. Project Fenix Facility First Expansion Process Flow Diagram The First Expansion involves constructing a new SA Plant, a small section of interim FSB ponds, a new mechanical evaporation system designed to replace the finishing ponds, and a new Carbonate Plant. The expansion will include additional brine wells, ponds, piping, utilities, and buildings to support increased lithium carbonate production and administration. In addition, a new raw water pipeline and water treatment plant will be installed to deliver additional fresh water to the SA Plant from the Rio de Los Patos Aquifer (Section 15, Infrastructure).

 
Integral Consulting Inc. 14-8 February 21, 2023 As part of this expansion, a change will be made to allow recovery of water in the finished brine, as well as reduce contamination and seasonal changes in brine grade introduced by the FSB ponds. A mechanical evaporation process utilizes vapor recompression technology as a fully contained concentration process for lithium chloride brines, which displaces water and removes impurities. Water recovered by this process can be used in the same or other parts of the process. This project addition minimizes equipment footprint when compared to the existing process technology. A future independent project will add a second train of mechanical evaporators to allow for closure and reuse or removal of the FSB pond system. Construction of the First Expansion is shown in a photograph from January 2023 (Figure 14-7). Figure 14-7. Photograph of Project Fenix Current Facility First Expansion, January 2023 Significant brine testing was conducted with potential equipment providers before the final technology was chosen. The first unit is under construction for delivery and installation in 2023. 14.7.2 Second Expansion Expansions beyond the First Expansion have been included in modeling of the resource and financials, but are presented here in concept only. The Second Expansion is currently in early design phase, with the announced intent to increase capacity by another 30,000 Mt of lithium carbonate in total per year. Similar to the First Expansion, the Second Expansion will include another SA Plant, mechanical evaporation system, Carbonate Plant, additional brine wells, ponds, piping, utilities, and buildings. Additional water recovery is part of the design considerations of the Second Expansion to allow for a reduced intensity of the demand on freshwater resources.

 
Integral Consulting Inc. 14-9 February 21, 2023 The Second Expansion will also include a process technology designed to reduce the volume of a lithium-rich liquid effluent stream from the lithium carbonate process by recovering the lithium and a fraction of the free water in the stream and to produce a crude primary lithium carbonate suitable for use as a feedstock to lithium hydroxide facilities. It is expected that approximately one-third of the expanded capacity will be made available by this unit and is intended to be targeted for use in lithium hydroxide production. The Second Expansion project is in early development; it is expected to be completed in a single construction phase and mechanically complete in late 2025. A conceptual flow diagram for Project Fenix after the Second Expansion is depicted in Figure 14-8. Figure 14-8. Project Fenix Facility Second Expansion Conceptual Process Flow Diagram 14.7.3 Third Expansion The Third Expansion will increase capacity by another 30,000 Mt of lithium carbonate per year. The Third Expansion is in early conceptual design and will consider a wider set of options including the re-use and expansion of the pre-concentrate ponds used for existing operations as the basis for a conventional brine pond evaporation technology with enough feed for a 30,000- Mt Carbonate Plant. A flow diagram of Project Fenix after the Third Expansion is provided in Figure 14-9.

 
Integral Consulting Inc. 14-10 February 21, 2023 Figure 14-9. Project Fenix Facility Third Expansion Conceptual Process Flow Diagram

 
Integral Consulting Inc. 15-1 February 21, 2023 15 INFRASTRUCTURE The infrastructure to support Project Fenix is well established and reliable. Access to the site by road and aircraft is described in Section 4. Infrastructure to support mineral processing and recovery is discussed in Section 14. This section focuses on site infrastructure including the utilities and support facilities necessary to support operations at Project Fenix. 15.1 SITE FACILITIES Project Fenix includes an operations camp with two facilities to house personnel, and related infrastructure for water supply and distribution, shop and warehouse facilities, and administrative offices. Construction to expand the operations camp ahead of planned manufacturing plant expansions is nearing completion. Piped natural gas provides the energy for heating and steam needs at the facilities. Site facilities are shown in Figure 15-1. Dedicated security personnel secure the site, which has a full communications system installed. A description of the ponds used at various stages during mineral processing to store and concentrate brine is provided in Section 14. Maintenance on the site’s ponds involves the management of solid precipitates, including treating or recycling solids into the process. Raw water, coming from the Rio Trapiche surface impoundment and Trapiche Aquifer groundwater wells, is filtered, preheated, and conditioned at the water treatment plant. A recovery reverse osmosis rejection plant is available to improve water quality and increase yield.

 
Integral Consulting Inc. 15-2 February 21, 2023 Figure 15-1. Project Fenix Site Facilities

 
Integral Consulting Inc. 15-3 February 21, 2023 15.2 ENERGY Power for Project Fenix is generated onsite at the Auxiliary Services Plant. Natural gas conveyed via pipeline is the primary fuel source to the Auxiliary Services Plant. Natural gas delivered by pipeline arrives at 50 kg/cm2 of pressure at a rate of 3,800 m3/h (normal). The industrial and household supply facilities (camps) of the site are fed from the main regulation and measurement station, where it goes from 50 kg/cm2 to a distribution of 7 kg/cm2; this being an internal distribution to the other regulation substations that feed the different operation plants. General loads of consumption and associated energies for the Fenix plant are provided in Table 15-1. Table 15-1. General Load Consumption and Associated Energies for Fenix Plant Position Equipment Energy Natural Gas Consumption Min Max Units Units Min Max Units LiCa D-7600 2686 3171 MBTU/h Kg/cm2 72 85 Nm3/h Utilities Gen X-9202 4351 4351 MBTU/h Kg/cm2 117 117 Nm3/h Gen X-9203 4351 4351 MBTU/h Kg/cm2 117 117 Nm3/h Gen X-9204 4495 5394 MBTU/h Kg/cm2 121 145 Nm3/h Gen X-9205 4495 5394 MBTU/h Kg/cm2 121 145 Nm3/h Gen X-9208 12434 12434 MBTU/h Kg/cm2 333 333 Nm3/h Gen X-9209 4351 4351 MBTU/h Kg/cm2 117 117 Nm3/h Gen X-9210 4351 4351 MBTU/h Kg/cm2 117 117 Nm3/h Cald BO-8810 30215 35064 MBTU/h Kg/cm2 810 940 Nm3/h Cald BO-8820 30215 35064 MBTU/h Kg/cm2 810 940 Nm3/h Cald BO-8830 bkup 29469 30961 MBTU/h Kg/cm2 790 830 Nm3/h Camp System 1492 1492 MBTU/h Kg/cm2 40 40 Nm3/h Total 132,903 146,377 3,563 3,924 Nm3/h Diesel is used for fuel generators at lithium brine production wells, and in bi-fuel generators and as backup for the Auxiliary Services Plant. Six underground and two aboveground tanks provide 500,700 liters standard capacity with the ability to store up to 777,000 liters. Tank characteristics and their capacities are provided in Table 15-2.

 
Integral Consulting Inc. 15-4 February 21, 2023 Table 15-2. Fuel Storage Tank Capacity Position TAG Internal Standard Max Units Type Utilities T-9001 60,000 94,000 Liters Underground T-9002 60,000 94,000 Liters Underground T-9003/4 120,000 188,000 Liters Underground T-9005/6 120,000 188,000 Liters Underground T-9007/8 120,000 188,000 Liters Underground Others T-9227A 10,000 12,000 Liters Underground T-9227B 10,000 12,000 Liters Aerial T-9035 700 1,000 Liters Aerial Total 500,700 777,000 Liters 15.3 WATER AND PIPELINES In addition to brine extracted from the Salar, the SA Plant also requires fresh water, which is used in its SA process to extract lithium. From 1997 to the present, fresh water has been withdrawn from a small dammed surface water impoundment (dique) located at the terminus of the Rio Trapiche, and from a series of groundwater pumping wells installed in the Trapiche alluvial aquifer. Additional pumping wells in the Trapiche Aquifer have been added over time to increase freshwater extraction rates. Groundwater conveyed from the Los Patos Aquifer will accommodate anticipated future freshwater demands following plant expansions. 15.3.1 Trapiche Aquifer Surface water from the Rio Trapiche and groundwater from the Trapiche Aquifer are directed to the SA Plant for processing along with the brine. A network of pumping wells provides fresh groundwater extraction, with four to five wells operating at any given time. Groundwater levels and quality are measured in pumping and monitoring wells installed in the alluvial fan downstream from the dique. The locations of freshwater extraction wells and monitoring wells are shown in Figure 15-2. Average annual withdrawals and diversions from the Trapiche Aquifer system are shown in Figure 15-3. Since 1997, fresh groundwater from the Trapiche Aquifer has been used to supply operations at Project Fenix. Livent manages groundwater resources to prevent groundwater overdraft (excessive drawdown) and minimize the potential for brine upwelling, by monitoring and using numerical modeling tools. Livent monitors and reports aquifer conditions (water levels and water quality) to local authorities in accordance with its Environmental Control Program (Section 17.2).

 
Integral Consulting Inc. 15-5 February 21, 2023 Figure 15-2. Trapiche Aquifer Well Locations

 
Integral Consulting Inc. 15-6 February 21, 2023 Figure 15-3. Average Annual Extraction Rates, Trapiche Aquifer In 2015, a numerical groundwater flow and transport model (Trapiche Model) was developed to quantify groundwater flow within the Trapiche Aquifer and to evaluate future pumping scenarios. The Trapiche Model was updated in 2018 and recalibrated in 2022 (Integral 2022). Following each update and recalibration, predictive simulations were conducted to optimize the use of freshwater resources. The optimization process involves adjusting groundwater extraction rates and the locations of freshwater extraction wells based on monitoring data and modeling predictions.

 
Integral Consulting Inc. 15-7 February 21, 2023 15.3.2 Los Patos Aquifer Freshwater supply from the Trapiche Aquifer is not sufficient to meet the projected demands following plant expansions. Starting in 2016, Livent began a freshwater reconnaissance program to identify locations suitable for freshwater development (Conhidro 2012). In the years that followed, additional investigations were carried out with progressively increasing rigor (Conhidro 2016; Integral 2018). During its freshwater resource reconnaissance program, Livent installed a network of six freshwater extraction wells and 10 monitoring wells (Figure 15-4). Step-tests and aquifer tests with 72 hours of constant pumping were performed in three of the freshwater extraction wells (PBLP-01 through PBLP-03). Analytical and numerical methods were used to estimate aquifer properties from test data and optimal well spacing. Results of the comprehensive aquifer testing program and associated numerical modeling indicate the Los Patos Aquifer is a suitable freshwater resource and is capable of providing the amount of fresh water required to meet future demand for Project Fenix. Construction of a 31-km aqueduct to convey fresh water from the Rio de Los Patos Aquifer to Project Fenix is currently underway (Figure 15-5). Once fresh water from the Los Patos Raw Water Aqueduct is available to Project Fenix, freshwater demand from the Trapiche Aquifer will be reduced.

 
Integral Consulting Inc. 15-8 February 21, 2023 Figure 15-4. Rio de Los Patos Aquifer Infrastructure

 
Integral Consulting Inc. 15-9 February 21, 2023 Figure 15-5. Los Patos Aquifer Raw Water Aqueduct

 
Integral Consulting Inc. 15-10 February 21, 2023 15.4 WASTE DISPOSAL Industrial effluents (sorbents used at the SA Plant or water treatment plant rejectate water) are returned to the Salar onsite. Hazardous solid wastes are contained in temporary storage onsite before shipment offsite to an authorized disposal facility. Non-hazardous, non-recyclable waste is disposed of in an approved onsite landfill. Recyclable waste streams including plastics, metal, wood, and paper products are separated and shipped offsite to an authorized recycling facility. Sanitary wastes are conveyed from facilities to a central treatment facility where effluents undergo aerobic treatment before being discharged to leach fields. 15.5 TRANSPORTATION Access to Project Fenix by vehicle and aircraft is discussed in Section 4. Transportation infrastructure used to ship lithium products by rail and ship is described below. 15.5.1 Rail The railway network in Chile is operated by the company Ferronor; this network is made up of 2,300 km of rail with a line that runs from north to south of Chile, plus a set of branches that run crosswise (Figure 4-5). One of the most important is the Augusta Victoria Station (Chile)– Socompa Station (Argentina), on the border with Argentina. This network allows cargo to be moved from the Antofagasta Port to the Socompa Station (300 km) and from the Socompa Station, through the Belgrano Railway-C14, to the Salar de Pocitos Station (250 km) or Socompa Station–Güemes Station (611 km) in Argentina (shown in a photograph on Figure 15-6).

 
Integral Consulting Inc. 15-11 February 21, 2023 Figure 15-6. Livent Salar de Pocitos Railway Station Figure 15-7. Super Sacks at the Antofagasta Port Railway Station 15.5.2 Port Facilities Empresa Portuaria de Antofagasta (EPdA) is located in South America, specifically in the Antofagasta Region, Chile (shown in photographs on Figures 15-7 and 15-8). The port is located in a strategic area that borders northwestern Argentina, a part of Bolivia, and the Pacific Ocean.

 
Integral Consulting Inc. 15-12 February 21, 2023 It is located 676 km from Project Fenix, Livent, SdHM, in Catamarca; and 734 km from the Lithium Chloride Plant, Livent, located in Güemes, Salta. EPdA manages the terminal in accordance with the standards of ISO 9001 certification, under the multi-operated modality with ship and wharfage agencies. It has three docking sites with a total length of 600 m and a maximum draft of 9.14 m. The terminal has 11 hectares of esplanades for the collection and operation of cargo, and three warehouses with a total capacity of 18,000 m2 for storage. Figure 15-8. Empresa Portuaria de Antofagasta 15.6 LOCAL COMMUNITIES SdHM has very low population density, with approximately 40 inhabitants. The population centers with more than a few families are located in villages outside the boundaries of SdHM, including the villages of Antofagasta de la Sierra and el Peñón, and very small population settlements such as Ciénaga Redonda, Los Nacimientos, and Antofalla (Figure 4-1). Following applicable provincial regulations currently in effect, the Province of Catamarca has established that the area of direct and indirect influence of Project Fenix is County (Departamento) of Antofagasta de la Sierra. Under applicable regulations, the only indigenous community currently recognized within the County (Departamento) of Antofagasta de la Sierra, is the indigenous community of Antofalla - Kolla Atacameño (the “Indigenous Community”).

 
Integral Consulting Inc. 15-13 February 21, 2023 As a result of these circumstances and as evidenced in Project Fenix’s approved environmental impact assessments (EIAs), Project Fenix’s mining-related activities do not affect rights or interests of the Indigenous Community. Those rights or interests include, but are not limited to, impacts on lands, territories, and resources; requirements for the physical relocation of people; disruption to traditional livelihoods; impacts on critical cultural heritage; or involve the use of cultural heritage for commercial purposes.

 
Integral Consulting Inc. 16-1 February 21, 2023 16 MARKET STUDIES Lithium is a soft, naturally occurring, silvery-white metal that, due to its unique chemical and physical properties, is widely used in a range of energy storage and industrial applications. Its high specific heat capacity and charge density, as well as its low thermal expansion, enable high-performance characteristics that could not otherwise be achieved in end use applications. Most markets for lithium compounds are global, with significant growth occurring in Asia, eventually expected to follow in Europe, and then the U.S. Although lithium markets vary by location, global end-use markets are dominated by batteries and ceramics and glass. The distribution of end-use by market is provided in Figure 16-1. Figure 16-1. Distribution of End-Use Market

 
Integral Consulting Inc. 16-2 February 21, 2023 Market supply and demand information in this section was obtained from industry consulting experts Wood Mackenzie (woodmac.com) 2, Benchmark Mineral Intelligence (benchmarkminerals.com), and EV Volumes (ev-volumes.com) through subscription or pay-for- service fees. 16.1 DEMAND Demand for lithium batteries has increased significantly in recent years because rechargeable lithium batteries are used extensively in the growing market for portable electronic devices and increasingly are used in electric tools, electric vehicles, and grid storage applications (USGS 2022). Besides electrification of transportation, electricity generation continued its decarbonization trend, with solar and wind installations crossing new milestones; many of these installations are coupled with lithium-ion battery-based energy storage systems. Due to its highly reactive nature, lithium is rarely consumed in its pure form, and instead, is consumed as a compound created through a chemical process. 16.1.1 Base Lithium Compounds Base lithium compounds are produced through the extraction and processing of lithium- bearing resources, which are either brine or hard rock minerals. After extraction, the source materials are further processed into higher concentration compounds that are typically used to produce lithium carbonate and lithium chloride and, in the case of hard rock, lithium hydroxide. Base lithium compounds are typically produced to standard specifications, such as minimum lithium content or maximum impurity levels, depending on the end use application. Base lithium compounds are primarily used in energy storage, glass, ceramics, and general industrial applications. Lithium carbonate and lithium chloride are also used as feedstock in the production of performance lithium compounds. Global consumption of lithium carbonate in 2021, according to Wood Mackenzie’s Global Lithium Investment Horizon Outlook – Q4 2022 (published in December 2022), was approximately 288,700 Mt LCE. Wood Mackenzie forecasts lithium carbonate consumption is expected to grow to approximately 958,500 Mt LCE by 2031, representing a 3.3x increase. Demand from energy storage and some industrial applications is expected to be the primary driver of this growth. 2 Livent obtained this information from the Lithium Market Service™ a product of Wood Mackenzie. The data and information provided by Wood Mackenzie should not be interpreted as advice and you should not rely on it for any purpose. You may not copy or use this data and information except as expressly permitted by Wood Mackenzie in writing. To the fullest extent permitted by law, Wood Mackenzie accepts no responsibility for your use of this data and information except as specified in a written agreement you have entered into with Wood Mackenzie for the provision of such of such data and information.

 
Integral Consulting Inc. 16-3 February 21, 2023 In their Global Plug-in Passenger Cars and Light Commercial Vehicles Forecast published in January 2023, EV Volumes expects global sales of fully electric light- and medium-duty electric vehicles to grow about 10 times from approximately 5 million units in 2021 to approximately 47 million units in 2031. China and Europe accounted for approximately 58% and 27%, respectively, of global fully electric light- and medium-duty electric vehicle sales in 2021. In 2031, China and Europe are expected to account for approximately 39% and 27%, respectively, of global fully electric light- and medium-duty electric vehicle sales. Based on strong demand growth expectations from electric transportation segments, particularly the light- and medium- duty electric vehicles segment, numerous major automakers have been investing in capacity and capability in key regional markets followed by lithium-ion cells manufacturers’ investments. Asia, particularly China, has been a leader in installed and plant capacities of electric vehicle assembly, cell manufacturing, and cathode active material production. Within the lithium-ion cell, cathode active material is the largest consumer of lithium compounds; lithium compounds are also used in electrolytes and anode material. Producers of cathode active material and electrolyte salts are starting to build capacity in North America and Europe. Provisions of the U.S. Inflation Reduction Act are driving demand growth as well as investments in the supply chain. 16.1.2 Performance Lithium Compounds Performance lithium compounds are produced through chemical processes that utilize base lithium compounds, primarily lithium carbonate and lithium chloride, as inputs, and lithium sulfate intermediates. The production of performance lithium compounds requires extensive manufacturing process technology and application know-how as products are required to meet specific performance requirements in each customer’s manufacturing application. As a result, performance lithium compounds are often developed in collaboration with customers and undergo rigorous qualification processes to ensure they can meet these requirements. Customer qualification processes take approximately 12 months and may be longer depending on the product, customer, and application. Performance lithium compounds are priced based on product performance and the technical support producers can offer customers. Performance compounds are primarily used in lithium-ion batteries for electric vehicles, polymer, pharmaceutical, aerospace, and niche industrial applications. Advancements in lithium-ion battery technology have resulted in increased adoption of lithium-ion batteries for use in powering electric vehicles. Accelerating electric vehicle sales, particularly all-battery electric vehicles sales, are expected to be the dominant driver of the growth in demand for performance lithium compounds. Within performance compounds, in their Global Lithium Investment Horizon Outlook – Q4 2022 (published in December 2022), Wood Mackenzie forecasts that consumption of lithium hydroxide is expected to grow from approximately 160,200 Mt LCE in 2021 to approximately 1,063,200 Mt LCE in 2031, representing a 6.6x increase. Lithium carbonate, for some demanding lithium-ion battery applications, could also fall in this category.

 
Integral Consulting Inc. 16-4 February 21, 2023 16.2 SUPPLY Wood Mackenzie expects growth in refined lithium capacity largely from mineral conversion capacity, as well as new and expanding brine capacity in South America. The production of refined lithium compounds is derived from output from mineral conversion, lithium brine production, low-grade compound upgrading/reprocessing, and recycling refineries. Mineral resources—spodumene and lepidolite—are predominantly mined in Australia, followed by China and Brazil. Canada and some countries in Africa have been witnessing new mine and project development activities. China leads the world in refined lithium production. Countries having brine-based refined lithium capacity and output include Chile, Argentina, China, and the U.S. The refined lithium capacity and output across the industry can also be classified between integrated and non-integrated producers. China has a large concentration of non- integrated converters, who have been constrained in the recent past on feedstock. According to Wood Mackenzie’s base case in their Global Lithium Investment Horizon Outlook—Q4 2022, the global supply of refined lithium compounds was 557,000 Mt LCE in 2021 and is expected to increase to 2,000,000 Mt LCE in 2031 with an additional 475,000 Mt LCE approximately from new projects. Demand growth was higher than supply was able to meet throughout most of 2021 and 2022. In response to this significant supply/demand gap, several producers, including both existing and new entrants, have announced projects to build additional base and performance lithium compound supply. However, the industry has historically been challenged in bringing supply online within the announced time frame and at full nameplate capacity. The wide range of recent challenges, including energy curtailments, geopolitics, pandemic-related restrictions, and logistics difficulties, has been hampering industry supply. Wood Mackenzie estimates that the historical capacity utilization for the industry has rarely exceeded 75%. This is likely a reflection of the significant challenges at each stage of the project development and production process, which are commonly underestimated in projected supply figures and pose a risk to the effectiveness of new supply to meet demand. 16.3 PRICING A supply deficit across the refined lithium market in 2021 caused China spot market prices to set new records through Q4 2022. A large part of the refined lithium demand is tied to long- term contracts, in which prices are either fixed or they move with a floor and ceiling depending on spot price movements. Benchmark Mineral Intelligence’s historical and forecast prices for battery-grade lithium carbonate under their conservative- and base-cases (from their Lithium Price Forecast Q4 2022 (published in January 2023) are provided in Figure 16-2.

 
Integral Consulting Inc. 16-5 February 21, 2023 Figure 16-2. Conservative and Base Case Forecast Prices for Lithium Carbonate 16.4 MATERIAL AGREEMENTS 16.4.1 Argentina Agreements MdA’s mineral rights were obtained under, and the relationship between MdA, Livent (as successor of FMC), and Catamarca Province is governed by, the Exploration, Development and Operation Contract executed in 1991 (the Contract of 1991). Most of the provisions of this contract are no longer operative because they regulated the phases of exploration and Source: Benchmark Mineral Intelligence Source: Benchmark Mineral Intelligence

 
Integral Consulting Inc. 16-6 February 21, 2023 construction that concluded more than 20 years ago and therefore are no longer applicable. Other provisions were amended in 1994 to conform the text of the Contract of 1991 to the Federal Constitutional Reform of 1994 and the Federal Mining Code, Mining Investments Law No. 24,196 (MIL) enacted in 1993 (the Amendment of 1994); and others have been recently been amended or terminated in connection with the expansion of Project Fenix (e.g., the Amendment of 2018). 16.4.1.1 Contract of 1991 The Contract of 1991 was entered into by and among MdA, FMC, DGFM, and Catamarca Province. The Contract of 1991 regulated in general terms the relationship between the parties and the three phases of the project containing specific rights and obligations: 1) exploration phase, 2) project construction phase, and 3) exploitation/operation of the plant phase. The exploitation/operation phase lasts for the life of the project and only the provisions of the Contract of 1991 related to this phase continue to apply. The material surviving the Contract of 1991 includes the following provisions: • Catamarca Province is bound to indemnify MdA for any claim from third parties related to the property, interprovincial limit conflicts, exploration, development, exploitation, or other claims that may affect MdA’s existing mining concessions. • Exempts MdA from any fees for the use of water or rights-of-way to any Catamarca Province public agencies or governmental entities. • Requires MdA, with respect to its mining operations in the SdHM, to maintain a workforce that is at least 50% composed of residents of Catamarca Province at professional, technical, and operating levels, to the extent they are available and sufficiently qualified for their respective jobs. It also requires MdA to provide relevant supplemental technical training and specialized know-how to qualified Argentine employees. • Catamarca Province retains two shares of one class that entitle Catamarca Province to appoint two of MdA’s board members and one audit committee member. MdA’s board of directors is composed of 10 members and an audit committee is composed of three members and three alternates. All dividends corresponding to the shares are deducted from royalty payments. • Permits MdA to abandon the exploitation of its mining properties without any responsibility to the other parties, provided that MdA delivers, free of charge, to Catamarca Province all the assets affixed to the land of the mining concessions and the agreement shall be terminated. • Requires MdA to engage at least in the processing and commercialization of lithium from the mining concessions. If MdA presents a plan for industrialization and

 
Integral Consulting Inc. 16-7 February 21, 2023 commercialization of a mineral other than lithium and MdA harvests the minerals but does not exploit them commercially, those minerals shall be made available ex-factory, free of charge to Catamarca Province, which may exploit these harvested minerals either by itself or through another enterprise. In the event the exploitation of other harvested minerals was carried out by Catamarca Province and/or another enterprise, they must not interfere with MdA’s operations. • Establishes tax stability through 2026 for MdA and Livent (as FMC’s successor) at the provincial and municipal level for the lifetime of the concessions. • Requires MdA to supply the needs of the Argentine domestic market for the consumption of all the products it manufactures. As of the date of this report, MdA does not have any lithium supply agreements in place with Argentine federal, provincial, or local government entities, and all production is sold under contract to Livent’s other affiliates. 16.4.1.2 Amendment of 1994 The Contract of 1991 was amended in 1994, mainly to conform the terms of the Contract of 1991 to the MIL that was enacted in 1993, and to the Federal Constitutional Reform of 1994 that recognized the eminent domain of the provinces over the natural resources located in their jurisdictions. Prior to the constitutional reform of 1994, the Argentine federal government had the eminent domain over the natural resources, and, accordingly, DGFM assigned all of its rights and obligations under the Contract of 1991 in favor of Catamarca Province; title to the mining concessions was simultaneously transferred by DGFM to MdA by way of Notary Deed No. 117 entered into on March 9, 1994. The royalty payments agreed under the Contract of 1991 were replaced by the provisions of the MIL and its regulatory decrees. Under the MIL, MdA was required to pay royalties to Catamarca Province equivalent to 3% of the pithead value of the minerals extracted by MdA, which allows for certain cost deductions (the "Pithead Royalty"). This royalty provision continues to apply, but was complemented by the Amendment of 2018, as described below. 16.4.1.3 Amendment of 2018 The purpose of the Amendment of 2018 was to revise and adapt the Contract of 1991 and the Amendment of 1994 to enable MdA and FMC (as Livent’s predecessor) to expand the production of lithium carbonate. Certain provisions of the Contract of 1991 and the Amendment of 1994 were also terminated, including the restriction on the change of control of MdA and the prohibition on MdA’s grant of certain encumbrances on the concessions transferred to it under the Amendment of 1994. In addition, MdA agreed to pay the Catamarca province an additional monthly contribution (the "Additional Contribution") and to make CSR expenditures.

 
Integral Consulting Inc. 16-8 February 21, 2023 The following is a summary of the relevant material provisions of the Amendment of 2018. MdA agreed to pay an Additional Contribution to Catamarca Province, in addition to the Royalty payable on a monthly basis to the Argentine federal government under the MIL. The Additional Contribution amount is equal to 2% of sales of products in a given month measured at the higher of MdA’s average invoice price or an average export price for similar products from Chile and Argentina, net of tax in either case (the "Contractual Price") less Pithead Royalty. The total amount MdA pays will not be above 2% of sales of products at the Contractual Price in a given month. In October 2015, MdA entered into the SdHM Trust Agreement with the Catamarca province, which created a trust denominated SdHM Trust Fund (sometimes referred to as the Water Trust) dedicated to financing the development of physical infrastructure works within the territory of Catamarca Province. The SdHM Trust Fund, or the SdHM Trust, is aimed at meeting the needs of the communities involved in the area of direct or indirect influence of the mining activities in SdHM. MdA agreed to make certain contributions to the SdHM Trust as part of its CSR activity. Under the Amendment of 2018, the parties agreed that MdA would increase its contributions to the SdHM Trust to 1.2% of its annual sales (calculated using the annual Contractual Price described in the above paragraph). MdA agreed that the aggregate amount of the CSR Budget to be spent in each calendar year would equal 0.3% of MdA's annual sales of products at the Contractual Price. CSR Budget means MdA’s calendar year budget for CSR programs and/or gratuities of any nature, including, without limitation, any and all cost and expenses incurred by MdA in connection with: 1) the Three Pillars Program; 2) any local employee and supplier development programs; 3) CSR or infrastructure trusts or schemes of similar characteristics, existing or future, at national, provincial, or any municipal levels (other than the SdHM Trust); and 4) any other charitable contributions or donations made by MdA associated with Project Fenix. Since the entry into the Amendment of 2018, the maximum annual amount of royalties, additional contribution, CSR and trust expenditures by Livent has amounted to 3.5% of its annual sales (as defined above). MdA committed not to mortgage its mining concessions. .

 
Integral Consulting Inc. 17-1 February 21, 2023 17 ENVIRONMENTAL STUDIES, PERMITTING, AND SOCIAL FACTORS The following section summarizes environmental, permitting, and social or community considerations related to Project Fenix in the SdHM. These sections rely on information and data collected through a desktop review of available documents for Project Fenix made available to Integral by Livent. Recommendations for additional data collection, including baseline data and/or management actions, are provided where needed. Brine extraction does not specifically create “tailings” like a hard rock mine. Livent manages the return of spent brine to the Salar through the artificial lagoon (noted in Figure 14-4). Excess salt harvested from facility ponds is stockpiled or spread on the ground surface as a land application. 17.1 ENVIRONMENTAL STUDIES An initial EIA focusing on the proposed dam to create the surface water impoundment on the Rio Trapiche was conducted in 1993. The original version was submitted to MdA in January 1997. Since that time, several additional EIAs have been conducted for various portions of the site. 17.1.1 General Background SdHM is located on a high plateau in the Central Andes in Argentina Puna at an elevation of approximately 4,000 m above sea level. It is mostly located in Catamarca Province, between the provinces of Salta (Department Los Andes) and Catamarca (Department Antofagasta de la Sierra). The Salar occupies about 600 km2 of an approximately 4,000-km2 watershed. The brines are processed at two manufacturing facilities: one located within SdHM at Project Fenix, and the second located in Güemes, Argentina. SdHM is Puneño Phytogeographic Domain, which is characterized by poor vegetation, xerophytic grasses, and dicotyledons. The vegetation in these environments combines the herbaceous steppe with vegas, lichen deserts (typical of the High Andean region), and shrub Yepa (characteristic of the Puna region). 17.1.2 Salar del Hombre Muerto (Project Fenix) As mentioned above, a preliminary EIA was conducted by Parsons Engineering, and its subsidiary Engineering Sciences, consisting of preliminary environmental impact studies for FMC–MdA. The original EIA focused on the proposed dam and surface water impoundment

 
Integral Consulting Inc. 17-2 February 21, 2023 on the Rio Trapiche. The final version of the EIA was submitted to MdA in January 1997. Biannual environmental assessments were completed in 2002 and 2004 Biannual Renewal of the Environmental and Social Impact Assessments (ESIAs). The following environmental studies were reviewed and relied on in this section: • 2002 Environmental and Social Impact Assessment of the Fenix Project, Salar Del Hombre Muerto, Catamarca Province, Consultora Ambiental, July 2002. • 2007 Biannual Renewal of the Environmental and Social Impact Study, Vector Argentina S.A., February 2007. The 2007 Biannual EIA for Project Fenix calculated the total environmental impact, and indicated that there were no measurable environmental impacts during the reporting period. 17.1.2.1 Hydrogeology and Water Quality Groundwater The 2002 EIA evaluated surface and groundwater resources, soil, and risk of contamination of aquifers near SdHM. Three large hydrogeological systems were identified during the evaluation: the Salar del Hombre Muerto Aquifer System, the Los Patos River Aquifer System, and the Trapiche River Aquifer System. The results of the evaluation assigned a high, moderate, or low vulnerability index for a universal pollutant load and risk of contamination of lithium salts to the Trapiche River Aquifer System based on the presence of a high water table and connection of the alluvial fan and the major river beds. The High Vulnerability zones (0.54) are associated with the beds of river courses and the distal part of the alluvial cone, the Moderate Vulnerability zone (0.38) extends between the middle and distal sectors of the alluvial cone, and the Low Vulnerability zone (0.27) is located between the middle and apical part of the aquifer. The 2007 Biannual Renewal (Vector Argentina S.A. 2007) noted an increase in production of lithium since 2002, and an increase in water consumption from 60 to 340 m3/h. Surface Water In the 2007 Biannual Renewal, no significant modifications were observed that could affect the surface runoff of water in the area of the Trapiche dam and alluvial fan of the same name. The only changes observed between 2002 and 2007 were the addition of 4 hectares of evaporation ponds in the distal part of the Trapiche alluvial fan, adjacent to those already built before 2002. The new ponds were located in the area where there was no surface runoff from the river and far from the dry stream bed on the alluvial fan.

 
Integral Consulting Inc. 17-3 February 21, 2023 17.1.2.2 Social Issues and Communities Archaeological The Puna Catamarqueña presents an important and varied archaeological record, not only in temporal depth with respect to significant sites for Argentine and South American archaeology in general, but also a diversity of evidence resulting from human processes linked to different economic and social activities over time. Monitoring tasks in the area have been concentrated on the findings that are located in the sectors of Planta/Campamento, Rio Trapiche, Rio Peñas Blancas, Poppy VI Quarry, and Rio de Los Patos, which are the result of a series of previous surveys carried out within the framework of different environmental studies over the span of the development of the project (e.g., FMC 1997, 2000; Ambasch and Andueza 2010, 2013, 2015, 2016, 2017). An archaeological record was formed that includes a total of 116 sites of archaeological significance. In reference to the monitoring tasks carried out on the set of previously recorded findings, and the main objective of this study, it is concluded that in general no significant modifications and/or alterations were detected on the registry. Objectives of the Program The evaluation of the patrimonial status of the archaeological record is within the framework of the biannual environmental assessment required by National Law No. 24,585 and Provincial Law 4218 on the Protection of Archaeological and Cultural Heritage of Catamarca Province. The objective is to generate predictions about the possible impacts related to the activities involved in this project, recommending the prevention and mitigation measures necessary to achieve a correct interaction between the archaeological heritage and the current mining work. This Environmental Control Program of Social Action is framed under Resolution No. 119/2010 (“Presentation Guide for technical or environmental risk control programs for mining industry in the province of Catamarca”) and is approved by Resolution No. 243/2017. Results of the Period From the archaeological point of view, Project Fenix has an important accumulation of information resulting almost exclusively from the development of environmental studies in all its variants, including RABArq (bi-annual updates required following an EIA), MoArq (annual monitoring events) and, EIArq (project-specific EIAs). Through them, an archaeological record was generated that currently has a total of 57 archaeological discoveries (e.g., FMC 2002; Ambasch and Andueza 2010, 2015).

 
Integral Consulting Inc. 17-4 February 21, 2023 17.1.2.3 Biodiversity Flora and Fauna Mitigation measures for impacts to vegetation by the construction of the water collection system in the Rio Trapiche are included in the Mine Closure Plan. Currently the restoration of the Vega de Trapiche is being carried out with a biologist specialized in wetlands. There is a specific environmental control program for all the activities regarding the redevelopment activities. A summary the following activities were carried out since the beginning of the program: • February 2020: Start of continuous irrigation in Vega • August 2020: Construction of a test plot (0.25 hectares) with closure and planting of species • August 2021: Development of institutional controls for the Vega to protect the restoration area (9 hectares) • October 2021: Start of initial revegetation (2 hectares), using a scattered methodology with 1 species every 2 m • January 2022: Dense revegetation with plots of the same species, 1 species every 2 cm • November 2022: Dense revegetation with mixed species plots, 1 species every 2 cm. After the revegetation campaigns, good growth of the transplanted species was observed. In addition, birds were observed, which shows that the Vega is being productive and offers food. The specialist concludes that "This fact is extremely important because the elements of wetland fauna are being reinstated again.” The activities and the monitoring studies will continue until full redevelopment of the area. Livent’s Project Fenix production facility is located approximately 4,000 m amsl and requires a unique approach to biodiversity management. To protect the Andean Mountain ecosystem that is home to diverse flora and fauna adapted to extreme environmental conditions, Livent regularly commissions third-party specialists to monitor the variety and abundance of local plant and animal species, watershed properties, and limnology. A 2017 study found that plant species variety and abundance were consistent with previous years and the number of animal species had increased compared to a 2009 baseline, including nine additional bird species. A 2021 study identified 23 additional plant species, and in a more recent study from January 2022, 30 more plant species were identified. The increase in species is most likely due to the seasonal changes, as individual species become easier to identify when they bloom. The January 2022 report also noted the presence of halophytic plant species, which

 
Integral Consulting Inc. 17-5 February 21, 2023 are plants that have adapted to living in areas with high soil salinity, and a number of additional animal species, including 20 different birds, 7 mammals, 1 reptile, and 1 amphibian. Flora was evaluated for diversity and cover, and fauna were identified and categorized as part of the 2002 EIA and in the biannual renewals. In the 2002 EIA, 30 plants were identified and species richness was almost constant in all areas. The 2007 Biannual Renewal reviewed the following documents describing the plant communities in the project area and detailed the flora monitoring in the following areas: active plain, Dry Valley, landing strip perimeter community, and community near the evaporation ponds: • Qualitative Study of the Flora of the Project, 1997 • Diagnosis and Environmental Monitoring of the Trapiche River, 2000 • Flora Monitoring Plan, 2001 • ESIAs of the Fénix Project – Salar del Hombre Muerto, 2002 • Trapiche River Flora Monitoring Plan, 2003 • Biannual Renewal of ESIAs-Fénix Project, 2004 • Trapiche River Flora Monitoring Plan, 2005. The 2007 Biannual Renewal concluded that all vegetation communities were stable and total vegetation coverage ranged from 75% to 100%. Similarly, the 2007 Biannual Renewal reviewed the following fauna surveys near Project Fenix and completed a detailed fauna survey in the same areas of the flora survey. The 2007 fauna surveys identified aquatic amphibians, at least 2 reptile species, 31 bird species, and 9 mammals: • Qualitative Study of the Fauna of the Project, 1997 • Diagnosis and Environmental Monitoring of the Trapiche River, 2000 • Fauna Monitoring Plan, 2001 • ESIAs Phoenix Project – Salar del Hombre Muerto, 2002 • Biannual Renewal of ESIAs-Fénix Project, 2004 • Survey of Fauna, November 2005. Flora, fauna and limnology are monitored every 6 months to ensure that there are no changes or impacts on the biodiversity within the project's areas of influence.

 
Integral Consulting Inc. 17-6 February 21, 2023 In the 2022 biannual report, it is observed that among all the groups studied, avian species turned out to be the best indicators of existing conditions and potential impacts due to their quantity and diversity. The samplings carried out were useful to make consistent comparisons. For the period considered, there are no significant changes, so it can be inferred that the conservation situation of the area involved in the project is the same as in previous years regarding to the species numbers, coverage, and distribution 17.1.3 Los Patos Aqueduct Environmental Baseline In August 2018, EC & Asociados completed an environmental and social baseline prior to the construction of the Los Patos Aqueduct. The EC & Asociados report describes the environmental system in the Los Patos Aqueduct study area systematically, adequately documenting the primary environmental information, which can be used moving forward to accurately evaluate environmental impacts of the work. 17.1.4 Known Environmental Issues At this time there are no known environmental issues as a result of brine extraction from the SdHM. Environmental control programs described in the following section will continue to monitor environmental impacts. 17.2 ENVIRONMENTAL CONTROL PROGRAM There are 15 different environmental control programs developed for the SdHM, which include an exhaustive regular data collection that monitors for environmental impacts (Table 17-1). The results of these monitoring programs are reported to the enforcement authorities as required.

 
Integral Consulting Inc. 17-7 February 21, 2023 Table 17-1. Environmental Control Program Environmental Component Environmental Variable Parameters Frequency Legal Requirements Control Entity Reporting Requirement Water Chemical Quality pH Electrical Conductivity TDS Majority anion and cations Weekly: pH and EC in situ Monthly: Sampling and chemical analysis of all parameters MSR 042/12 EMA BM: EMA (reports) BA: EMA (trends) A: WRA (consumption Consumption Flows (m3/h) Continuous MSR 269/12 Res. 012/2016 Res. 011/2016 EMA, PWRA BM: EMA (reports) BA: EMA (trends) Piezometer levels Dynamic and static piezometer levels Monthly MSR 041/12 EMA BM: EMA (reports) BA: EMA (trends) Supplies Brine flow Flows (m3/h) Continuous MSR 040/12 EMA BM: EMA (reports) BA: EMA (trends) Hazardous substances Number of env. incidents related to discharge or transport of haz- mats. Compliance audit planning of secondary containment and transport units. Maintenance of transport units. Continuous MSR 043/12 EMA, PMS BM: EMA (reports) BA: EMA (trends) BA: EIR Waste Sewage pH Temperature D.B.O 5 D.Q.O Total sulfide Settleable solids Total phosphorous Ammonia- nitrogen Oils and fats Detergent Weekly: Control of pH and temperature of TP Bimonthly: Sampling and analysis in external lab MSR 274/12 EAR 011/01 EAR 065/05 EMA, PMS BA: EMA (reports) A: EMA (trends) BA: EIR Industrial effluents pH % solids Lithium concentration Daily: pH control in exit of EQ pond Weekly: Sampling in the artificial lagoon MSR 272/12 EMA, PMS BA: EMA (reports) A: EMA (trends) BA: EIR Solids waste Domestic, industrial, hazardous waste Daily: Inspection at generation points Weekly: Inspection at disposals Quarterly: Audits to hazardous waste disposal MSR 096/12 National Act 24,075 EMA, PEA, NEA BA: EMA (reports) A: EMA (trends) BA: EIR

 
Integral Consulting Inc. 17-8 February 21, 2023 Environmental Component Environmental Variable Parameters Frequency Legal Requirements Control Entity Reporting Requirement Physical Climate Temperature Wind speed Wind Direction Humidity Air pressure Rain Continuous MSR 277/12 EMA, PMS Q: EMA (reports) BA: EMA (trends) BA: EIR Air quality O2 NOx CO CO2 SO2 H2S Temperature Wind speed Monthly: Gas emissions at Fenix Bimonthly: Gas emissions at Guemes and Pocitos Annual: air quality at Fenix MSR 273/12 National Law 20284 EMA, PMS Q: EMA (reports) BA: EMA (trends) BA: EIR Biological Flora Diversity indices: wealth, abundance, dominance, Simpson_1-D, Shannon_H, Margalef Equitatividad_J Annual MSR 278/12 EMA A: EMA (report) Fauna Diversity and abundance Annual MSR 279/12 EMA A: EMA (report) Limnology Composite of microorganisms: phytoplankton, zooplankton, bacteria Annual None None None Social Archaeology Archaeological findings Annual MSR 095/12 EMA A: EMA (report) Responsible care Community satisfaction Annual MSR 907/15 EMA A: EMA (report) Notes: A = annually BA = biannually BM = bimonthly EAR = Environmental Agency Resolution EIR = Environmental Impact Report EMA = Environmental Mining Agency (e.g., DIPGAM; Direccion Provincial de Gestion Ambiental Minera) MSR = Mining Secretariat Resolution NEA = National Environmental Agency PEA = Provincial Environmental Agency PMS = Provincial Mining Secretary PWRA = Provincial Water Resources Agency 17.2.1 Water Programs Water control programs include monitoring of the water wells and Trapiche dam flows, water quality monitoring in the Rio Trapiche, and piezometer level monitoring in Trapiche wells. These programs are described below.

 
Integral Consulting Inc. 17-9 February 21, 2023 17.2.1.1 Water Extraction Well and Trapiche Dam Flows The flow in cubic meters per hour is continuously measured at the Rio Trapiche and Trapiche Aquifer groundwater extraction wells. Data are reported bimonthly to the Environmental Mining Agency (EMA) (e.g., Direccion Provincial de Gestion Ambiental Minera [DIPGAM]). Trend analyses are reported biannually to DIPGAM, and an annual consumption report is submitted to the Catamarca Water Resources Agency of Catamarca Province. 17.2.1.2 Water Quality of Trapiche System Electrical conductivity, TDS, pH, and anions and cations are monitored in the Rio Trapiche, groundwater extraction wells, and monitoring wells (piezometers) to evaluate water quality in the Rio Trapiche system. pH and electrical conductivity are monitored weekly in situ using a Hach multiparametric meter, and monthly samples are collected for parameters listed above and analyzed at both Livent’s Güemes Laboratory and an external laboratory. Data are submitted bimonthly, and trend analyses are submitted biannually to the DIPGAM. 17.2.1.3 Piezometer Levels of Trapiche Wells Water levels are monitored monthly in monitoring wells (piezometers) and groundwater extraction wells with a water level meter. Data are submitted bimonthly and trend analyses are submitted biannually to the DIPGAM. 17.2.2 Supply Programs 17.2.2.1 Brine Control Incoming brine is continuously measured with a flowmeter at the SA Plant to control the brine flow and check the quantities of brine consumed. Data are submitted bimonthly and trend analyses are submitted biannually to the DIPGAM. 17.2.2.2 Hazardous Substance Storage and Transport Hazardous substance storage and transportation is monitored by tracking the number of environmental incidents related to discharges and transport of hazardous substances. Compliance audits are completed for secondary containment and transport units. Hazardous substance storage and transport are monitored at both the Project Fenix and the Güemes Plant. Every environmental incident related to discharge and transport of hazardous substances is immediately reported to authorities. Additionally, biannual reports of data and annual reports of trend analyses are submitted to DIPGAM–Catamarca Province for Project Fenix and environmental impact reports are submitted to the mining Secretary of Salta Province every 2 years for the Güemes Plant.

 
Integral Consulting Inc. 17-10 February 21, 2023 17.2.3 Waste Management Program 17.2.3.1 Sewage Temperature and pH are monitored weekly, and bimonthly samples are collected for laboratory analysis at an external laboratory in both sewage effluent from Project Fenix and at the Soakaway pit at the Güemes Plant. Data for Project Fenix are submitted biannually, and trend analyses are submitted annually to DIPGAM. Data for the Güemes Plant are included in environmental impact reports submitted to the mining secretary of Salta Province every 2 years. 17.2.3.2 Industrial Effluents The equalizing ponds are monitored daily for pH, and the artificial lagoon is monitored weekly for pH, percent solids, and lithium concentration. Data for the Project Fenix are submitted biannually and trend analyses are submitted annually to DIPGAM. Data for the Güemes Plant are included in environmental impact reports submitted to the mining secretary of Salta Province every 2 years. 17.2.3.3 Solid Waste Solid waste is monitored at the Project Fenix, Güemes Plant, MdA Hanger, Pocitos, and the Salta office. Monitoring includes daily inspection at generation points, weekly inspection at disposals, and quarterly audits of hazardous waste disposal. Data for Project Fenix are submitted biannually and trend analyses are submitted annually to DIPGAM. Data for the Güemes Plant and Pocitos Plant are included in environmental impact reports submitted to the mining secretary of Salta Province every 2 years. 17.2.4 Physical Components Programs 17.2.4.1 Meteorology Meteorologic and climatic variables, including temperature, wind speed, wind direction, humidity, air pressure, and precipitation are monitored continuously. Results for Project Fenix are submitted quarterly and trend analyses are submitted biannually to DIPGAM. Results for the Güemes Plant are included in environmental impact reports submitted to the mining secretary of Salta Province every 2 years. 17.2.4.2 Air Quality and Gas Emissions Air quality and gas emissions, including oxygen, nitrogen oxide, carbon monoxide, carbon dioxide, sulfur dioxide, hydrogen sulfide, temperature, and speed are monitored at the following points:

 
Integral Consulting Inc. 17-11 February 21, 2023 • Project Fenix—Brine pumps, boilers, generators and monitoring points throughout the field • Güemes Plant—Dryer and emergency generator • Pocitos Plant—Generators. Data for Project Fenix are submitted quarterly and trend analyses are submitted biannually to DIPGAM. Data for the Güemes Plant and Pocitos Plant are included in environmental impact reports submitted to the mining secretary of Salta Province every 2 years. 17.2.5 Biological Component Program 17.2.5.1 Flora and Fauna Flora and fauna are monitored biannually at Project Fenix by evaluating diversity indices and by trapping and watching surrounding areas to evaluate diversity and abundance. Final reports from flora and fauna monitoring are submitted to DIPGAM annually. As previously mentioned, the expansion of the productive capacity of Project Fenix implies the decrease in the supply of fresh water from the Rio Trapiche basin, while Phase 1 lasts, waiting for the beginning of the recovery process of the inactive wetland. The following is the proposal for this protection measure and its consequent follow-up. The mitigation process for the wetland complex (set of the units of vega vegetation, riparian environment, and water grass) is facilitated by the increase of a constant supply of water and by transplanting vegetation from the surrounding areas. To track the progress of these mitigation measures, Livent will implement a monitoring program that covers the following aspects. Related to the Wetland • Coverage: Through vegetation plots, established both in the sector with and without signs of recovery, the measurements will be carried out and the degrees of coverage will be established. This monitoring will be seasonal (spring, summer, autumn, and winter). • Composition and floristic abundance: In general, the floristic diversity of the Andean plains is low when compared to the hillside vegetation (Squeo et al. 1994). There are strong changes in the composition of species, structure of dominances, and physiognomy within and between Andean plains. Usually, the edges of the vegas are drier and saline. This determines a floristic composition different from flooded places, probably due to differences in the temporal availability and chemical quality of water. To differentiate the recovery method per unit of vegetation, the monitoring of composition and floristic abundance must be carried out, for which the established plots

 
Integral Consulting Inc. 17-12 February 21, 2023 (the same where coverage is measured) of the repopulating species will be identified. This follow-up will be seasonal (spring, summer, autumn, and winter). • Productivity and biomass: During the vegetative period, the plains and bofedales produce large amounts of plant matter per unit area, a variable that is known as net primary productivity. The immediate consequence of wetland inactivity is the decline in plant production and reduction of the surface and fragmentation of the forage patches or paddocks. It is expected that the recovery of the wetland will reactivate the primary net productivity of the inactive wetland (currently it is almost zero). The monitoring of this indicator will be carried out on a seasonal basis. • Surface: Satellite images and drone images track the progress on the surface of the wetland. We will work with spectral indicators such as Normalized Difference Vegetation Index (NDVI) and NDVI of change. Related to Water Supply and Environmental Conditions In the early stages of recovery, processes of colonization and plant establishment occur. Established plants can provide organic matter, promote soil formation processes, cause irregular water distribution, expand their wetting area, and produce seeds or retain other seeds dispersed by wind or water. Therefore, the first colonizing plants facilitate the establishment of other plants and thus increase green cover, productivity, and habitat availability and quality. In this sense, the monitoring of the aspects listed below becomes relevant: • General characteristics of the soil and water flows in the plains: Assessing the hydrological dynamics and the real demand for water of the wetland (ecological flow); inferred from the active wetland upstream of the dam. Daily measurements of the water tables and surface flows contributed to the wetland will be carried out. • Soil moisture level: Soil samples will be taken so that the parameters of organic matter and humidity can be determined in the laboratory. These samples will be collected at least once per year. Additionally, field capacity tests will be performed on a monthly basis. • Physico-chemical composition of the water: The physical and chemical parameters of the water will be monitored from a multiparameter meter and the monthly data will be taken. Likewise, samples will be taken so that the physical and chemical parameters of the water are determined in the laboratory: percentage of dissolved oxygen saturation, concentration of suspended solids, pH, nitrate concentration, total phosphorus concentration, chemical oxygen demand, electrical conductivity, and temperature. This monitoring will be carried out quarterly. This proposal must be incorporated into a new control program is generated.

 
Integral Consulting Inc. 17-13 February 21, 2023 Regarding the measures related to the fauna component, it should be noted that the decrease in the frequency of vehicles (due to the beginning of the operation of the gas pipeline) minimized the risks of disturbing wild fauna. However, the scenario that is analyzed with the expansion of productive capacity implies an increase in vehicular movement and machinery that will require the application of the following measures in Table 17-2, which are aimed at preventing the possible effects on fauna. Table 17-2. Measures to Prevent or Mitigate the Impacts to Wildlife from Transport Proposed action Enforcement of traffic rules Information and training for staff Character Mitigation Prevention Nature Complementary Complementary Duration Permanent Permanent Application Opportunity Operation Operation Spatial location Routes to the Project Fenix from Salar de Pocitos (Pcia. Salta) and Antofagasta de la Sierra (Pcia. Catamarca) Routes to the Project Fenix from Salar de Pocitos (Pcia. Salta) and Antofagasta de la Sierra (Pcia. Catamarca) Measurement Description / Specifications Additional - Speed control on roads - Placement of informative posters - Training of own staff and contractors. - Prohibition of hunting, capture and trade of wild animals, specifying the penalties for its contravention. 17.2.5.2 Limnology Limnology is monitored annually in the Rio Trapiche, artificial lagoon, and Catal lagoon by sampling water for phytoplankton and zooplankton bacteria. There is no regulatory or reporting requirement for monitoring limnology. 17.2.6 Argentina Community Relations Program Livent maintains a community relations program in Argentina aimed at improving the community where they operate. Key elements of the social program include: 1. Local Development & Employment – “La Puna” Entrepreneurs Program – Agro-Livestock Sustainable Development Program – Local Hiring & Training – Supplier Community Engagement

 
Integral Consulting Inc. 17-14 February 21, 2023 2. Quality of Life – Good Neighbors Program – Health & Nutrition programs – Donations – Education Scholarships – Community Dialogue Roundtable Meetings 3. Environmental Action – Environmental & Climate Education – Recycling – Ecosystem Protection & Revitalization 4. Volunteering 17.3 PROJECT PERMITTING MdA entered into an agreement with the Argentine federal government and the Catamarca Province to develop SdHM in 1991. After 1993, the Argentine federal government assigned its rights and obligations to Catamarca Province, which provides Catamarca Province jurisdiction and a minority ownership stake in MdA. This allows Catamarca to receive defined dividends and to appoint two of MdA’s board of directors. The relevant permits are summarized below. 17.3.1 Environmental and Operating Permits The environmental and operating permits are included in Table 17-3

 
Integral Consulting Inc. 17-15 February 21, 2023 Table 17-3. Environmental Permit Summary No. Location Permit Name Authority 1 Fenix, AR Registration of aboveground fuel storage tanks (Aboveground Installations Certificate) Res.1102/04- FENIX National Ministry of Energy and Mining. 2 Fenix, AR Registration of underground fuel storage tanks (Underground Installations Certificate) National Ministry of Energy and Mining; 3 Fenix, AR SEDRONAR Registration Certificate for the National Register of Chemical Precursors Secretariat of Planning for the Prevention of Drug Addiction and Action against Drug Trafficking. 4 Fenix, AR Wastewater Discharge Permit Provincial Directorate of Environmental Management 5 Fenix, AR Pathogenic Waste Generator Registration Provincial Directorate of Environmental Management 6 Fenix, AR Pathogenic Waste Operator Registration Provincial Directorate of Environmental Management 7 Fenix, AR Hazardous Waste Generator Registration Provincial Directorate of Environmental Management 8 Fenix, AR Hazardous Waste Operator Registration Provincial Directorate of Environmental Management 9 Fenix, AR National Hazardous Waste Generators Certificate Ministry of Environment and Sustainable Development. 10 Fenix, AR Environmental Impact Declaration (DIA) Mining Ministry of Catamarca 11 Fenix, AR Municipal Permit Municipality of Antofagasta de la Sierra 12 Fenix, AR Environmental insurance Provincial Directorate of Environmental Management 13 Fenix, AR Water Concession Water Secretariat of Catamarca 17.3.2 Water Rights MdA holds water rights to the Rio Trapiche and Trapiche Aquifer to support current operations. Water levels and salinity are regularly monitored as described above in Section 17.2.1. MdA currently holds temporary rights to the Los Patos Aquifer. Permeant concessions for groundwater from the Los Patos Aquifer to support planned expansion are expected to be granted in the coming months. 17.4 MINE RECLAMATION AND CLOSURE This section includes closure and reclamation planning as described below. 17.4.1 Closure Planning The Project Fenix Closure Plan is a document that consolidates and synthesizes the company’s strategy and vision regarding the closure of the activity, and also presents a sufficiently detailed description of the measures or programs to be implemented so that closure objectives are

 
Integral Consulting Inc. 17-16 February 21, 2023 achieved. Descriptions of each component of the mining complex must be sufficient to support the design and cost estimation of the closure measures. With the closure of the mine as a perspective, the baseline should generate data and information that allow formulating future scenarios and understanding the environmental and social dynamics of the region in which the project is located. The mining activity constitutes a temporary form of land use. When the activity ceases, new forms of use of the areas occupied by the mine must be viable, considering the restrictions resulting from the permanent modifications, as well as the skills and opportunities associated with the period of operation of the mine. Closure is a process in which actions such as monitoring, maintenance, and social programs are executed after the full implementation of the closure measures. Accordingly, the Closure Plan provides a cost estimate of the rehabilitation activities, which may be adjusted in each instance of its renewal. Closure costs for current are accounted for in Section 19 (Economic Analysis). 17.4.2 Mine Closure Process in Argentina Livent will submit revised closure plans following plant expansions. Mine closure costs for existing operations and future expansion are included in Section 19. Resolution 396/16 establishes that: The owner of the mining activity will constitute guarantees of sufficient amount and timely realization for the fulfillment of the Mine Closure Plan, based on the estimated amounts, in the form, value and opportunities approved by the Competent Authority based on what is established in this resolution and in other specific ones that may be issued for this purpose. The owner of the mining activity must constitute the guarantee, after the approval of the Mine Closure Plan in accordance with the procedure established in this standard. Consequently, the company will make the corresponding closure plan calculations and adjust guarantees after the approval of this plan. 17.4.3 Closure Cost Estimate A closure plan has been submitted to Catamarca per Resolution 396/16. The final cost of closure for existing facilities (prior to planned expansions), based on present-day costs to mobilize, deconstruct, and rehabilitate Project Fenix, is summarized below in Table 17-4.

 
Integral Consulting Inc. 17-17 February 21, 2023 Table 17-4. Final Closure Cost Estimate Description Cost (Million $USD) Construction of Closure Works – Fenix Complex $ 14.5 Supplementary Closing Costs $ 3.8 Subtotal $ 18.3 Contingency: 10% $ 1.8 Total $ 20.1 17.4.4 Limitations on the Cost Estimate Closure of the site is not expected before the cessation of the life of the mine, which is projected to 40 years (through 2062) for practical, cost-forecasting purposes rather than technical or resource constraints. Due to future expansion plans, site conditions at closure will be different than currently expected and, therefore, the current estimate of closure costs is unlikely to reflect the actual closure cost that will be incurred that far into the future. Closure costs at the end of mine life, including all expansion, were included in the economic analysis discussed in Section 19. 17.5 LOCAL PROCUREMENT The SdHM watershed is extensive (approximately 3,900 km2) and has a very low population density per the 2010 census. The majority of its inhabitants are concentrated in the towns of Antofagasta de la Sierra and el Peñón, and very small population settlements such as Ciénaga Redonda, Los Nacimientos, and Antofalla (EC & Asociados 2020). Livent fosters development of a local workforce in Catamarca and Salta Provinces through a resolution with the Catamarca Mining Authority (Res SEM 526/19). In 2022, Livent Argentina employed 538 people, mostly from the northwest region of the country, particularly in Catamarca Province and from the town of Antofagasta de la Sierra. For employment of its contractors, Livent complies with other resolutions (Res SEM 278/13, Res SEM 520/14, and Res SEM 498/14), which establish 70% local procurement criteria for goods and services. The number of Livent employees from neighboring communities from 2016 through early 2022 is shown in Figure 17-1.

 
Integral Consulting Inc. 17-18 February 21, 2023 Figure 17-1. Number of Employees from Neighboring Communities 17.6 SDHM TRUST In October 2015, MdA, Catamarca Province, and Bapro Mandatos entered into the SdHM Trust Agreement, which created the Water Trust, which is dedicated to financing the development of physical infrastructure works within the territory of Catamarca Province, aimed at meeting the needs of the communities involved in the area of direct or indirect influence of Project Fenix. MdA agreed to make certain contributions to the SdHM Trust as part of its CSR activity. A summary description of Livent’s contributions to projects funded by the SdHM Trust are provided in Table 17-5.

 
Integral Consulting Inc. 17-19 February 21, 2023 Table 17-5. SdHM Trust Activities Project Description Status Provided financing for purchases of equipment required for road maintenance works at Antofagasta de la Sierra. Complete Provided financing for the purchase of asphaltic materials required for road building and paving of Provincial Route No. 43 which connects Antofagasta de la Sierra with El Peñón Complete Installation of a waste treatment trench for the proper disposal of urban solid waste in the town of Antofagasta de la Sierra (La Villa) Complete Construction of a cistern intended to ensure the continuous supply and distribution of water for the population at Antofagasta de la Sierra. Complete Installation of a solar park in Antofagasta de la Sierra to meet the energy demand of the local population. Complete Construction of a sanitary waste landfill in order to stop waste disposal in open spaces. Complete Construction of a Park Ranger Station in the natural reserve Campo Piedra Pomez to provide shelter to Park Rangers from the extreme weather conditions. Complete Construction of recovery of the reservoir of Las Pitas River and water supply cistern for drinking water in Antofagasta de la Sierra in order to ensure the provision of drinking water to the entire local population´s needs. Complete Improved sanitation by construction of a modern sewer network in Antofagasta de la Sierra provided the deficiency of the existing network. Complete Construction of public utility improvements including a photovoltaic solar park in El Peñon to extend the daily electricity provision. Complete Construction of a drinking water intake and network located in Antofalla, located in the Department of Antofagasta de la Sierra. Complete Construction of a bridge over “El Bolson” river in order to improve communications between the local population with the rest of the province. Complete Construction of a bridge over “Cura Quebrada” river to improve communications between Antofagasta de la Sierra and the rest of the Province of Catamarca. Complete Purchase of flatbed trailers, two dump trailer units and a cart for transporting and carrying firewood, maize and other materials to the inhabitants of the posts and places surrounding the town of Antofagasta de la Sierra. Complete Purchase of two new vehicles in order to better the communications between Antofagasta de la Sierra and the rest of the Province. In Progress Road improvements, including the pavement of the Villa of Antofagasta de la Sierra. In Progress Local building improvements, including the extension of the west wing of the municipal hostelry. In Progress

 
Integral Consulting Inc. 17-20 February 21, 2023 17.6.1 Archaeology Archaeology in the surrounding Project Fenix areas is monitored annually by an outside consulting group and is reported to DIPGAM annually. 17.6.2 Responsible Care An external consulting company also monitors socially responsible care around the Project Fenix area to verify the activities of responsible care and the satisfaction of the community. Results of these surveys are submitted to DIPGAM annually.

 
Integral Consulting Inc. 18-1 February 21, 2023 18 CAPITAL AND OPERATING COSTS Project Fenix is currently in operation and producing lithium carbonate and lithium chloride. Capital and operating costs are forecasted as a normal course of operational planning with a primary focus on short-term budgets, then mid-term (5-year plans), and lastly long-term time frames. Estimation of capital and operating costs is inherently a forward-looking exercise. These estimates rely upon a range of assumptions and forecasts that are subject to change depending upon macroeconomic conditions, operating strategy, and new data collected through future operations. Production expansion projects are complex undertakings; assumptions into the current plans can change and therefore there could be no assurance that they will be completed within the projected budget and schedule or that the anticipated benefits from them will be fully achieved. Unforeseen technical or construction difficulties, lack of adequate water or energy, regulatory requirements (including permits), labor or civil/political unrest, community relations or logistical issues, or local hiring and procurement policies and requirements could change our assumptions on cost, scope, and schedule. 18.1 CAPITAL COST ESTIMATES Capital cost forecasts are estimated based on 1) a baseline level of sustaining capital expenditures, in-line with historical expenditure levels and adjusted for changing production rates; and 2) strategic planning for major capital expenditures. Future capital expenditure estimates, including sustainable expenses are presented in Table 18-1. Table 18-1. Capital Expenditure Estimate (2023–2031) in Million $USD Lithium Carbonate Year 2023 2024 2025 2026 2027 2028 2029 2030 2031 Total Carbonate CAPEX $271 $315 $215 $45 $210 $135 $0 $0 $0 Sustaining CAPEX $11 $12 $14 $17 $18 $18 $21 $23 $25 Total Expansion and Sustaining Capital $282 $327 $229 $62 $228 $153 $21 $23 $25 Notes: USD in millions For fiscal year ending December 31st

 
Integral Consulting Inc. 18-2 February 21, 2023 There are planned expansions at the Salar to increase lithium carbonate capacity from 20,000 Mt to 100,000 Mt through the rest of the decade, which requires substantial capital. The First Expansion has been engineered and executed in two back-to-back phases (Phase A and B). Phase A implemented a strategy of modular construction to mitigate potential equipment delivery issues and to reduce construction activities onsite. Engineering for Phase A is complete, modules have been fabricated and are onsite, and the expansion is scheduled to be mechanically complete in 2023. The capital estimate for Phase A was prepared using AACE International guidelines and is classified as a Class 3 estimate (accuracy level of ±10%). The impact of delays associated with an earlier suspension period as well as additional costs incurred due to recent circumstances (e.g., COVID-19) are included in the current capital estimate. Considering the advanced level of progress in capital commitments made and construction activities completed, estimation of costs for Phase A can be viewed with high confidence and are also well within the capital parameters used in the economics sensitivity analysis performed by Livent. Phase B of the First Expansion is expected to begin production in 2024, with a similar execution strategy as for Phase A. Modular fabrication has been completed, shipments are being delivered and onsite construction activities have begun for Phase B development. Capital costs with an accuracy level of a Class 3 estimate have been compiled. Capital cost estimates for both Phases A and B were completed within the range used in the sensitivity analysis. Livent has started the engineering development phase on the Second Expansion (increasing annual lithium carbonate capacity from 40,000 Mt to 70,000 Mt). This expansion will also have a modular construction strategy and similar process technology, and an additional water recovery unit to recycle fresh water from the SA Plant effluent. This expansion is in the pre- feasibility design; capital cost estimates are based on a combination of available data from the First Expansion for the process plant and scoping level costs derived from past experience and benchmarking against facilities of similar scope constructed in the region. The Third Expansion will utilize conventional pond-based evaporation technology and the existing infrastructure Livent has in place. This expansion is also in pre-feasibility design, and capital costs were developed at scoping level based on past experience and benchmarking methodologies. After the expansions are complete, future capital expenditures are primarily sustaining capital and fall to lower levels. The amount of sustaining capital in future years increases with the size of the asset. 18.2 OPERATING COST ESTIMATES Historically, operating costs in Argentina have not changed significantly. Approximately 60% of total operating cost in Argentina are U.S. dollar denominated and less subject to local

 
Integral Consulting Inc. 18-3 February 21, 2023 economic factors. For the remaining balance of operating cost, denominated in Argentinian pesos, we assume inflation will be offset by increased devaluation over time. Table 18-2 summarizes current key lithium carbonate cost components, including variable and fixed costs. Estimated carbonate cost throughout the forecast period assumes similar operations as the existing facility with efficiency on fixed cost from higher production volume, but no changes or efficiencies were assumed for variable consumption rates. Table 18-2. Unit Cost Estimates in $USD Carbonate Unit Costs/kg Estimate $USD Utilities $1.13 Soda Ash $1.73 Other Raw Materials $0.36 Packaging $0.11 Labor/Overhead $1.37 Unit Cost $4.70 Currently, operating costs in Argentina are not impacted by any corporate or headquarter cost outside of Argentina, but exclusively by labor and overhead costs incurred in Argentina for local operations and supporting functions. Operating unit cost estimates in Table 18-2 do not include Catamarca Royalties, CSR, Fund Trust, and depreciation. Catamarca Royalties, CSR, and Fund Trust represent a combined unit cost impact of 3.5% based on the higher of average invoice price or an average of Argentina and Chile exports price for similar products, net of tax. Depreciation is calculated based on asset useful life, usually varying from 40 years for buildings to 15 years for equipment and machinery.

 
Integral Consulting Inc. 19-1 February 21, 2023 19 ECONOMIC ANALYSIS The purpose of this section is to present an economic analysis of the project to determine its financial viability. The financial evaluation is based on a discounted cash flow (DCF) approach. The modeled cash flows include all production costs; general and administrative, maintenance, initial and sustaining capital costs; taxes; government and commercial royalties/payments; and community engagement contributions. The resulting cash flows are then discounted at an after- tax discount rate of 10% to produce a net present value. Financial metrics such as internal rates of return and payback period were also calculated using the projections. A sensitivity analysis then follows by varying key assumptions to projections to understand how the financial viability of the project changes under different scenarios. 19.1 BASIC MODEL PARAMETERS The following criteria have been used to develop the economic projections: • Annual cash flow forecasts based on pricing for battery-grade lithium carbonate are assumed to be constant at $20,000 per Mt LCE throughout the life of asset. • Operating costs include all raw materials, packaging, labor, utilities, maintenance, and overhead. • Catamarca Royalties, CSR, and Fund Trust represent a combined unit impact of 3.5% of forecast pricing. • Expected asset operating life of 40 years is supported by sustaining capital as well as end of asset life closure costs. • Costs prior to January 1, 2022, are not included in the DCF analysis. • Effective corporate tax rate is assumed to be 22%. • DCF was carried out on a constant money basis, so there is no provision for escalation or inflation on costs or revenue. • For project DCF evaluation purposes, it has been assumed that 100% of capital expenditures, including pre-production expenses, are financed with owners’ equity. The lithium carbonate production schedule is summarized in Table 13-1. Average annual lithium carbonate production is anticipated to be 98,000 Mt by 2030, and this lithium carbonate production rate can be sustained through 2062. Additional LCEs produced will be allocated to lithium chloride production, but economic value is excluded from this analysis.

 
Integral Consulting Inc. 19-2 February 21, 2023 19.2 RESULTS Results of the economic analysis, including annual cash flow forecasts based on an annual lithium carbonate production schedule for the 40-year life-of-mine, and measures of economic viability such as net present value, internal rate of return, and payback period of capital are provided in Table 19-1. Table 19-1. Key Financial Results Post-Tax Net Present Value (USD) Post-Tax Internal Rate of Return Payback Period (Years) Life-of-Mine (Years) Total Initial Capital (USD) $6,346M 85% 3.6 40 $1,518M 19.3 SENSITIVITY ANALYSIS Financial viability of the project was evaluated under a range of different scenarios to understand how resilient financial returns were under different favorable and unfavorable changes to key assumptions across lithium chemical prices, capital, operating costs, and production volumes. A pre-feasibility level sensitivity analysis (without contingency) is summarized in Table 19-2. Table 19-2. Economic Model Sensitivity Analysis Million $USD Cost Variable Sensitivity Factor -25% -10% 0% 10% 25% Lithium Carbonate Price $ / Mt $3,772 $5,316 $6,346 $7,375 $8,919 Initial Capital $6,627 $6,458 $6,346 $6,233 $6,065 Operating Expense $7,041 $6,624 $6,346 $6,068 $5,650 Production Volume $4,468 $5,595 $6,346 $7,097 $8,224

 
Integral Consulting Inc. 20-1 February 21, 2023 20 ADJACENT PROPERTIES Information on adjacent properties was obtained from third-party websites operated by the companies with claims in SdHM. The QPs have not verified the accuracy of this information and make no claims or warranties about the information contained in this section. The Salar at SdHM is subdivided into two major subbasins: Eastern and Western. Livent’s Contiguous Lease Area covers approximately 327 km2, or 94% of the Western Subbasin. The properties that surround Livent’s Contiguous Lease Area are located along the margins of the Western Subbasin, where the Salar meets bedrock to form the basin boundary. These properties are generally less favorable for lithium brine operations for a number of reasons. First, there is relatively limited access for equipment and level ground for facilities (i.e., ponds) than areas internal to the Salar margins. Second, brine grade along the margins of the Salar can become dilute from freshwater inflows from higher elevations, or brine may be enriched in an isolated area in the absence of freshwater inflows. Either situation could pose mine-planning problems if the grade measured during exploration differs significantly from the grade after operations begin and lithium concentrations begin to equilibrate towards concentrations reflective of the broader resource. The process where lower-grade brine increased towards near equilibrium concentrations reflective of the broader resource was observed in the SWB several years after startup (Section 12.4). The opposite behavior could also occur. In this situation, concentrations in high-grade brine extracted early on decrease over time until the grade reaches near equilibrium with the broader resource at lower concentration than observed during exploration or after a few years of pumping. Currently, Livent is the only commercial lithium producer at SdHM. Adjacent properties have the potential to affect Livent’s operations to various degrees and in limited ways. Considering lithium brine is a fluid resource, hydraulic capture of brine across concession boundaries from pumping or dilution of brine from a neighbor’s pond operation pose the most significant potential physical risks to Project Fenix. Other risk factors adjacent properties have on Project Fenix include competition for human and natural resources. Based on Livent’s future mine plans, and the plans described by others and reviewed by the QPs at the time of this report, it is the QPs’ opinion that risks posed by potential future operations at neighboring properties are relatively small and should not significantly impact lithium carbonate production at Project Fenix over the 40-year life of mine. The three largest properties within SdHM that have stated ambitions to produce commercial quantities of lithium are Allkem Limited (Allkem), POSCO Argentina (POSCO), and Galan Lithium Limited (Galan) (Figure 20-1). A summary of mining claims for by adjacent property owners is provided in Table 20-1.

 
Integral Consulting Inc. 20-2 February 21, 2023 Figure 20-1. Adjacent Properties

 
Integral Consulting Inc. 20-3 February 21, 2023 Table 20-1. Mineral Concessions Adjacent to Project Fenix Concession Owner and Description Concession Name Original File Number Hectares Unified File Number Allkem Limited Agostina 0168G2002 19 EX-2021-00233273 Agustin 1279G2006 263 EX-2021-00233273 Aurelio 0054G2000 37 EX-2021-00233273 Barreal 1 0077G1999 56 EX-2021-00233273 Centerario 0261G1997 8 EX-2021-00233273 Chachita 0185G2002 51 EX-2021-00233273 Delia 0398G2003 9 EX-2021-00233273 Don Carlos 0056G2000 46 EX-2021-00233273 Don Pepe 0162G2002 46 EX-2021-00233273 El Tordo 1178G2006 173 EX-2021-00191729 Fidel 1281G2006 38 EX-2021-00191729 Juan Luis 0787G2005 19 EX-2021-00191729 La Redonda 4 0078G1986 56 EX-2021-00191729 La Redonda 5 0161G2002 56 EX-2021-00191729 La Redonda I 0055G2000 56 EX-2021-00191729 Los Patos 0210G1994 46 EX-2021-00191729 Luna Blanca 1280G2006 15 EX-2021-00191842 Luna Blanca II 0709G2009 142 EX-2021-00275916 Luna Blanca Oeste 0045G2020 10 EX-2021-00275916 Luna Blanca VI 0814G2009 37 EX-2021-00275916 Maktub XXIII 0027G2000 90 EX-2021-00275916 Maria Clara 0913G2005 45 EX-2021-00275916 Maria Clara I 0914G2005 55 EX-2021-00275916 Maria Lucia 0788G2005 9 EX-2021-00275916 Meme 1430G2006 214 EX-2021-00275916 Monsterrat 0254G2011 325 EX-2021-00275916 Montserrat I 0065G2016 325 EX-2021-00275916 Quiero Retruco 1198G2006 72 EX-2021-00275916 Rodolfo 0657G2009 9 EX-2021-00275916 Sonqo 0754G2009 92 EX-2021-00275916 Truco 1197G2006 89 EX-2021-00275916 POSCO 1,000,000 Galan Explorations S.A. El Deceo III 0308G2010 15 EX-2021-00958201 Rana de Sal I 0040G2018 132 EX-2021-00958201 Rana de Sal II 0041G2018 314 EX-2021-00958201

 
Integral Consulting Inc. 20-4 February 21, 2023 20.1 ALLKEM LIMITED Orocobre and Galaxy Resources Ltd merged in August 2021, and created Allkem. Sal de Vida, the company’s brine project located in the Eastern Subbasin at SdHM, borders Livent’s Contiguous Lease Area at the saddle that separates the two subbasins. Sal de Vida is designed to produce predominantly battery-grade lithium carbonate through an evaporation and processing operation at the SdHM site. Allkem’s numerical model projects that its wellfields, once constructed, will sustain operations for 44 years at an average projected lithium grade of 770 mg/L. Allkem estimated proven reserves (years 1–10) at 36,600 Mt lithium and 205,800 Mt lithium probable reserves (years 7– 44). Its reserve estimate is based on a 500 mg/L cut-off and assumes 68.7% process efficiency (Galaxy Resources Ltd. 2021). 20.2 POSCO ARGENTINA POSCO was constituted in 2018 following the sale of mineral rights by Galaxy of its claims located in the northern portion of the Eastern Subbasin. The claims sold by Galaxy were located in the area where the provincial boundary is disputed between Salta and Catamarca. POSCO manufactured a pilot plant in South Korea, which it transported and installed at SdHM in 2018. It is currently in the advanced exploration stage and expects to have its lithium brine commercialization facilities in Argentina completed by the end of 2023 (POSCO Argentina 2022). 20.3 GALAN LITHIUM LIMITED Galan has two projects in SdHM: Hombre Muerto West (HMW) and Candelas. HMW is located west of Project Fenix. Galan reports conflicting information on its website on the number of concessions included in HMW (Galan 2022). One webpage states HMW consists of four concessions and an additional two concessions under an option agreement from Portofino Resources Inc. Another webpage states HMW comprises six concessions (Pata Pila, Rana de Sal, Deceo III, Del Condor, Pucara, and Santa Barbara). Most of these concessions are located atop outcropping shallow bedrock, which is generally considered unfavorable for brine extraction. Small portions of the easternmost claims extend over alluvium and salar sediments, where brine extraction is feasible. Galan’s Candelas project is located south of the Eastern Subbasin, in the alluvial sediments beneath the Los Patos River. Galan reports that recent drilling and geophysical results indicate the potential for substantial brine at depth.

 
Integral Consulting Inc. 20-5 February 21, 2023 20.4 WATER RIGHTS OF OTHER COMPANIES The Contract of 1991 provides that FMC (as Livent’s predecessor) and MdA are not obligated to pay fees for use of water or rights-of-way to Catamarca Province’s public agencies or government. This is one of the surviving material provisions that has not been amended given that the use of water is an essential resource for the execution of the contract. The aforementioned exemption was challenged by Catamarca Province, resulting in litigation. The litigation was settled through an agreement endorsed by the Supreme Court of Catamarca, whereby Catamarca Province agreed to accept the validity of the exemption and, in turn, MdA agreed to expand its CSR activities by making monetary contributions to the SdHM Trust and making money contributions to such trust as long as Project Fenix lasts. The purpose of the SdHM Trust is to allocate and apply the trust funds exclusively to finance the development of physical infrastructure works within the territory of Catamarca Province, mainly and preferentially works focused on the needs of the communities involved in the areas of direct or indirect influence of Project Fenix, located in Antofagasta de la Sierra, Catamarca. On January 14, 2016, the Ministry of Public Works of the Catamarca Province granted MdA a concession for the use of public underground water on a permanent basis and under the conditions of the settlement agreement regarding the volume of water to be used by MdA. The current volume of the concession amounts up to 4.1 Hm3/year for the exploitation and use of water extracted from six boreholes located within MdA’s concessions. Granted water use rights correspond to mining use in compliance with the provisions of Catamarca Water Law No. 2577.

 
Integral Consulting Inc. 21-1 February 21, 2023 21 OTHER RELEVANT DATA AND INFORMATION All data and information relevant to this resource and reserve disclosure are referenced in this report.

 
Integral Consulting Inc. 22-1 February 21, 2023 22 INTERPRETATION AND CONCLUSIONS This lithium resource and reserve disclosure may differ from other disclosures for projects involving lithium-bearing brine extraction because Project Fenix is one of only a few long-term operating projects (25 years of continuous operation) of its kind in the world. To the extent known by the QPs, operations in Salar de Atacama, Chile, and Clayton Valley, Nevada, are the only other lithium brine projects with a similar history of consistent long-term operation. Currently, most lithium brine projects are for sites still in the exploration phase, have only a few years of experience with commercial lithium production, or are not subject to disclosure requirements. Because of the 25 years of operational history, information collected during operations support the interpretations and conclusions made herein. 22.1 GEOLOGY AND RESOURCES The sedimentary evaporite and associated clastic deposits of the Western Subbasin of SdHM, which host lithium-rich brine, are characteristic of a mature salar with a halite core. Mature salars have unique hydrogeologic characteristics (high transmissivity and high degree of reservoir homogeneity) favorable to lithium brine extraction. Additionally, the Western Subbasin contains brine with a low ratio of magnesium to lithium, which is preferrable for mineral processing. The shallow (0–40 m bgs) geology at SdHM, where the measured lithium resources occur, was thoroughly characterized prior to development. Pre-development characterization in the early 1990s has been further supported by 25 years of operations at Project Fenix, installation of a brine monitoring well network in 2017, and deep characterization (up to 200 m depth) exploratory boreholes in 2000. 22.2 MINING AND MINERAL PROCESSING At SdHM, lithium mining is performed by production well pumping of lithium-rich brine. Pumping wells are a proven and reliable method for extraction of brine that has been used successfully at Project Fenix since operations began in 1997. Livent uses a unique, proprietary, mineral processing technology (selective adsorption) to extract lithium from brine and return spent brine back to the Salar. The SA process is proven and more efficient than any other commercial lithium-brine process currently in operation. 22.3 MINERAL RESOURCES AND RESERVES Current in-place lithium resources as of December 31, 2022, have been estimated for the Livent Contiguous Lease Area. A cut-off grade was not applied to this resource estimate because economic viability is not a factor that affects the amount of resource in place. Lithium reserves

 
Integral Consulting Inc. 22-2 February 21, 2023 are the economically mineable part of the lithium resource. Reserves are always a fraction of the resource because the reserve estimate accounts for dilution and process-related losses before the resource becomes a viable product (CIM 2014). Total measured (0–40 m bgs) and indicated (40–100 m bgs) resources, inclusive of reserves, are 1,328,000 Mt lithium (7,071,000 Mt LCE) (Table 11-5). The total lithium resource (0–200 m bgs), inclusive of reserves is 2,289,000 Mt lithium (12,183,000 Mt LCE). Total measured (0–40 m bgs) and indicated (40–100 m bgs) resources, exclusive of reserves, are 597,000 Mt lithium (3,180,000 Mt LCE) (Table 12-3). In addition, an inferred lithium resource (100–200 m bgs) consists of 892,000 Mt lithium (4,928,000 Mt LCE). Lithium reserves were estimated using a numerical brine reservoir model to predict future lithium grade (concentration) in produced brine using Livent’s anticipated future lithium carbonate production rates. An economic lithium grade cut-off of 218 mg/L was applied. Modeling indicates that lithium concentrations in brine produced over the next 40 years will not degrade to below 218 mg/L. As such, proven reserves are calculated to be the total lithium produced in brine feedstock provided to the SA Plant, less any process-related lithium losses (23.4%) during years 1–10. Proven reserves during years 1–10 total 153,000 Mt lithium (815,000 Mt LCE). Probable reserves, assigned to lithium resources produced in years 11–40, deducted by 23.4% for process inefficiency, are estimated at 578,000 Mt lithium (3,076,000 Mt LCE) (Table 12-2). Probable reserves account for 43% of the total measured and indicated resource and 25% of the total measured, indicated, and inferred resource. Total proven and probable reserves (731,000 Mt lithium or 3,891,000 Mt LCE) make up approximately 32% of the total resource. 22.4 INFRASTRUCTURE Project Fenix consists of various infrastructure components including roadways, an airfield, natural gas pipeline, camp facilities, brine and freshwater extraction wells and conveyance pipelines, lithium processing facilities, surface impoundments, and product packaging and storage facilities. Facility expansion projects are ongoing, and further expansion projects are in preliminary assessment phases. 22.5 ENVIRONMENTAL, PERMITTING, AND SOCIAL ISSUES Environmental baseline investigations were conducted for Project Fenix and the Los Patos Aqueduct projects. EIAs are updated biannually with data collected from ongoing monitoring programs.

 
Integral Consulting Inc. 22-3 February 21, 2023 SdHM is located in a remote, sparsely populated and hyper-arid region of the world. Freshwater resources are scarce, and flora and fauna that inhabit the region have adapted to the harsh conditions that characterize the region. Project Fenix operates under a variety of environmental and operating permits as described in detail in Section 17.3. Additional permits are obtained for facilities upgrades and expansion as required by governmental agencies. 22.5.1 Closure Facility closure is outlined in a Project Fenix Mine Closure Plan as described in Section 17.4. Current closure costs for Project Fenix based on existing infrastructure (prior to planned expansion) are estimated at $20.1 million (including contingency). Closure costs estimated at the end of mine, including all planned expansions, were incorporated into the economic analysis (Section 19). Modified closure plans to address plant expansions will be submitted in future years. 22.6 CAPITAL AND OPERATING COSTS Project Fenix is in operation and producing lithium carbonate and lithium chloride. Capital and operating costs are forecasted as a normal course of operational planning with a primary focus on short-term budgets, then mid-term (5-year plans), and lastly long-term time frames. Details on Project Fenix capital and operating costs are provided in Section 18. 22.7 ECONOMIC ANALYSIS Livent has performed financial evaluation based on a DCF approach. The modeled cash flows include all production costs; general and administrative, maintenance, initial and sustaining capital costs; taxes; government and commercial royalties/payments; and community engagement contributions. The resulting cash flows are then discounted at an after-tax discount rate of 10% to produce a net present value. Financial metrics such as internal rates of return and payback period were also calculated using the projections. A sensitivity analysis then follows by varying key assumptions to projections to understand how the financial viability of the project changes under different scenarios. In summary, financial analysis results include post-tax net present value of $6,346 million, 85% post-tax internal rate of return, payback period of 3.6 years, 40-year life-of-mine, and total initial capital expenditure of $1,518 million. See Section 19 for details on economic analysis.

 
Integral Consulting Inc. 23-1 February 21, 2023 23 RECOMMENDATIONS This section includes recommendations for future work and analysis in order to improve understanding of lithium resources and reserves. Recommendations are aimed at further developing lithium resources at the Salar, supporting project expansion projects, and improving site operations and efficiency. 23.1 RECOMMENDED WORK PROGRAMS 23.1.1 Deep Exploration Future exploration below 40 m bgs is recommended to improve confidence in deep resources. The brine reservoir must be permeable at depth for the production of lithium-bearing brine to be economically favorable. Packer testing in deep exploration boreholes indicates lithium brine production at depth is feasible, albeit at lower yields than at shallow depths for the lithologies encountered. Recommended future work at SdHM includes an exploration program to improve understanding about reservoir depth, lithium grade, and reservoir hydraulic characteristics. Future exploration should focus on at depths greater than 40 and 100 m bgs to potentially upgrade resources currently considered indicated and inferred, respectively. A deep exploration program work plan is currently in development. 23.1.2 Spent Brine Return Evaluation Since 1997, spent brine has been directed to the artificial lagoon, which has grown over the years to its current extent, which is approximately 1.5 km2. A mass balance evaluation is aimed at quantifying flows into and from the artificial lagoon and its storage capacity. To the extent known to the QPs, a detailed mass balance for the artificial lagoon has not been completed. A better understanding of the lagoon mass balance is necessary to manage future spent brine disposition. A detailed mass balance is one element of a broader evaluation into spent brine return options. An evaluation of future return options may include an adaptive management program for surface return of spent brine, mechanical evaporators, recycle technologies, injection wells, or some combination thereof. 23.1.3 Numerical Modeling Further numerical modeling work is recommended to support expanded lithium brine production and optimize well configurations and pumping rates. Additional modeling work should include validation and/or extending the calibration period to simulate a future brine elevation and quality monitoring data set. Future numerical modeling work should incorporate

 
Integral Consulting Inc. 23-2 February 21, 2023 relevant information collected during the other two recommended future work programs (deep exploration or spent brine return evaluation). Incorporating new data collected following a future deep exploration program may have the added benefit of increasing reserves.

 
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Integral Consulting Inc. 24-2 February 21, 2023 Anderson, M.P., and W.W. Woessner. 1992. Applied Groundwater Modeling, Simulation of Flow and Advective Transport. First Edition. Academic Press, San Diego, CA. Anderson, M.P., W.W. Woessner, and R.J. Hunt. 2015. Applied Groundwater Modeling, Simulation of Flow and Advective Transport. Second Edition. Academic Press, San Diego, CA. Belcher, W.R., P.E. Elliott, and A.L. Geldon. 2001. Hydraulic-Property Estimates for Use With a Transient Ground-Water Flow Model of the Death Valley Regional Ground-Water Flow System, Nevada and California. U.S. Geological Survey Water-Resources Investigations Report 01-4120, 33 pp. Bradley, D., L. Munk, H. Jochens, S. Hynek, and K. Labay. 2013. A preliminary deposit model for lithium brines. Open-File Report 2013–1006. U.S. Department of the Interior, U.S. Geological Survey, Reston, VA. Catalano, L.R., 1964. Estudio Geológico-Económico del Salar de Hombre Muerto (Puna de Atacama) (Territorio Nacional de Los Andes). Serie Argentina 4, 211 p. Buenos Aires, Ministerio de Economía de la Nación. Secretaría de Industria y Minería. Subsecretaría de Minería. CIM. 2014. CIM Standards for Mineral Resources and Mineral Reserves, Definitions and Guidelines. Canadian Institute of Mining, Metallurgy and Petroleum. May 10. Conhidro. 2012. Prospeccion geolectrica y Test de Bombeo en el Valle Fluvial del Rio Los Patos Minera del Altiplano S.A. Departamento Antofagasta de la Sierra Provincia de Catamarca. May. Conhidro. 2016. Estudio Hidrogeologico Rio Los Patos, Salar del Hombre Muerto, Provincia de Catamarca. December. Conhidro. 2017. Construcción de pozos de monitoreo y muestreo hidroquímico de salmueras del sistema acuífero, Salar del Hombre Muerto. Conhidro S.R.L., Salta, Argentina. August. Consultora Ambiental. 2002. Estudio de Impacto Ambiental y Social del Proyecto Fénix, Salar del Hombre Muerto, Provincia de Catamarca. Minera del Altiplano – FMC. D’Agnese, F.A., C.C. Faunt, K.A. Turner, and M.C. Hill. 1997. Hydrogeologic evaluation and numerical simulation of the Death Valley regional ground-water flow system, Nevada and California. U.S. Geological Survey Water-Resources Investigations Report 96- 4300. 124 pp. EC & Asociados. 2018. Estudio de Impacto Ambiental y Social Aprovechamiento de agua subterránea y conducción a Planta Fénix. Acueducto Los Patos Dpto. Antofagasta de la Sierra. Pcia. Catamarca. Elaborado para FMC Corporation. EC & Asociados. 2020. Programa de Control Ambiental. Expte. E – 17771/2001. Componente Arqueologia y Acion Social. Rev. 02. October 2020.

 
Integral Consulting Inc. 24-3 February 21, 2023 FMC. 1997. Estudio de Impacto Ambiental. Proyecto de Litio Fénix. Minera del Altiplano S.A. Salar del Hombre Muerto, Catamarca. FMC. 2000. Diagnóstico y monitoreo ambiental en el Río Trapiche (Catamarca). FMC – Minera del Altiplano S.A. Catamarca. FMC – Minera del Altiplano S.A. 2002. Estudio de Impacto Ambiental y Social del Proyecto Fénix – Salar del Hombre Muerto, Provincia de Catamarca. FMC – Minera del Altiplano S.A. Salta. Galan. 2022. Galan Lithium Ltd. https://galanlithium.com.au/. Accessed on June 21, 2022. Galan Lithium Limited. Galaxy Resources Ltd. 2021. Sal de Vida Project, Salar del Hombre Muerto, Catamarca, Argentina, NI 43-101 Technical Report. Prepared by DRA, Montgomery & Associates, and Ausenco. May 28. Guerra, K., K. Dahm, and S. Dundorf. 2011. Oil and Gas Produced Water Management and Beneficial Use in the Western United States. Prepared for Reclamation under Agreement No. A10-1541-8053-381-01-0-1. U.S. Department of the Interior, Bureau of Reclamation. September. Harbaugh, A.W., E.R. Banta, M.C. Hill, and M.G. McDonald. 2000. MODFLOW-2000, the U.S. Geological Survey Modular Ground-Water Model—User guide to modularization concepts and the ground-water flow process. U.S. Geological Survey Open-File Report 00-92. 121 pp. Houston, J., A. Butcher, P. Ehren, K. Evans, and L. Godfrey. 2011. The evaluation of brine prospects and the requirement for modifications to filing standards. Society of Economic Geologists, Inc. Economic Geology 106:1225–1239. Integral. 2016. Lithium Reserve Assessment, Salar del Hombre Muerto. Prepared for FMC Corporation. Integral Consulting Inc. October. Integral. 2018. Summary Report, Phase IA Rio Los Patos Aquifer Study. Prepared for FMC Corporation. Integral Consulting Inc. April. Integral. 2022. Draft Trapiche 2022 Groundwater Model Update. Salar del Hombre Muerto, Catamarca, Argentina. Prepared for Livent Corporation. October 28, 2022. JORC. 2012. Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. The JORC Code 2012 Ed. Available at: https://www.jorc.org/docs/JORC_code_2012.pdf. Joint Ore Reserves Committee.

 
Integral Consulting Inc. 24-4 February 21, 2023 Jordan, T.E., R.N. Alonso, and L.V. Godfrey. 1999. Tectónica, subsidencia y aguas en el Salar del Hombre Muerto, Puna, Argentina. XIV Congreso Geológico Argentino, Actas I. pp. 254– 256. Kay, S.M., B. Coira, and C. Mpodoziz. 2008. Field trip guide: Neogene evolution of the central Andean Puna plateau and southern central volcanic zone. The Geological Society of America Field Guide 13. pp. 119–183. Langevin, C.D., D.T. Thorne, Jr., A.M. Dausman, M.C. Sukop, and W. Guo. 2007. SEAWAT Version 4: A Computer Program for Simulation of Multi-Species Solute and Heat Transport. U.S. Geological Survey Techniques and Methods Book 6, Chapter A22. 39 pp. Montgomery & Associates. 2011. Inferred resource estimate for lithium and potassium Sal de Vida Project Salar Del Hombre Muerto Catamarca- Salta, Argentina Report for NI 43-101 Prepared on behalf of Lithium One Inc. April 25. Morales, M.S., D.A. Christie, R. Villalba, J. Argollo, J. Pacajes, J.S. Silva, C.A. Alvarez, J.C. Llancabure, and C.C. Soliz Gamboa. 2012. Precipitation changes in the South American Altiplano since 1300AD reconstructed by tree-rings. Clim. Past 8:653–666. Munk, L.A., S.A. Hynek, D.C. Bradley, D. Boutt, K. Labay, and H. Jochens. 2016. Lithium Brines: A Global Perspective. Society of Economic Geologists, Inc., Reviews in Economic Geology. 18:339–365. OSC. 2011. OSC Staff Notice 43-704 – Mineral Brine Projects and National Instrument 43-101 Standards of Disclosure for Mineral Projects. Ontario Securities Commission. POSCO Argentina. 2022. About Us. http://poscoargentina.com/en/about-us. Accessed on June 21, 2022. POSCO Argentina. R Development Core Team. 2009. R: A language and environment for statistical computing. http://www.R-project.org. R Foundation for Statistical Computing, Vienna, Austria. ISBN 3- 900051-07-0. Reilly, T.E., and A.W. Harbaugh. 2004. Guidelines for evaluating ground-water flow models. U.S. Geological Survey Scientific Investigations Report 2004-5038. 30 pp. USGS. 2022. Material Commodity Summary 2022 – Lithium. Available at: https://pubs.usgs.gov/periodicals/mcs2022/mcs2022-lithium.pdf. U.S. Geological Survey. Vandervoort, D.S., T.E. Jordan, P.K. Zeitler, and R.N. Alonso. 1995. Chronology of internal drainage development and uplift, southern Puna plateau, Argentine central Andes. Geology 23:145–148.

 
Integral Consulting Inc. 24-5 February 21, 2023 Vector Argentina S.A. 2007. Renovación Bianual de Estudio de Impacto Ambiental y Social, Proyecto Fenix, Provinicia de Catamarca. Preparado para Minera del Altiplano S.A., Salta, Argentina. Vector Argentina S.A., Mendoza, Argentina. Vinante, D., and R.N. Alonso. 2006. Evapofacies del Salar de Hombre Muerto, Puna Argentina: Distribucion y genesis. Revista de la Asociación Geológica Argentina 61:286–297. Warren, J.K. 1999. Evaporites: Their evolution and economics. Oxford, Blackwell. Warren, J.K. 2010. Evaporites through time: Tectonic, climatic and eustatic controls in marine and nonmarine deposits. Earth-Science Reviews 98:217–268. Watermark Computing. 2016. PEST. Model-independent parameter estimation user manual part I. 6th Edition. WMC. 1992. Evaluation of the Brine Reserves in the Salar del Hombre Muerto. Water Management Consultants. October. WMC. 1994. Evaluation of the Recoverable Reserve in the Salar del Hombre Muerto. Water Management Consultants. January. Zheng, C. 2006. MT3DMS v5.2 supplemental user’s guide. Technical report to the U.S. Army Engineer Research and Development Center. University of Alabama, Department of Geological Sciences, Tuscaloosa, AL. 24 pp. Zheng, C., and G.D. Bennett. 1995. Applied Contaminant Transport Modeling: Theory and Practice. Van Nostrand Reinhold, New York, NY.

 
Integral Consulting Inc. 25-1 February 21, 2023 25 RELIANCE ON INFORMATION PROVIDED BY THE REGISTRANT Integral’s opinions contained within this report are based in part upon information provided by registrant (Livent) which was deemed appropriate for use. The QPs relied on information provided by Livent the for subject matters outside their areas of expertise. Such information, including the report sections upon which the QPs relied on, provided by Livent includes: • Mineral rights, ownership, and royalty status of Livent’s and its neighbors’ claims at SdHM (Section 3) • Legal and governmental factors related to operations at Project Fenix (Section 17) • Operating and capital costs (Section 18) • Forward-looking economic analyses (Section 19). In preparation of this report, Integral relied upon third-party information, including but not limited to published literature, technical reports prepared by other parties (including Livent’s prior consultants and contractors), laboratory analyses performed by Livent and commercial laboratories, and operational data supplied by Livent.

 
Integral Consulting Inc. 26-1 February 21, 2023 26 SIGNATURE PAGE Sean Kosinski, P.Hg. William Cutler, Ph.D., P.G.