v3.26.1
Licensing Agreements with Related Parties
12 Months Ended
Mar. 31, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Licensing Agreements with Related Parties
12.
Licensing Agreements with Related Parties

The Company is party to two licensing agreements (collectively, the "Ensorica Licensing Agreements") with Ensorcia Metals Corporation, a British Virgin Islands corporation, and entities it controls: (i) a licensing agreement dated November 7, 2018, with Sorcia Minerals LLC, covering Chile, and (ii) a licensing agreement dated November 20, 2018, with Ensorica Argentina LLC, covering Argentina. Each agreement, as amended, grants the respective licensee an exclusive license to use the Company's technology within the applicable territory. Under each agreement, the Company is irrevocably appointed as the exclusive provider of technology, systems, equipment, and related services within the applicable territory. As consideration, each agreement provides the Company with a 6% royalty based on the Netback Sales Price (as defined therein) and a 10% participation interest in each project, as defined under the Ensorcia Licensing Agreements. We have the right to terminate either agreement if the first extraction system in the applicable territory is not installed and operational by December 31, 2028. The Ensorcia Licensing Agreements include other customary terms and conditions. The counterparties to these agreements are controlled by Daniel Layton, who also controls Ensorcia Metals Corporation, a holder of more than 5% of the Company's outstanding Common Shares.

The Company is party to a licensing agreement, dated March 30, 2023, with Entec LLC, a Delaware limited liability company (the “Entec Licensing Agreement”). The Entec Licensing Agreement grants Entec, a non-exclusive, world-wide license (excluding Argentina and Chile) to the Company's patents, trade secrets, and other proprietary rights solely for the extraction of lithium salts from brine and for the sale of products derived therefrom. For the first project, Entec has agreed to provide the Company with a royalty equal to 6% of the Netback Sales Price (as defined therein) and to grant the Company a 10% participation interest in the project, with subsequent projects subject to comparable or more favorable terms. . Entec may sub-license to its affiliates without the Company's prior consent but requires the Company's written consent for any other sublicense. Entec is also controlled by Mr. Layton.