v3.26.1
Equity Method Investment in Smackover Lithium
6 Months Ended
Jun. 30, 2026
Equity Method Investment in Smackover Lithium  
Equity Method Investment in Smackover Lithium
4.
Equity Method Investment in Smackover Lithium

On May 7, 2024, the Company and Equinor TDI Holdings LLC ("Equinor"), a Delaware limited liability company, entered into a membership interest purchase and sale agreement (the "Agreement"), in which Equinor acquired interests in two former Standard Lithium wholly-owned subsidiaries, one of which holds the resource development project in southwest Arkansas ("South West Arkansas Project") and the other holds prospective lithium brine areas within the Smackover Formation in East Texas (the "East Texas Properties"). The South West Arkansas Project is held through SWA Lithium Financing, LLC and its subsidiary SWA Lithium LLC ("SWA Lithium"), and the East Texas Properties are held through Texas

Lithium Financing, LLC ("Texas Lithium"). Each entity forms part of Smackover Lithium ("Smackover Lithium"), the Company's joint venture with Equinor.

Pursuant to the terms of the Agreement, Equinor acquired a 45% interest in each of the former subsidiaries, and the Company retained a 55% interest for an initial cash payment of $30.0 million to the Company and the commitment to invest an additional $130.0 million as follows:

Equinor solely funded the first $40.0 million and $20.0 million of development costs for SWA Lithium and Texas Lithium, respectively. Additional capital expenditures are funded on a pro-rata basis; and
Standard Lithium will receive milestone payments of $40.0 million associated with SWA Lithium and $30.0 million associated with Texas Lithium subject to final investment decisions ("FID") being made by January 1, 2027 and January 1, 2029, respectively.

Changes in the Company's investment in Smackover Lithium for the six months ended June 30, 2026 are summarized as follows (in thousands):

 

 

SWA
Lithium

 

 

Texas
Lithium

 

 

Total

 

Balance at December 31, 2025

 

$

105,165

 

 

$

63,703

 

 

$

168,868

 

Capital contributions

 

 

15,125

 

 

 

12,100

 

 

 

27,225

 

Loss from investment in Smackover Lithium

 

 

(2,533

)

 

 

(447

)

 

 

(2,980

)

Balance at June 30, 2026

 

$

117,757

 

 

$

75,356

 

 

$

193,113

 

Summarized financial information for the Company's interest in the Smackover Lithium entities on a 100% basis for the three months ended June 30, 2026 are (in thousands):

 

 

SWA
Lithium

 

 

Texas
Lithium

 

 

Total

 

Net loss

 

$

2,243

 

 

$

442

 

 

$

2,685

 

Company’s share of net loss

 

$

1,234

 

 

$

244

 

 

$

1,478

 

Summarized financial information for the Company's interest in the Smackover Lithium entities on a 100% basis for the six months ended June 30, 2026 are (in thousands):

 

SWA
Lithium

 

 

Texas
Lithium

 

 

Total

 

Net loss

 

$

4,606

 

 

$

812

 

 

$

5,418

 

Company’s share of net loss

 

$

2,533

 

 

$

447

 

 

$

2,980

 

Summarized financial information for the Company's interest in the Smackover Lithium entities on a 100% basis for the three months ended June 30, 2025 are (in thousands):

 

 

SWA
Lithium

 

 

Texas
Lithium

 

 

Total

 

Net loss

 

$

1,855

 

 

$

435

 

 

$

2,290

 

Company’s share of net loss

 

$

1,020

 

 

$

240

 

 

$

1,260

 

 

Summarized financial information for the Company's interest in the Smackover Lithium entities on a 100% basis for the six months ended June 30, 2025 are (in thousands):

 

SWA
Lithium

 

 

Texas
Lithium

 

 

Total

 

Net loss

 

$

3,362

 

 

$

718

 

 

$

4,080

 

Company’s share of net loss

 

$

1,849

 

 

$

395

 

 

$

2,244

 

The carrying amount of the Company's investment in the Smackover Lithium entities on a 100% basis as of June 30, 2026 is as follows (in thousands):

 

SWA
Lithium

 

 

Texas
Lithium

 

 

Total

 

Current assets

 

$

21,120

 

 

$

15,346

 

 

$

36,466

 

Non-current assets

 

 

96,525

 

 

 

82,084

 

 

 

178,609

 

Total assets

 

 

117,645

 

 

 

97,430

 

 

 

215,075

 

Current liabilities

 

 

6,155

 

 

 

5,518

 

 

 

11,673

 

Total liabilities

 

 

6,155

 

 

 

5,518

 

 

 

11,673

 

Net assets

 

$

111,490

 

 

$

91,912

 

 

$

203,402

 

Company’s share of Smackover Lithium

 

 

61,320

 

 

 

50,552

 

 

 

111,872

 

Adjustments to the Company’s share of net assets(1)

 

 

56,437

 

 

 

24,804

 

 

 

81,241

 

Carrying amount of investment in Smackover Lithium

 

$

117,757

 

 

$

75,356

 

 

$

193,113

 

 

(1)
Adjustments to the Company's share of net assets include the impact of the initial fair value measurement on May 7, 2024 and the impact of Equinor solely funding $40.0 million and $20.0 million of capital contributions in SWA Lithium and Texas Lithium, respectively.

The carrying amount of the Company's investment in the Smackover Lithium entities on a 100% basis as of December 31, 2025 is as follows (in thousands):

 

 

SWA
Lithium

 

 

Texas
Lithium

 

 

Total

 

Current assets

 

$

12,741

 

 

$

10,989

 

 

$

23,730

 

Non-current assets

 

 

82,994

 

 

 

64,392

 

 

 

147,386

 

Total assets

 

 

95,735

 

 

 

75,381

 

 

 

171,116

 

Current liabilities

 

 

7,139

 

 

 

4,656

 

 

 

11,795

 

Total liabilities

 

 

7,139

 

 

 

4,656

 

 

 

11,795

 

Net assets

 

$

88,596

 

 

$

70,725

 

 

$

159,321

 

Company’s share of Smackover Lithium

 

 

48,728

 

 

 

38,899

 

 

 

87,627

 

Adjustments to the Company’s share of net assets(1)

 

 

56,437

 

 

 

24,804

 

 

 

81,241

 

Carrying amount of investment in Smackover Lithium

 

$

105,165

 

 

$

63,703

 

 

$

168,868

 

 

(1)
Adjustments to the Company's share of net assets include the impact of the initial fair value measurement on May 7, 2024 and the impact of Equinor solely funding $40.0 million and $20.0 million of capital contributions in SWA Lithium and Texas Lithium, respectively.

South West Arkansas Project

The South West Arkansas Project is maintained pursuant to an option agreement dated December 29, 2017, between TETRA Technologies Inc. ("TETRA") and the Company (the "TETRA Option Agreement"). Pursuant to the TETRA Option

Agreement, the Company acquired certain rights to conduct brine exploration and production and for lithium extraction activities in Arkansas.

On October 31, 2023, the aforementioned option was exercised to acquire brine production rights for the exploration and production of lithium, for the South West Arkansas Project, subject to a 2.5% royalty on gross revenue following the commencement of commercial production.

In October 2025, Front-End Engineering Design ("FEED") and a Definitive Feasibility Study ("DFS") were completed for the South West Arkansas Project.

 

On March 9, 2026, Smackover Lithium entered into a binding take-or-pay offtake agreement with Trafigura Trading LLC ("Trafigura") for the purchase by Trafigura of battery-quality lithium carbonate to be produced from the South West Arkansas Project (the "Trafigura Offtake Agreement"). Under the terms of the Trafigura Offtake Agreement, Smackover Lithium will supply Trafigura with 8,000 metric tons per year of battery-quality lithium carbonate over a 10-year period, beginning at the start of commercial production. Terms of the agreement are structured to support the anticipated financing for the South West Arkansas Project.

In May 2026, Smackover Lithium also awarded a key engineering, procurement and construction management contract for the South West Arkansas Project to Wood Group USA Inc. in connection with its well fields, and a key engineering, procurement, construction and commissioning contract to S&B Engineers and Constructors for the central processing facility at the South West Arkansas Project.

East Texas Properties

The East Texas Properties include leases for certain properties in East Texas that are prospective for lithium brine development.

On September 24, 2025, Smackover Lithium reported a maiden inferred mineral resource estimate for the Franklin project located within the East Texas Properties (the "Franklin Project"). The Franklin Project represents the initial project of Smackover Lithium's broader East Texas development strategy.

The Company continues to evaluate additional mineral leasehold acquisitions and to advance exploration and development activities within the East Texas Properties through its joint venture arrangements.