Calix and PLS are pleased to provide an update on the Mid-Stream Demonstration Plant Project (the Project), announcing that PLS and Calix have entered into a binding term sheet, under which PLS will acquire Calix’s ownership interest in the existing Demonstration Plant joint venture and will revise the commercialisation framework for the global application in primary1 lithium processing.
Highlights
- The strategic rationale for the Project remains unchanged, with both PLS and Calix committed to the long-term commercialisation of the underlying technology for the global primary lithium market.
- PLS will pay Calix A$11.4M in cash, repaying Calix’s net capital contribution to the Project to date.
- PLS will assume full ownership, funding and operational responsibility for the Demonstration Plant, aligning ownership, capital commitment and operational control. The parties will terminate the existing Project joint venture agreement and all related transaction documentation.
- Calix will grant PLS a perpetual royalty-free licence for the use of the Calix calciner technology and associated intellectual property (Calix IP) in all primary lithium processing applications at plants PLS owns or has a joint venture interest in (the PLS Licence).
- Both Calix and PLS can jointly or independently licence the Calix IP to third parties for primary lithium processing applications. The parties will share royalties from third party licensing based on a revised split of 80% to PLS and 20% to Calix, reflecting PLS assuming full funding and operational responsibility for the Demonstration Plant.
- Calix will continue to provide and be paid for technical support to the Demonstration Plant under a technical services agreement.
- Completion of the restructure will be subject to execution of final transaction documents.
The restructure reflects the evolution of the Project and lithium market, and is intended to simplify governance, align capital and risk, improve execution certainty and support the continued advancement and commercialisation of the technology.
Restructure increases operational flexibility for PLS
Following completion of the transaction, PLS will hold 100% ownership and operational control of the Demonstration Plant.
This consolidation of ownership is expected to provide PLS with greater operational flexibility and streamlined decision-making to manage the Demonstration Plant alongside its broader Pilgangoora Operation and respond efficiently to site-level operational requirements, customer engagement and market conditions.
Calix will retain all intellectual property relating to its core technology, including all future improvements, which it will provide to PLS under the PLS Licence, enabling PLS to use the calciner technology to operate the Demonstration Plant and any future commercial plants PLS owns or has a joint venture interest in. Intellectual property created by the Project that is outside of the Calix IP will be owned by PLS. Accordingly, PLS will secure long-term certainty of access to potentially critical mid-stream processing technology, supporting disciplined capital allocation and execution as the Project progresses.
Capital recycling and capital-light deployment for Calix
For Calix, the transaction removes ongoing funding requirements and execution exposure associated with the Demonstration Plant. The restructure realigns the commercialisation of the Calix technology for the lithium market with Calix’s long-term capital-light licensing business model. Net capital invested by Calix in the Project to date will be repaid to Calix via the A$11.4M purchase price, enabling disciplined capital allocation that accelerates the application of Calix’s technology in other target markets and commercial growth.
Calix will provide engineering and other paid technical services to PLS under a technical services agreement. The parties will share data and other knowledge to support the continued development of the Calix calciner technology.
Future upside, collaboration and next steps
Calix and PLS’ strategic objective to commercialise the technology for broad application in primary lithium processing remains unchanged.
The revised commercialisation framework provides a clear and aligned basis for the pursuit of commercialisation opportunities. The revised royalty split of 80% PLS and 20% Calix, previously 55% PLS and 45% Calix, from technology licensing to third parties in the primary lithium industry recognises PLS’ upfront and ongoing investment to demonstrate the technology.
PLS intends to provide an update regarding commissioning of the Demonstration Plant in the coming months. The commercial demonstration of the technology is intended to facilitate its deployment as an industry-wide solution. It is also expected to be an important part of the commercialisation of the Calix technology for other mineral and metal processing applications. Calix continues to provide paid customer testing via pilot-scale facilities at the Calix Technology Centre to prospective third parties in support of a growing technology licensing customer pipeline.
The term sheet is binding. Completion of the restructure is subject to the parties executing final transaction documents. Either party can terminate the term sheet if the parties have not executed final transaction documents by 17 April 2026.
Calix Managing Director and CEO, Phil Hodgson, said:
“We look forward to continuing our partnership with PLS to realise the potential of the technology to capture more value from domestic critical mineral resources and to significantly reduce the carbon intensity of battery materials.
The new partnership structure enables Calix to release material capital from the Mid-Stream Project and more strongly aligns with Calix’s capital-light commercialisation strategy. The simplified operational structure for the Project aims to expedite the commissioning and operations of the Demonstration plant. In turn, a successful demonstration of our first, full scale electric calciner can help accelerate the deployment of the Calix platform technology across all our target markets.”
PLS Managing Director and CEO, Dale Henderson, said:
“The acquisition of Calix’s interest of the Demonstration Plant joint venture reflects a sensible evolution of the project to enable operational flexibility while preserving our original joint strategic intent.
By consolidating ownership and operational control, PLS gains the execution certainty and flexibility required to efficiently optimise the Demonstration Plant alongside our broader Pilgangoora Operation, while continuing to work in partnership with Calix to advance and commercialise the technology. We remain positive on the long-term potential of the midstream concept and its role in onshoring value-added processing of lithium materials.”
[1] Primary lithium processing refers to applications for the extraction of lithium from raw ore. It excludes processes such as lithium recycling and battery cathode manufacturing.
