LibertyStream Signs Term Sheet for Up to US$95 Million in Project Financing

LibertyStream Infrastructure Partners Inc. (LIB) announced on September 3, 2026, that it executed a non-binding term sheet with Endurance Finance Partners Ltd. for a proposed financing framework of up to US$95 million. The framework includes a delayed-draw senior secured construction credit facility to fund the construction of Freedom 1 and Freedom 2.

Key terms of the proposed facility include:

• Initial facility size: US$45 million
• Total framework limit: US$95 million, with additional future-site financing provided on a site-by-site basis
• Interest rate: 12.25% per annum
• Maturity: Five years following execution of definitive agreements
• Drawdowns: Against independently certified construction milestones
• Warrants: Up to 10% of the initial US$45 million facility upon initial funding, exercisable for seven years, with the final number to be determined in definitive agreements

The release also notes that the term sheet includes fees and minimum-return protections, though these were not quantified. The announcement is explicitly non-binding and conditional on confirmatory due diligence, internal investment and credit approvals, definitive agreements, a company investment commitment, project agreements, and corporate and regulatory approvals. The parties expect to use commercially reasonable efforts to enter definitive agreements within 45 days, but there is no assurance the facility will close on these terms or at all.

Libertystream Infrastructure Partners Inc. (LIB) issued a financing-type release today, disclosing no new production or financial results. The company outlined a proposed initial US$45 million financing facility intended to cover both Freedom 1 and Freedom 2 projects, a scope broader than the estimated total capital investment of approximately $37 million for the first 1,000-tonne-per-annum commercial facility disclosed in the latest MD&A.

The proposed framework addresses the company’s pre-revenue status and a going-concern flag. As of March 31, 2026, cash stood at $7.15 million, working capital was $3.71 million, and operating cash flow was negative $4.76 million for Q1 2026. A direct lender has signed a non-binding term sheet following due-diligence engagement, a move viewed as an external validation signal, though the capital is not yet committed. The structure includes drawdowns tied to independently certified construction milestones to mitigate execution risk.

However, the term sheet remains non-binding, and definitive agreements may not be signed. Closing is subject to multiple conditions, including the completion of an undisclosed “investment commitment” that may require a substantial equity contribution or other capital not described in the release. The cost of capital is high, carrying a 12.25% annual interest rate plus warrants equal to up to 10% of the initial US$45 million facility, with seven-year exercise terms, implying potential dilution and higher debt service. Senior secured debt could encumber assets and rank ahead of existing obligations. The release did not state the total financing cost, fees, minimum-return protections, or final warrant strike price, as these terms remain to be negotiated.

Management had previously highlighted financing as essential. While this new framework is incremental and important, the counterparty and structure appear new rather than a routine follow-up to an already-announced facility. Because funding is not yet committed, the company has not removed the going-concern uncertainty. The news is considered material and positive as it offers a potential path to fund the flagship commercial build-out, but it is not yet a definitive financing closing.

LibertyStream Infrastructure Partners Inc. (LIB) is a pre-revenue lithium development and technology company aiming to become one of North America’s first commercial producers of lithium carbonate from oilfield brine. The company’s core business relies on proprietary direct lithium extraction, or DLE, technology deployed into existing oil and gas produced-water infrastructure, coupled with integrated refining to produce technical-grade and battery-grade lithium carbonate. Its geographic focus centers on the Permian and Delaware Basins in Texas, as well as the Bakken in North Dakota.

The company’s flagship project, Freedom 1, is the first 1,000-tonne-per-annum lithium carbonate facility, located at Select Water Solutions’ Howard County, Texas site. Commissioning is targeted for December 2026. Freedom 2, a second 1,000-tonne-per-annum facility, is targeted for commissioning on or before June 2027. The broader Select agreement includes a Stage 3 expansion beginning July 2027, which will involve at least two additional facilities. Additionally, the existing Freedom Launchpad/Gen 6 system serves as a production, qualification, and training platform; it has produced battery-grade lithium carbonate and supported the company’s first definitive offtake agreement.

Key commercial arrangements include a first definitive lithium carbonate offtake agreement for 600 tonnes per year beginning in 2027, representing 60% of Freedom 1’s 1,000-tonne design basis. Pricing is fixed for the first two years. A royalty is payable to Select Water Solutions in exchange for water-treatment expertise, pipeline infrastructure, and produced-water pretreatment.