US Elemental: Securing the Future of American Lithium

A significant shift in the American battery metals landscape is underway as one of the largest lithium resources in the United States prepares for a public debut. HiTech Minerals, a subsidiary of the Australian firm Jindalee Lithium, has entered into a definitive business combination agreement with Constellation Acquisition Corp. I, a special purpose acquisition company (SPAC) supported by Antarctica Capital.

The merger, finalised on April 9, 2026, will result in the formation of a new entity named US Elemental. This new company is slated to list on the Nasdaq stock exchange under the ticker symbol “ULIT.” The transaction carries an implied value of US$571m and represents a strategic move to transition a massive domestic resource into the hands of US-based investors.

Strategic transition to US markets

Under the terms of the agreement, Jindalee Lithium will roll over its entire interest in HiTech Minerals. Following the completion of the deal, Jindalee is projected to maintain a dominant stake of approximately 80% or more in US Elemental. This structural change is designed to align the company’s interests more closely with American national priorities regarding the domestic supply of critical minerals.

The move to a US listing has been in development since last September. By listing on the Nasdaq, the company intends to bridge the gap between its Australian roots and the American capital markets that are increasingly focused on the EV supply chain. The transaction is expected to close during the second half of 2026, pending the necessary approvals from regulators and shareholders.

Unlocking the McDermitt deposit

The centerpiece of this merger is the McDermitt project, located in Oregon near the Nevada border. This asset is recognised as one of the premier lithium development projects in the country. With a total resource of 21.5 million tonnes in lithium carbonate equivalent (LCE), the site is estimated to support a massive project life of 63 years.

Jindalee chief executive officer Ian Rodger stated that the creation of US Elemental would help “unlock the potential” of its lithium assets. According to a 2024 pre-feasibility study, the proposed mine features an estimated US$3.2bn net present value (at an 8% discount rate) after tax, with an internal rate of return of 17.9%. During its first decade of operation, the facility is expected to produce roughly 47,500 tonnes per year.

National priority and fast-track permitting

The timing of the merger coincides with heightened concerns over the domestic availability of battery-grade minerals. Recognising the project’s significance, the US government last year included McDermitt in its FAST-41 initiative, a program designed to accelerate the permitting process for essential resource developments.

“The transaction is expected to position the company to access the capital and strategic partnerships needed to advance development,” Ian said.

Chandra Patel, chairman and CEO of Constellation and managing partner of Antarctica Capital, emphasised the importance of the project's scale. “Demand for battery materials continues to grow and there is increasing emphasis on developing domestic sources of supply. The McDermitt project, combined with the team’s experience and the scale of the resource, creates a strong platform for long-term growth,” Chandra says.

Financial structure and market conditions

The merger involves a complex two-step structure where SPAC shares are exchanged for PubCo shares, ultimately making HiTech a wholly owned subsidiary of US Elemental. To ensure the deal’s success, Constellation has secured various support agreements, including lock-up periods and voting commitments from major Jindalee shareholders.

To support immediate liquidity, an affiliate of the Sponsor provided US$1.55m in convertible preferred funding and a US$2.5m Private Investment in Public Equity (PIPE) commitment. US Elemental is also contemplating an additional capital raise of US$20m to US$30m to advance its portfolio, which includes the Clayton North project in Nevada alongside McDermitt.

This deal emerges during a period of renewed momentum for the lithium sector. Battery metal prices have surged by nearly 40% this year, driven by mine disruptions and an export ban on raw lithium by Zimbabwe. Following the announcement, Jindalee’s stock rose 2% in Australia, while Constellation’s shares saw a significant jump of two-thirds in New York trading. The finalised merger remains subject to a US$14m minimum cash condition at closing.