Loop Industries' India JV Signs Land Deal for Infinite Loop™ Facility

Rhea-AI Filing Summary

Loop Industries reported that its 50%-owned India joint venture, Ester Loop Infinite Technologies Private Limited, entered an agreement to acquire approximately 93 acres in Gujarat, India for development of an Infinite Loop™ manufacturing facility. The sellers will consolidate parcels, obtain governmental approvals, and construct a bituminous access road before transferring clear, marketable title to the India JV. The sellers must complete acquisition, consolidation, approvals, and title transfer within five months of the agreement unless the India JV elects to extend.

The purchase price is 9,072,000 Indian rupees per acre (approximately US $103,720 per acre), paid partly as advance payments secured by equitable mortgages with the balance due on transfer of title. The agreement contains customary representations, warranties, covenants, termination rights, and the India JV’s rights to reject parcels lacking approvals or to terminate and obtain refunds if parcels are not contiguous or other specified defaults occur.

Positive

• Secures site control for manufacturing: Agreement covers ~93 acres intended for an Infinite Loop™ facility, enabling local expansion.
• Clear contractual protections: Sellers must deliver marketable title, approvals, and an access road; JV can reject parcels lacking approvals.
• Defined pricing: Purchase price specified at 9,072,000 INR (~US$103,720) per acre, with advance payments secured by equitable mortgages.
• Termination and refund rights: JV entitled to refunds and termination if parcels are non-contiguous or specified defaults occur.

Negative

• Execution contingent on sellers: Transfer depends on sellers obtaining approvals, consolidating title, and completing construction within five months.
• Timing risk: Five-month completion window (extendable at JV discretion) creates uncertainty around when the JV will obtain title and can begin construction.

Insights

M&A Specialist

TL;DR: The JV secured preliminary land rights for a new manufacturing site with structured protections and conditional transfer within five months.

The agreement is structured to mitigate title and regulatory risk: sellers must deliver consolidated, approved, and marketable title and construct an access road prior to transfer, with advance payments secured by equitable mortgages. The per-acre price is explicitly stated at 9,072,000 INR (~US$103,720), and the contract includes termination and refund rights if parcels are non-contiguous or approvals are not obtained. These contractual protections are standard and reduce execution risk, but completion remains contingent on prescribed seller actions within a five-month window.

Industry Specialist (Plastics/Recycling Manufacturing)

TL;DR: Acquiring ~93 acres in Gujarat enables site development for an Infinite Loop™ facility, advancing local manufacturing capability.

The location and parcel size (approximately 93 acres) indicate planning for a sizable manufacturing footprint. Requiring sellers to build a bituminous access road and secure governmental approvals before transfer helps ensure site readiness. The agreement’s conditionality preserves the JV’s flexibility to reject unsuitable parcels, which is important for operational and permitting timelines. Material execution steps remain with the sellers, so near-term development milestones will depend on their performance and timing.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

August 13, 2025

LOOP INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-38301		27-2094706
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

480 Fernand-Poitras

Terrebonne, Quebec, Canada, J6Y 1Y4

(Address of principal executive offices, including zip code)

(450) 951-8555

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	LOOP	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On August 13, 2025, Ester Loop Infinite Technologies Private Limited (the “India JV”), a joint venture in which Loop Industries, Inc. holds a 50% interest, entered into an agreement with certain landowners and confirming parties (collectively, the “Sellers”) for the acquisition of approximately 93 acres of land in Gujarat, India (the “Project Land”). The Project Land is intended for the development, construction, and operation of an Infinite Loop™ manufacturing facility by the India JV.

Under the agreement, the Sellers will consolidate, acquire, and deliver clear, marketable title to the Project Land, obtain necessary governmental approvals, and construct a bituminous access road to the site. Upon satisfaction of these conditions, the Sellers will transfer the Project Land to the India JV. The Sellers are required to complete the acquisition, consolidation, transfer of title, and receipt of all necessary approvals within five months from the execution date of the agreement, unless extended by the India JV in its sole discretion.

The total purchase price is 9,072,000 Indian rupees (approximately US $103,720) per acre, payable in part as advance payments secured by equitable mortgages over specified land parcels, with the balance payable upon transfer of title. The agreement includes customary representations, warranties, covenants, and termination rights, including the India JV’s right to reject any land parcel that lacks necessary approvals, to terminate the agreement and be refunded all amounts paid under the agreement if the land parcels provided by the Sellers are not contiguous or if other specified events of default occur.

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	LOOP INDUSTRIES, INC.
Date: August 19, 2025	By:	/s/ Nicolas Lafond
		Nicolas Lafond
		Interim Chief Financial Officer

FAQ

What property did LOOP's India JV agree to acquire?

The India JV agreed to acquire approximately 93 acres of land in Gujarat, India for development of an Infinite Loop™ manufacturing facility.

How much will the land cost per acre in the LOOP India agreement?

The purchase price is 9,072,000 Indian rupees per acre, approximately US $103,720 per acre.

What conditions must be met before the land transfers to the India JV?

Sellers must consolidate parcels, obtain necessary governmental approvals, deliver clear marketable title, and construct a bituminous access road before transfer.

What is the timeline for completion of the land acquisition?

Sellers are required to complete acquisition, consolidation, approvals, and transfer of title within five months from the agreement date, unless the India JV extends the period.

Does the India JV have protections if the sellers fail to meet requirements?

Yes. The agreement includes customary representations, warranties, covenants, termination rights, rights to reject parcels lacking approvals, and refund rights if parcels are not contiguous or specified defaults occur.