Financial Highlights - TMC secured a $37 million Registered Direct Offering (RDO) to fund operations beyond potential commercial recovery permit issuance[5, 6] - TMC's liquidity, including cash and borrowing capacity, was $44 million as of March 31, 2025, and $81 million pro forma for the RDO[101] - In Q1 2025, Exploration and evaluation expenses were $9.5 million, compared to $18.1 million in Q1 2024[108] - Net loss for Q1 2025 was $20.6 million, a decrease from $25.2 million in Q1 2024[108] Regulatory and Operational Updates - TMC USA filed the world's first commercial recovery permit application and two exploration license applications under existing U S seabed mining code[10] - NOAA is reviewing TMC USA applications under the Deep Seabed Hard Mineral Resources Act (DSHMRA)[14] - President Trump's Executive Order of April 24, 2025, supports America's leadership in the offshore minerals industry and directs expedited permitting under DSHMRA[19] Resource and Environmental Considerations - TMC USA's application area contains 1635 billion wet tonnes of nodule resource, including 155 Mt of Nickel, 128 Mt of Copper, 20 Mt of Cobalt and 345 Mt of Manganese[14] - The company's Environmental Impact Statement (EIS) addresses six primary concerns, with encouraging results on seafloor plumes, midwater plumes, noise, biodiversity loss, carbon disturbance, and habitat destruction[83, 84, 85, 87, 92, 93] - Nodule collection in the CCZ could change the habitat of 018% of the seafloor at most, with life returning to the test area after one year[93] Strategic Positioning - Polymetallic nodules contain four critical metals, with contained value percentages of 28% Nickel, 11% Copper, 43% Manganese, and 18% Cobalt[36] - Access to a billion tonnes of nodules could supply 456 years of U S Manganese consumption, 165 years of Cobalt, 81 years of Nickel, and 4 years of Copper[49, 50]

TMC the metals company (TMC) Q1 2025 Earnings Call May 14, 2025 04:30 PM ET Company Participants Craig Shesky - CFOGerard Baron - Chairman and CEOJake Sekelsky - Managing Director and Head of Metals & Mining Research Conference Call Participants Matthew O'Keefe - AnalystDmitry Silversteyn - Senior Research Analyst Operator be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker, Dave Krabzewski, Chief Financial Officer. Please go ahead, sir. Craig S ...

Financial Data and Key Metrics Changes - TMC reported a net loss of approximately $20.6 million or $0.06 per share in Q1 2025, compared to a net loss of $25.2 million or $0.08 per share for the same period in 2024 [37] - Exploration and evaluation expenses for Q1 2025 were $9.5 million, down from $18.1 million in 2024, attributed to lower mining and technological costs [37] - General and administrative expenses increased to $8.5 million in Q1 2025 from $6.6 million in the comparative quarter due to higher share-based compensation [37] - Net cash used in operating activities was $9.3 million in Q1 2025, compared to $11.8 million in 2024, reflecting reduced cash outflows [38] - TMC's liquidity, including cash and borrowing capacity, stood at about $44 million as of March 31, 2025, or $81 million pro forma after a recent direct offering [38] Business Line Data and Key Metrics Changes - The company achieved significant milestones in regulatory applications, including the submission of the world's first application for a commercial recovery permit for deep-sea minerals [11][12] - The company expects to complete its Pre-Feasibility Study (PFS) for the commercial recovery area in the next quarter, which will provide new assumptions based on the U.S. permitting strategy [11][31] Market Data and Key Metrics Changes - The U.S. government has shown increased support for deep-sea mining, with recent executive orders aimed at expediting the permitting process and enhancing domestic supply chains for critical minerals [14][17] - The company estimates that its exploration license areas contain over 1.6 billion tons of nodules, with significant quantities of nickel, copper, cobalt, and manganese, which are critical for various industries [13] Company Strategy and Development Direction - TMC is focused on establishing a clear regulatory pathway for deep-sea mining, which is expected to enhance shareholder value and attract investment [5][15] - The company plans to explore alternative financing sources, including U.S. government departments and strategic partners, to prepare for commercial production [10] - TMC aims to maintain a capital-light approach by leveraging partnerships with existing facilities and minimizing upfront capital expenditures [30][34] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the regulatory clarity achieved and the potential for significant job creation and economic impact from deep-sea mining [14][19] - The company is encouraged by the level of professionalism and urgency from U.S. agencies regarding the permitting process, which is expected to facilitate timely commercial operations [16][17] - Management highlighted the importance of the U.S. leading in deep-sea mining to secure critical mineral supply chains and reduce reliance on foreign sources [19][24] Other Important Information - TMC has engaged in extensive consultations with NOAA and other U.S. agencies to ensure compliance with regulatory requirements and expedite the review process [12][16] - The company has a strong commitment to environmental research and has invested over $200 million in cumulative environmental spending [30] Q&A Session Summary Question: Can you provide more details on the exploration ground and its potential? - Management confirmed that the additional area applied for is complementary to existing concessions and is not claimed by any other sovereign [45][49] Question: What is the expected timeline for the application review process? - Management indicated that they expect to receive feedback from NOAA soon and are in regular contact with the authority [52][53] Question: Are there plans to go downstream in processing? - Management acknowledged the potential for downstream processing and is exploring partnerships while ensuring capital-light operations [59][62] Question: What funding opportunities are being pursued with the U.S. government? - Management is exploring various financial assistance options, including loans and grants, as part of a comprehensive approach to funding [70][71] Question: How will overlapping licenses work with ISA? - Management clarified that TMC is applying only under U.S. regulations and will not apply to ISA for a collection license [76][82] Question: Will there be issues selling metals to ISA member states? - Management does not foresee any issues with potential customers purchasing metals, emphasizing the growing demand for these resources [83]

Exploration and Permitting - The company submitted applications for two exploration licenses and one commercial recovery permit covering a total area of 199,895 square kilometers, estimated to hold approximately 1.635 billion wet tonnes of mineral resources, including 15.5 million tonnes of nickel, 12.8 million tonnes of copper, 2.0 million tonnes of cobalt, and 345 million tonnes of manganese [98][99][109]. - An Executive Order was signed to expedite permitting under the DSHMRA, aiming to create a robust domestic supply for critical minerals derived from seabed resources [110]. - The company has submitted three applications to NOAA, including two for exploration licenses and one for a commercial recovery permit, which are currently under review [118][121]. - NOAA has issued exploration licenses over four areas, with two currently active, but no commercial recovery permits have been issued to date [120][123]. - The company is currently analyzing the complex regulatory system under DSHMRA, which may impact its development plans [208]. - The company has submitted applications to NOAA for commercial recovery permits, which are currently under review and may face delays [207]. Financial Performance - The company reported a net loss of approximately $20.6 million for the three months ended March 31, 2025, a decrease of 18% compared to a net loss of $25.2 million in the same period of 2024 [132][144]. - Exploration and evaluation expenses decreased to $9.5 million in Q1 2025 from $18.1 million in Q1 2024, primarily due to reduced costs in mining and technological development [143][145]. - General and administrative expenses increased to $8.5 million in Q1 2025 from $6.6 million in Q1 2024, mainly due to a rise in share-based compensation [143][146]. - The company has an accumulated deficit of approximately $652.0 million from inception through March 31, 2025 [132]. - The change in fair value of warrants liability increased by 48% during the three months ended March 31, 2025, reflecting a rise in the price of public warrants and the company's shares [143][147]. - The company has not yet generated any revenue from its operations and is in the exploration stage, with significant expenses and operating losses expected for the foreseeable future [151][152]. Financing Activities - The company entered into a credit facility amendment increasing the borrowing limit to $44 million and extending the maturity to June 30, 2026 [105]. - The company announced a registered direct offering for $37 million, selling 12,333,333 common shares at $3.00 per share, with accompanying Class C warrants [112]. - The company sold 3,251,590 Common Shares for gross proceeds of $4.9 million in 2024 under the At-the-Market Equity Distribution Agreement [156]. - On November 14, 2024, the company entered into a securities purchase agreement for the sale of 17,500,000 common shares at $1.00 per share, receiving gross proceeds of $14.9 million [163]. - The company expects to incur significant expenses as it advances its application for exploration licenses and a commercial recovery permit [152]. - The company is seeking additional financing to fund ongoing operations, which may include public or private equity, debt financings, or other sources [153]. - The company has received gross proceeds of $15.9 million from a Registered Direct Offering as of December 31, 2023 [158]. - The company may receive up to approximately $314 million in aggregate gross proceeds from the exercise of various warrants, although there is no assurance that these will be exercised [165]. Operational Developments - In Q1 2025, PAMCO successfully processed 450 tonnes of calcine into 35 tonnes of NiCuCo alloy and 320 tonnes of Mn silicate products, demonstrating the processing capabilities at scale [104]. - The company is focused on developing a commercial offshore nodule collection system and assessing environmental impacts as part of its strategy to initiate commercial production [103]. - The company maintains two ISA exploration contracts in the CCZ while pursuing commercial production through the U.S. regulatory pathway under DSHMRA [101]. - Rutger Bosland joined the company as Chief Innovation and Offshore Technology Officer to lead offshore innovation and scale technologies for commercial production [114]. - The Environmental Impact Statement (EIS) and Pre-Feasibility Study (PFS) are ongoing, with completion expected in the third quarter of 2025 [115]. - The company is working towards a definitive tolling agreement with Allseas in 2025, subject to successful evaluation study outcomes [102]. - The pilot nodule collection system developed by Allseas is expected to have a targeted production capacity of up to 3.0 million tonnes of wet nodules per year [178]. - As of March 31, 2025, the company has made payments totaling $10 million in cash and $10 million in shares to Allseas under the Pilot Mining Test Agreement [179]. Regulatory and Market Risks - The company is evaluating U.S.-based vessel and processing options to comply with DSHMRA requirements, while also working with supply chains in Japan and South Korea [125]. - The company anticipates additional U.S. laws and regulations will apply as development progresses and is analyzing their potential impact on operations [126]. - The company is exposed to various market risks, including interest rate, inflation, and foreign currency translation risks [203]. - The company has not yet commenced commercial production, which may expose it to commodity risks in the future [209]. - The company is pursuing a low-capital expenditure approach for the NORI Area D project, reusing existing production assets [196]. - The company plans to advance its commercial production strategy under the U.S.-based DSHMRA regime [196].

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this "Agreement") is dated as of May 12, 2025, between TMC the metals company Inc., a company existing under the laws of the Province of British Columbia (the "Company"), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a "Purchaser" and collectively the "Purchasers"). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to the effective Regi ...

Core Insights - TMC the metals company Inc. reported significant advancements in the deep-sea critical minerals industry, highlighted by the submission of the first-ever application for a commercial recovery permit under U.S. law, marking a pivotal moment for the company and the industry as a whole [4][9] - The company announced a strategic investment of $37 million through a registered direct offering, aimed at advancing its deep-sea mineral development initiatives [8] - TMC's financial results for Q1 2025 showed a net loss of $20.6 million, an improvement from the previous year's loss, alongside a decrease in exploration and evaluation expenses [16][17] Financial Highlights - Total liquidity as of March 31, 2025, was approximately $43.8 million, including cash of $2.3 million [7] - The company reported a net loss of $20.6 million for Q1 2025, compared to a net loss of $25.1 million for the same period in 2024 [16] - Exploration and evaluation expenses decreased to $9.5 million in Q1 2025 from $18.1 million in Q1 2024, attributed to reduced environmental study costs [16] Operational Highlights - TMC USA submitted applications for a commercial recovery permit and two exploration licenses covering a total area of 25,160 square kilometers, with estimated resources of 1.635 billion wet tonnes of polymetallic nodules [9] - The company welcomed Rutger Bosland as Chief Innovation and Offshore Technology Officer to lead offshore innovation and scale technologies for commercial production [10] - A partnership with PAMCO achieved a processing milestone, successfully smelting 450 tonnes of calcine into critical alloy products [11] Industry Developments - The signing of an Executive Order by President Trump aimed at expediting the permitting process for seabed mining, which is expected to bolster domestic supply chains for critical minerals [12][13] - TMC CEO Gerard Barron testified before the U.S. House Natural Resources Subcommittee, emphasizing the importance of deep-sea minerals for U.S. industrial future and national security [14]

Core Viewpoint - TMC the metals company Inc. announced a $37 million registered direct offering to advance its commercial development plans and support operations through the potential issuance of a commercial recovery permit [1][2][3] Group 1: Offering Details - TMC will issue 12.3 million common shares at $3.00 per share, with each share accompanied by a Class C warrant to purchase one additional share at an exercise price of $4.50 per share [2] - The warrants have a three-year term and include a compulsory exercise provision if the stock trades above $7.00 per share for 20 consecutive trading days [2] - Gross proceeds are expected to total approximately $37 million before expenses, sufficient to fund operations through the potential issuance of a commercial recovery permit [2][6] Group 2: Strategic Partnerships - Michael Hess and Brian Paes-Braga are participating in the offering, bringing extensive experience in exploration and production [1][3] - The partnership aims to advance America's mineral independence and support the development of ocean minerals [3][6] Group 3: Regulatory Context - The offering is subject to customary closing conditions and is expected to close on or about May 22, 2025 [2] - Shelf registration statements related to the securities were filed and declared effective by the U.S. Securities and Exchange Commission [3]

Core Viewpoint - The Metals Company (TMC) is advocating for the United States to reclaim its leadership in deep-sea mining to enhance energy and supply chain security, as well as national defense, by responsibly unlocking critical minerals from the deep seabed [2][3][4]. Group 1: Deep-Sea Mining Potential - TMC's CEO Gerard Barron testified that the Clarion-Clipperton Zone, located 2.5 miles deep in the ocean, contains polymetallic nodules rich in nickel, cobalt, manganese, and copper, which hold more minerals than all known land-based reserves combined [3][4]. - The company estimates that seabed mineral extraction could create over 100,000 American jobs and generate over $300 billion in GDP [3][4]. Group 2: Regulatory Framework - The U.S. has a long-established regulatory framework for deep-sea mining through the Deep Seabed Hard Mineral Resources Act of 1980 (DSHMRA), which empowers NOAA to regulate exploration and commercial recovery [5]. - TMC USA has submitted the first-ever application for a commercial recovery permit under DSHMRA, marking a significant milestone in establishing a U.S.-regulated supply of critical seabed minerals [4][5]. Group 3: Environmental Considerations - Barron emphasized that real-world data dispels common environmental myths regarding deep-sea mining, asserting that the U.S. can develop these resources without sacrificing landscapes or communities [3][4]. - Dr. Thomas Peacock from MIT highlighted the need for decisions on deep-sea mining to be based on the latest scientific findings, countering misinformation about environmental impacts [3][4].

Core Viewpoint - President Trump's executive order aims to enhance U.S. self-sufficiency in critical minerals by promoting deep-sea mining, which could benefit companies like The Metals Company [2][4][11] Group 1: Executive Order and Its Implications - The executive order directs the secretaries of Interior and Commerce to expedite U.S. efforts in exploring deep-sea mining for critical minerals [2] - The order aims to develop domestic capabilities for exploration, characterization, collection, and processing of critical deep seabed minerals [4] - It seeks to strengthen partnerships with allies and industry to counter China's influence in the seabed mineral resource space [4] Group 2: The Metals Company Overview - The Metals Company focuses on deep-sea mining and has developed a system to collect polymetallic nodules from the seabed [5] - The company completed a successful pilot test in 2022, collecting approximately 4,500 metric tons of nodules and achieving a sustained hourly production rate of 86.4 metric tons [6] - The Metals Company holds exclusive exploration rights in the Clarion Clipperton Zone, with resources estimated to meet the requirements for 280 million electric vehicles [7] Group 3: Market Context and Challenges - The U.S. is heavily reliant on imports for 12 of the 50 minerals deemed critical, with China being a leading producer of 29 of those minerals [3] - The international community has not yet endorsed deep-sea mining, and The Metals Company is awaiting approval from the International Seabed Authority (ISA) for seabed mining regulations [8] - Trump's push for deep-sea mining has faced opposition from China, which claims the proposal violates international law [9] Group 4: Investment Considerations - While the executive order is seen as a positive for The Metals Company, uncertainties remain regarding the company's ability to commence commercial operations and achieve profitability [11][10] - Investors are advised to consider the high-risk nature of investing in The Metals Company at this time [12]

Core Viewpoint - TMC the metals company Inc. has submitted applications for a commercial recovery permit and two exploration licenses, marking a significant step towards the U.S. leadership in deep-sea mining and securing critical minerals for industrial use [1][2][12]. Group 1: Applications and Regulatory Framework - TMC USA has applied for a commercial recovery permit and two exploration licenses under the Deep Seabed Hard Mineral Resources Act (DSHMRA) and NOAA regulations, which are part of the U.S. seabed mining code [1][13]. - The commercial recovery permit application covers an area of 25,160 square kilometers known as TMC USA-A_2, which includes already indicated and measured resources in the Clarion Clipperton Zone (CCZ) [4][13]. - The applications are expected to be reviewed by NOAA, with an initial determination on compliance within 30 days and a full review including environmental evaluations thereafter [7]. Group 2: Resource Estimates - TMC USA believes the exploration areas TMC USA-A and USA-B contain SEC SK 1300-compliant resources of 1,635 million wet tonnes of polymetallic nodules, with an additional estimated 500 million tonnes of potential exploration upside [5][13]. - The estimated resources include approximately 15.5 million tonnes of nickel, 12.8 million tonnes of copper, 2.0 million tonnes of cobalt, and 345 million tonnes of manganese [5][13]. Group 3: Strategic Importance and Investment Potential - The strategic move under DSHMRA is expected to mobilize tens of billions of dollars in private sector investment across various U.S. industries, including shipbuilding, port infrastructure, and minerals processing [6]. - TMC has invested over half a billion dollars in deep-sea science, engineering, and technology to prepare for this moment, aiming to deliver the world's first commercial nodule project responsibly and transparently [4][6].