TMC Provides Third Quarter 2026 Corporate Update
| Date: | November 12, 2026 |
| Time: | 4:30 p.m. ET |
| Audio-only Dial-in: | Register Here |
| Virtual webcast with slides: | Register Here |
The virtual webcast will be available for replay on the 'Investors' tab of the Company's website under 'Investors' > 'Media' > 'Events and Presentations ', approximately two hours after the event.
About The Metals Company
The Metals Company is a developer of lower-impact critical metals from seafloor polymetallic nodules, on a dual mission: (1) supply metals for energy, defense, manufacturing and infrastructure with net positive impacts compared to conventional production routes and (2) trace, recover and recycle the metals we supply to help create a metal commons that can be used in perpetuity. The Company has conducted more than a decade of research into the environmental and social impacts of offshore nodule collection and onshore processing. More information is available at .
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Forward-Looking Statements
This press release contains forward-looking statements and information within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results of TMC may differ from its expectations, estimates, and projections and consequently you should not rely on these forward-looking statements as predictions of future events. These statements may be identified by words such as anticipates, believes, could, estimates, expects, intends, may, plans, possible, potential, should, targets, will, would and variations of these words or similar expressions, although not all forward-looking statements contain these words. Forward-looking statements in this press release include, but are not limited to, statements with respect to: the Company's strategy to pursue exploration and commercial recovery of seafloor polymetallic nodules under the U.S. regulatory regime; the anticipated certification, public notice, public comment, environmental review, including the EIS process, and final determination process for the consolidated application submitted to NOAA under DSHMRA and for the USA-B exploration license application, including the scoping and EIS process initiated by the Notice of Intent; the anticipated scope, timing and outcome of NOAA's review of the consolidated application and the USA-B exploration license application; NOAA's statement in its November 3, 2026 letter that it expects to notify TMC USA of its final determination as to certification by the middle of December 2026; the Company's expectation that a commercial recovery permit, if approved, will be issued in advance of targeted Q4 2027 offshore collection system commissioning; the Company's belief that the rigor of NOAA's review supports the long-term durability and legal defensibility of any licenses or permits issued; the expected development, commissioning and operation of the first commercial nodule collection system under the development and operating agreement with Allseas described in this press release (the“Allseas Agreement”), including the nameplate production capacity of 3.0 million wet tonnes per annum and the expected timing of system commissioning in Q4 2027; the expected design, cost and scope of a capital-light initial production system, including anticipated reductions in capital and operating costs at start-up, the expected addition of a second production vessel and the planned full-capacity conversion of Hidden Gem, the anticipated phased scale-up of production to 12 million wet tonnes per annum in line with market demand and available funding, and the expectation that the long-term production profile described in the Company's technical reports will be preserved; the phased program with Mariana Minerals to advance a proposed U.S.-based nodule processing and refining industry park at the Port of Brownsville, Texas, including the establishment of plant feasibility and design basis and the anticipated benefits of Mariana Minerals' software-first, AI-driven approach to engineering, procurement, construction and plant operations; the status, timing and outcome of funding processes with the U.S. government agencies named in Executive Order 14285 regarding plans to build nodule processing and refining capacity in the United States, and the Company's current intention not to pursue other capital market transactions until one or more of those processes are completed; the Company's belief that its cash on hand and the borrowings available under its credit facilities will be sufficient to meet its working capital and capital expenditure commitments for at least the next twelve months; the anticipated benefits of the Mutual Master Services Agreement with Eco Minerals, including exclusive vessel charter access and survey capabilities, the joint pursuit of third-party opportunities and potential processing collaboration, in each case subject to vessel availability, definitive agreements, government financing and required approvals; the estimated resource potential of the USA-A and USA-B areas, including estimated nodule tonnages and potential exploration upside, and the resource estimates described in the Company's technical reports; the Company's pursuit of complementary processing routes, including the anticipated benefits of its relationship with PAMCO and the negotiation and entry into definitive processing agreements with PAMCO; and the anticipated development of the Mesabi Metallics steel complex and iron ore mine. The Company may not actually achieve the plans, intentions or expectations disclosed in these forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in these forward-looking statements as a result of various factors, including, among other things: the scope, timing and outcome of NOAA's review of the consolidated application and the USA-B exploration license application, including the conduct of the environmental review under the National Environmental Policy Act, the nature and volume of public comments received, the absence of any mandatory statutory deadline under DSHMRA, the risk of further delay and the fact that certification is an intermediate step in NOAA's review that does not constitute approval or issuance of any license or permit; the terms of any exploration license or commercial recovery permit ultimately granted, including the risk that the terms, conditions and restrictions imposed are more restrictive than anticipated; legal challenges in U.S. courts by third parties claiming to be adversely affected or aggrieved by NOAA's actions, including the pending action challenging NOAA's certification of the USA-B exploration license application and the risk that a vacatur of that certification would require further proceedings before a license could be issued; the need for continued U.S. policy support and the effect of shifts in political priorities, legal interpretations or agency leadership, and opposition to deep-seabed mining from governments, non-governmental organizations and other third parties; the ability to obtain an exploitation contract from the International Seabed Authority (“ISA”) or permits from the U.S. government, risks related to the Company's dual-path permitting strategy, the ISA's response to the provisional measures prescribed by the Seabed Disputes Chamber of the International Tribunal for the Law of the Sea and the outcome of the proceedings brought by the Company's subsidiaries Nauru Ocean Resources Inc. and Tonga Offshore Mining Limited against the ISA; the successful continuation of the Company's alliance with Allseas, including under the Allseas Agreement, and Allseas' ability to perform as expected; the risk that the initial production system does not reduce capital or operating costs as expected and that the addition of a second production vessel and the scale-up of production do not occur on the anticipated timeline or at all; the development, testing, integration, scaling, commissioning and operation of the offshore collection system and its key components; the performance of other contractors and counterparties, including the risks that the Mariana Minerals phased program does not proceed beyond its initial stage or does not establish plant feasibility on acceptable terms and that the definitive agreements contemplated with Eco Minerals are not entered into, and that definitive processing agreements with PAMCO are not entered into in a particular time period or at all; changes in environmental, mining and other applicable laws and regulations; the availability of and access to capital on acceptable terms and the sufficiency of the Company's cash, including for amounts needed to fund its share of costs under the Allseas Agreement, and the Company's dependence on U.S. government funding for a majority of onshore capital spending and the risk that U.S. government funding processes do not result in awards with terms, conditions or contingencies favorable to the Company, and the risk that the Company requires additional capital before those processes are completed; risks related to strategic partnerships and technology sharing; uncertainties relating to processing nodules at commercial scale and to the accuracy of resource estimates; metals price volatility; the outcome of any pending or future litigation; and other risks and uncertainties described in greater detail in the section entitled“Risk Factors” in the Company's Annual Report on Form 10-K for the year ended December 31, 2025, filed with the U.S. Securities and Exchange Commission (“SEC”) on March 31, 2026, in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2026 and June 30, 2026, filed on May 14, 2026 and August 13, 2026, respectively, and in the Company's subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and the Company expressly disclaims any obligation to update any forward-looking statements contained herein, whether because of any new information, future events, changed circumstances or otherwise, except as otherwise required by law.
| TMC the metals company Inc. Condensed Consolidated Balance Sheets (in thousands of U.S. dollars, except share amounts) (Unaudited) | |||||||||
| ASSETS | As at September 30, 2026 | As at December 31, 2025 | |||||||
| Current | |||||||||
| Cash | $ | 79,260 | $ | 117,633 | |||||
| Receivables and prepayments | 2,394 | 3,049 | |||||||
| 81,654 | 120,682 | ||||||||
| Non-current | |||||||||
| Exploration assets | 42,951 | 42,951 | |||||||
| Equipment | 402 | 519 | |||||||
| Software development costs | 2,347 | 2,125 | |||||||
| Right-of-use asset | 477 | 1,907 | |||||||
| Investments | 31,713 | 13,447 | |||||||
| 77,890 | 60,949 | ||||||||
| TOTAL ASSETS | $ | 159,544 | $ | 181,631 | |||||
| LIABILITIES | |||||||||
| Current | |||||||||
| Accounts payable and accrued liabilities | $ | 52,581 | $ | 46,048 | |||||
| Warrant liability | - | 13,351 | |||||||
| 52,581 | 59,399 | ||||||||
| Non-current | |||||||||
| Deferred tax liability | 10,675 | 10,675 | |||||||
| Royalty liability | 140,000 | 145,000 | |||||||
| 150,675 | 155,675 | ||||||||
| TOTAL LIABILITIES | $ | 203,256 | $ | 215,074 | |||||
| EQUITY | |||||||||
| Common shares (unlimited shares, no par value – issued: 441,291,524 (December 31, 2025–422,966,333)) | 751,611 | 681,343 | |||||||
| Additional paid-in capital | 266,242 | 237,696 | |||||||
| Accumulated other comprehensive loss | (1,203 | ) | (1,203 | ) | |||||
| Deficit | (1,060,362 | ) | (951,279 | ) | |||||
| TOTAL EQUITY | (43,712 | ) | (33,443 | ) | |||||
| TOTAL LIABILITIES AND EQUITY | $ | 159,544 | $ | 181,631 |
| TMC the metals company Inc. Condensed Consolidated Statements of Loss and Comprehensive Loss (in thousands of U.S. dollars, except share and per share amounts) (Unaudited) | ||||||||||||||||
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Operating expenses | ||||||||||||||||
| Exploration and evaluation expenses | $ | 23,538 | $ | 9,633 | $ | 92,883 | $ | 29,644 | ||||||||
| General and administrative expenses | 9,506 | 45,726 | 45,860 | 65,705 | ||||||||||||
| Operating loss | 33,044 | 55,359 | 138,743 | 95,349 | ||||||||||||
| Other items | ||||||||||||||||
| Charge on Allseas settlement | - | - | 7,868 | - | ||||||||||||
| Naoero and Tonga warrant cost | - | 4,977 | - | 38,056 | ||||||||||||
| Equity-accounted investment loss (income) | 4,853 | 492 | 9,376 | 438 | ||||||||||||
| Gain on dilution of investment | (3,834 | ) | (2,967 | ) | (26,905 | ) | (2,967 | ) | ||||||||
| Change in fair value of royalty liability | (5,000 | ) | 131,000 | (5,000 | ) | 131,000 | ||||||||||
| Change in fair value of warrant liability | (527 | ) | (3,852 | ) | (13,351 | ) | 12,818 | |||||||||
| Foreign exchange loss (gain) | (30 | ) | 43 | (866 | ) | 3,599 | ||||||||||
| Interest income | (906 | ) | (1,339 | ) | (3,082 | ) | (1,505 | ) | ||||||||
| Fees and interest on borrowings and credit facilities | 720 | 681 | 2,099 | 2,535 | ||||||||||||
| Loss and comprehensive loss for the period, before tax | $ | 28,320 | $ | 184,394 | $ | 108,882 | $ | 279,323 | ||||||||
| Income tax expense | 41 | 123 | 201 | 123 | ||||||||||||
| Net loss and comprehensive loss for the period, after tax | $ | 28,361 | $ | 184,517 | $ | 109,083 | $ | 279,446 | ||||||||
| Net loss per share | ||||||||||||||||
| - Basic and diluted | $ | 0.06 | $ | 0.46 | $ | 0.25 | $ | 0.75 | ||||||||
| Weighted average number of common shares outstanding – basic and diluted | 440,992,646 | 405,506,978 | 433,563,803 | 372,713,658 |
| TMC the metals company Inc. Condensed Consolidated Statements of Changes in Equity (in thousands of U.S. dollars, except share amounts) (Unaudited) | |||||||||||||||||||||||||||
| Common Shares | Preferred Shares | Special Shares | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Deficit | Total | |||||||||||||||||||||
| Three months ended September 30, 2026 | Shares | Amount | |||||||||||||||||||||||||
| July 1, 2026 | 433,726,201 | $ | 707,361 | $ | - | $ | - | $ | 298,406 | $ | (1,203 | ) | $ | (1,032,001 | ) | $ | (27,437 | ) | |||||||||
| Conversion of restricted share units, net of shares withheld for taxes | 259,756 | 1,074 | - | - | (1,074 | ) | - | - | - | ||||||||||||||||||
| Allseas obligation settled with equity | 7,305,567 | 43,176 | - | - | (43,176 | ) | - | - | - | ||||||||||||||||||
| Share-based compensation and expenses settled with equity | - | - | - | - | 12,086 | - | - | 12,086 | |||||||||||||||||||
| Loss for the period | - | - | - | - | - | - | (28,361 | ) | (28,361 | ) | |||||||||||||||||
| September 30, 2026 | 441,291,524 | $ | 751,611 | $ | - | $ | - | $ | 266,242 | $ | (1,203 | ) | $ | (1,060,362 | ) | $ | (43,712 | ) |
| Common Shares | Preferred Shares | Special Shares | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Deficit | Total | |||||||||||||||||||||
| Three months ended September 30, 2025 | Shares | Amount | |||||||||||||||||||||||||
| July 1, 2025 | 397,155,318 | $ | 606,246 | $ | - | $ | - | $ | 203,181 | $ | (1,203 | ) | $ | (726,364 | ) | $ | 81,860 | ||||||||||
| Issuance of shares and warrants under 2025 Registered Direct Offering, net of expenses | 3,333,334 | 6,509 | - | - | 461 | - | - | 6,970 | |||||||||||||||||||
| Exercise of Class A warrants | 1,638,270 | 4,743 | - | - | (4,743 | ) | - | - | - | ||||||||||||||||||
| Exercise of Class B warrants | 2,525,000 | 7,778 | - | - | (2,778 | ) | - | - | 5,000 | ||||||||||||||||||
| Conversion of restricted share units, net of shares withheld for taxes | 704,491 | 3,467 | - | - | (3,467 | ) | - | - | - | ||||||||||||||||||
| Exercise of stock options | 3,498,760 | 10,110 | - | - | (7,989 | ) | - | - | 2,121 | ||||||||||||||||||
| Naoero and Tonga warrant cost | - | - | - | - | 4,977 | - | - | 4,977 | |||||||||||||||||||
| Share-based compensation and expenses settled with equity | - | - | - | - | 42,965 | - | - | 42,965 | |||||||||||||||||||
| Loss for the period | - | - | - | - | - | - | (184,517 | ) | (184,517 | ) | |||||||||||||||||
| September 30, 2025 | 408,855,173 | $ | 638,853 | $ | - | $ | - | $ | 232,607 | $ | (1,203 | ) | $ | (910,881 | ) | $ | (40,624 | ) |
| TMC the metals company Inc. Condensed Consolidated Statements of Changes in Equity (in thousands of U.S. dollars, except share amounts) (Unaudited) | |||||||||||||||||||||||||||
| Common Shares | Preferred Shares | Special Shares | Additional Paid in Capital | Accumulated Other Comprehensive Loss | Deficit | Total | |||||||||||||||||||||
| Nine months ended September 30, 2026 | Shares | Amount | |||||||||||||||||||||||||
| January 1, 2026 | 422,966,333 | $ | 681,343 | $ | - | $ | - | $ | 237,696 | $ | (1,203 | ) | $ | (951,279 | ) | $ | (33,443 | ) | |||||||||
| Conversion of restricted share units, net of shares withheld for taxes | 8,949,307 | 16,762 | - | - | (16,762 | ) | - | - | - | ||||||||||||||||||
| Exercise of stock options | 2,045,126 | 10,248 | - | - | (7,529 | ) | - | - | 2,719 | ||||||||||||||||||
| Share purchase under Employee Stock Purchase Plan | 25,191 | 82 | - | - | (26 | ) | - | - | 56 | ||||||||||||||||||
| Allseas obligation settled with equity | 7,305,567 | 43,176 | - | - | - | - | - | 43,176 | |||||||||||||||||||
| Share-based compensation and expenses settled with equity | - | - | - | - | 52,863 | - | - | 52,863 | |||||||||||||||||||
| Loss for the period | - | - | - | - | - | - | (109,083 | ) | (109,083 | ) | |||||||||||||||||
| September 30, 2026 | 441,291,524 | $ | 751,611 | $ | - | $ | - | $ | 266,242 | $ | (1,203 | ) | $ | (1,060,362 | ) | $ | (43,712 | ) |
| Common Shares | Preferred Shares | Special Shares | Additional Paid in Capital | Accumulated Other Comprehensive Loss | Deficit | Total | |||||||||||||||||||||
| Nine months ended September 30, 2025 | Shares | Amount | |||||||||||||||||||||||||
| January 1, 2025 | 340,708,460 | $ | 477,217 | $ | - | $ | - | $ | 138,303 | $ | (1,203 | ) | $ | (631,435 | ) | $ | (17,118 | ) | |||||||||
| Issuance of shares and warrants to Korea Zinc, net of expenses | 19,623,376 | 71,686 | - | - | 13,432 | - | - | 85,118 | |||||||||||||||||||
| Issuance of shares and warrants under 2025 Registered Direct Offering, net of expenses | 12,333,334 | 24,149 | - | - | 12,548 | - | - | 36,697 | |||||||||||||||||||
| Issuance of shares and warrants under 2024 Registered Direct Offering, net of expenses | 5,000,000 | 2,237 | - | - | 2,763 | - | - | 5,000 | |||||||||||||||||||
| Shares issued from ATM | 7,542,996 | 14,784 | - | - | - | - | - | 14,784 | |||||||||||||||||||
| Exercise of Class A warrants | 1,888,270 | 5,467 | - | - | (1,690 | ) | - | - | 3,777 | ||||||||||||||||||
| Exercise of Class B warrants | 7,358,096 | 14,229 | - | - | (6,579 | ) | - | - | 7,650 | ||||||||||||||||||
| Conversion of restricted share units, net of shares withheld for taxes | 10,177,224 | 17,509 | - | - | (17,509 | ) | - | - | - | ||||||||||||||||||
| Exercise of stock options | 4,210,884 | 11,563 | - | - | (8,980 | ) | - | - | 2,583 | ||||||||||||||||||
| Share purchase under Employee Stock Purchase Plan | 12,533 | 12 | - | - | (2 | ) | - | - | 10 | ||||||||||||||||||
| Naoero and Tonga warrant cost | - | - | - | - | 38,056 | - | - | 38,056 | |||||||||||||||||||
| Share-based compensation and expenses settled with equity | - | - | - | - | 62,265 | - | - | 62,265 | |||||||||||||||||||
| Loss for the period | - | - | - | - | - | - | (279,446 | ) | (279,446 | ) | |||||||||||||||||
| September 30, 2025 | 408,855,173 | $ | 638,853 | $ | - | $ | - | $ | 232,607 | $ | (1,203 | ) | $ | (910,881 | ) | $ | (40,624 | ) |
| TMC the metals company Inc. Condensed Consolidated Statements of Cash Flows (in thousands of U.S. dollars) (Unaudited) | ||||||||
| Nine months ended September 30, 2026 | Nine months ended September 30, 2025 | |||||||
| Cash used in operating activities | ||||||||
| Loss for the period | $ | (109,083 | ) | $ | (279,446 | ) | ||
| Items not affecting cash: | ||||||||
| Naoero and Tonga warrant cost | - | 38,056 | ||||||
| Amortization | 117 | 173 | ||||||
| Lease expense | 1,430 | 1,430 | ||||||
| Allseas obligation settled with equity | 35,308 | - | ||||||
| Charge on Allseas settlement | 7,868 | - | ||||||
| Share-based compensation and expenses settled with equity | 52,863 | 62,265 | ||||||
| Equity-accounted investment loss (income) | 9,376 | 438 | ||||||
| Gain on dilution of investment | (26,905 | ) | (2,967 | ) | ||||
| Change in fair value of royalty liability | (5,000 | ) | 131,000 | |||||
| Change in fair value of warrant liability | (13,351 | ) | 12,818 | |||||
| Unrealized foreign exchange movement | (987 | ) | 3,451 | |||||
| Interest paid on amounts drawn from credit facilities and short-term debt | - | (823 | ) | |||||
| Changes in working capital: | ||||||||
| Receivables and prepayments | 655 | 284 | ||||||
| Accounts payable and accrued liabilities | 7,565 | 1,825 | ||||||
| Net cash used in operating activities | (40,144 | ) | (31,496 | ) | ||||
| Investing activities | ||||||||
| Investment in investee | (1,000 | ) | - | |||||
| Acquisition of equipment and software | (128 | ) | (140 | ) | ||||
| Proceeds from investee distribution | 263 | 346 | ||||||
| Net cash (used in) generated from investing activities | (865 | ) | 206 | |||||
| Financing activities | ||||||||
| Proceeds from Korea Zinc Private Placement | - | 85,165 | ||||||
| Proceeds from Registered Direct Offerings | - | 42,000 | ||||||
| Expenses paid for Registered Direct Offerings | - | (719 | ) | |||||
| Proceeds from shares issued from ATM | - | 14,784 | ||||||
| Proceeds from exercise of Class A warrants | - | 3,777 | ||||||
| Proceeds from exercise of Class B warrants | - | 7,650 | ||||||
| Repayment of drawn amount on credit facilities | - | (4,275 | ) | |||||
| Repayment of Allseas Working Capital Loan | - | (7,500 | ) | |||||
| Proceeds from exercise of stock options | 2,719 | 2,583 | ||||||
| Proceeds from Employee Stock Purchase Plan | 56 | 10 | ||||||
| Net cash provided by financing activities | 2,775 | 143,475 | ||||||
| (Decrease) increase in cash | $ | (38,234 | ) | $ | 112,185 | |||
| Impact of exchange rate changes on cash | (139 | ) | (17 | ) | ||||
| Cash - beginning of period | 117,633 | 3,480 | ||||||
| Cash - end of period | $ | 79,260 | $ | 115,648 |
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