TMC and Tonga Announce Updated Sponsorship Agreement for Tonga Offshore Mining Ltd (TOML)

Rhea-AI Summary

TMC (NASDAQ: TMC) and the Kingdom of Tonga have signed a revised Sponsorship Agreement updating their 2021 terms regarding Tonga Offshore Mining Ltd (TOML). The new agreement ensures continued benefits for Tonga from future seafloor mineral resource development by TOML or other TMC subsidiaries.

The agreement comes amid significant delays at the International Seabed Authority (ISA) in adopting Exploitation Regulations, which were required by 2023 and expected by 2025. These delays have hindered TOML's ability to proceed with commercial exploitation activities. The agreement maintains Tonga's existing financial benefits, training programs, and social initiatives while guaranteeing continuity benefits upon the start of commercial production.

Positive

• Renewed partnership ensures continued benefits for Tonga including financial, training, and social programs
• Agreement guarantees continuity benefits for Tonga upon commencement of commercial production
• Tonga maintains its strategic position as an early supporter in the deep-sea mining industry

Negative

• ISA's failure to adopt Exploitation Regulations by 2025 deadline impedes commercial activities
• Regulatory uncertainty in the deep-sea mining industry continues
• Delays breach Tonga's legitimate expectations as a Small Island Developing State

• The Kingdom of Tonga and TMC’s subsidiary, Tonga Offshore Mining Ltd (TOML), signed a revised Sponsorship Agreement, updating the terms of their agreement signed in 2021
• The Government of the Kingdom of Tonga welcomes the new agreement which will ensure that Tongans will receive benefits from any future development of seafloor mineral resources by TOML or another TMC subsidiary
• As one of the first Developing States to apply for a marine mineral exploration contract, the Kingdom of Tonga has played a leading role in the development of the seafloor minerals industry, advancing the rights of Developing States
• The International Seabed Authority (ISA) has failed to adopt the Exploitation Regulations, despite having been required to do so by 2023 and having had a further roadmap and commitment to do so by 2025, which it has failed to meet
• The ISA remains unable to satisfy its legal obligations under the United Nations Convention on the Law of the Sea (UNCLOS) to provide regulatory certainty by completing the Mining Code and it remains unclear when the Exploitation Regulations will be adopted
• The Government of the Kingdom of Tonga and TMC acknowledge that continued and extended delays at the ISA in adopting the Exploitation Regulations have impeded TOML’s ability to proceed with its planned application for commercial exploitation activities in the TOML Area and breached Tonga’s legitimate expectations as a Small Island Developing State in enjoying its rights as a sponsoring State under UNCLOS
• Tonga acknowledges the recent Executive Order by U.S. President Trump and the existing U.S. seabed mining code under DSHMRA, which provides a stable, transparent and enforceable regulatory path for the industry
  

NEW YORK, Aug. 04, 2025 (GLOBE NEWSWIRE) -- The Government of the Kingdom of Tonga and its sponsored entity, Tonga Offshore Mining Ltd, together with TMC the metals company Inc. (Nasdaq: TMC) (“TMC” or the “Company”) — a leading developer of the world’s largest undeveloped resource of critical metals essential to energy, defense, manufacturing, and infrastructure — today announced the signing of a revised Sponsorship Agreement (“Agreement”), updating the terms of the Agreement signed between the parties in 2021.

The Agreement guarantees the Kingdom of Tonga will continue to receive existing financial benefits, training and capacity-building programs and in-country community and social programs it receives today, while ensuring that, in consideration for its continued sponsorship of TOML, Tonga will receive continuity benefits upon the commencement of commercial production by TOML or another TMC subsidiary.

Tonga remains committed to sponsoring TOML, working with the International Seabed Authority (ISA) and meeting all obligations as a sponsoring State under international law.

Tonga’s Minister for Lands, Survey, Planning and Natural Resources, Hon. Dr. ‘Uhila Moe Langi Fasi, commented: "We welcome TOML’s willingness to strengthen its commitments through this agreement. It marks an important step toward ensuring that seabed minerals activities contribute meaningfully to Tonga’s long-term development goals — with transparency, fairness, and environmental care at the core.”

Tonga was one of the first Developing States to sponsor a polymetallic nodule exploration contract and has taken a leading role in shaping the deep-sea mining industry.

Gerard Barron, Chairman and CEO of TMC, added: “For over a decade, it has been our privilege to work alongside the Government and people of the Kingdom of Tonga—one of the earliest and most committed supporters of this new industry. Tonga’s leadership has been instrumental in advocating for the responsible development of deep-sea minerals.

We are proud to renew our partnership at this exciting moment, as Tonga helps re-shape the way the world produces the key resources underpinning economic and global development. Together, we are determined to ensure that Tonga receives lasting, transparent benefits for all Tongans. We will always be guided by science, driven by shared values, and grounded in a deep respect for, and vision to protect, the ocean. The journey ahead holds immense potential, and we look forward to walking it hand in hand with Tonga.”

About The Metals Company

The Metals Company is an explorer of lower-impact critical metals from seafloor polymetallic nodules, on a dual mission: (1) supply metals for building infrastructure, power generation, transmission, and batteries 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 through its subsidiaries holds exploration rights to two polymetallic nodule contract areas in the Clarion Clipperton Zone of the Pacific Ocean sponsored by the governments of the Republic of Nauru and the Kingdom of Tonga, and 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 www.metals.co.

Government of Tonga Contact

TMC Contacts

Media | media@metals.co

Investors | investors@metals.co

Forward-Looking Statements

This press release contains “forward-looking” statements and information within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “aims,” “believes,” “could,” “estimates,” “expects,” “forecasts,” “may,” “plans,” “possible,” “potential,” “will” 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 regarding the Company’s and the Kingdom of Tonga’s plans and intentions with respect to their continued relationship, and the expected benefits to each resulting from the relationship, and interactions with the ISA, including the potential renewal of the sponsorship license, Tonga’s continued sponsorship of TOML, the Company’s strategies to pursue commercialization in a responsible and transparent manner guided by science, the recognition of alternative permitting pathways such as under U.S. law, and the views expressed regarding the status of ISA regulatory processes and obligations under UNCLOS.. 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 Company’s future financial performance; the outcome and timing of regulatory reviews by the National Oceanic and Atmospheric Administration under DSHMRA; the ability to obtain an exploitation contract from the ISA or permits from the U.S. government; risks related to the Company’s potential dual-path permitting strategy; changes in environmental, mining and other applicable laws and regulations; other regulatory uncertainties and the impact of government regulation or political developments on the Company’s activities; the potential for legal or jurisdictional challenges to the Company’s rights or proposed operations in international waters; environmental risks and liabilities; the Company’s ability to develop sufficient data to support permit applications and satisfy environmental requirements; the Company’s ability to develop commercial operations, including onshore processing capabilities; risks associated with the Company’s limited operating history and need for additional financing; and other risks and uncertainties, any of which could cause actual results to differ from those expressed or implied in the forward-looking statements. These risks are described in greater detail in the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed on March 27, 2025 and the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 filed on May 14, 2025. 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 due to new information, future events, changed circumstances or otherwise, except as required by law.

Photos accompanying this announcement are available at:

https://www.globenewswire.com/NewsRoom/AttachmentNg/e06b89db-c634-4a74-a8d3-af88fd928e18

https://www.globenewswire.com/NewsRoom/AttachmentNg/0bd65798-babd-4ee5-abb3-06beb08ef39b

FAQ

What are the key terms of TMC's new agreement with Tonga in 2025?

The agreement ensures Tonga will receive continued financial benefits, training programs, and social initiatives, plus guaranteed continuity benefits when commercial production begins by TOML or another TMC subsidiary.

How do the ISA delays affect TMC's operations in Tonga?

The ISA's failure to adopt Exploitation Regulations has impeded TOML's ability to proceed with planned commercial exploitation activities in the TOML Area.

What benefits will Tonga receive from the TMC partnership?

Tonga will receive financial benefits, training and capacity-building programs, in-country community and social programs, plus continuity benefits upon commercial production.

Why is the 2025 agreement between TMC and Tonga significant?

The agreement represents a renewed commitment to responsible deep-sea mining development while ensuring lasting, transparent benefits for Tonga despite regulatory challenges.

What is the current status of deep-sea mining regulations affecting TMC?

The ISA has failed to meet its 2023 and 2025 deadlines for adopting Exploitation Regulations, creating continued regulatory uncertainty for the industry.