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TMC (Nasdaq: TMC) posts Q1 2026 loss but secures NOAA and Allseas milestones

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Filing Sentiment
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8-K

Rhea-AI Filing Summary

TMC the metals company Inc. reported first quarter 2026 results alongside major regulatory and commercial milestones. At March 31, 2026, the company held cash of about $119.7 million and no financial debt, and recorded a net loss of $20.6 million, or $0.05 per share.

Operating expenses increased as exploration and evaluation costs reached $13.3 million and general and administrative expenses rose to $20.7 million. TMC signed a commercial production agreement with Allseas for the first polymetallic nodule collection system, targeted for commissioning in Q4 2027, and NOAA determined its consolidated U.S. application is in full compliance under DSHMRA, a key step toward a potential commercial recovery permit by Q1 2027.

Positive

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Insights

Strategic progress offsets continued losses, funding needs remain.

TMC combines early-stage regulatory and commercial progress with ongoing operating losses. NOAA’s full-compliance finding under DSHMRA and the Allseas commercial agreement move its U.S. polymetallic nodule project closer to potential production, subject to remaining approvals.

Financially, the company ended the quarter with $119.7 million in cash, no financial debt, and a quarterly net loss of $20.6 million. Rising exploration and administrative expenses reflect project build-out and heavy share-based compensation, while a $145 million royalty liability and negative equity highlight a leveraged asset base.

Management believes existing liquidity and a credit facility will cover at least the next twelve months of working capital and capex. Subsequent filings may clarify how regulatory outcomes, metals prices and project-level financing affect development of the 3.0 million wet tonnes-per-year system expected around Q4 2027.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Cash balance $119.7M Cash at March 31, 2026; no financial debt
Net loss $20.6M Net loss and comprehensive loss, Q1 2026
Loss per share $0.05/share Basic and diluted loss per share, Q1 2026
Exploration expenses $13.3M Exploration and evaluation expenses, Q1 2026
G&A expenses $20.7M General and administrative expenses, Q1 2026
Royalty liability $145.0M Non-current royalty liability at March 31, 2026
Planned production capacity 3.0M wet tonnes Nameplate annual nodule production for Allseas system
Recovery area resource 619Mt wet nodules Estimated resource in 65,000 km² USA A area
Deep Seabed Hard Mineral Resources Act (DSHMRA) regulatory
"full compliance under the Deep Seabed Hard Mineral Resources Act (DSHMRA) and NOAA implementing regulations"
A federal law that creates a U.S. legal framework for claiming, licensing and regulating commercial recovery of hard mineral deposits on the deep ocean floor beyond national coastal waters. It matters to investors because it determines who can legally develop seabed resources, what permits and oversight are required, and the regulatory risks and timelines companies face—think of it as property and building-permit rules for industrial projects on the ocean bottom.
consolidated exploration license and commercial recovery permit regulatory
"consolidated exploration license and commercial recovery permit application for TMC USA A under DSHMRA"
Gross Overriding Royalty (GORR) financial
"TMCR has a 2.0% Gross Overriding Royalty (GORR) on the NORI area"
A gross overriding royalty (GORR) is a fixed percentage of gross production revenue taken from the sales of a resource or product, paid to a party that does not own the asset. It is collected before any operating costs or capital recovery, so it acts like a permanent toll on each unit sold and reduces the cash a company keeps; investors should treat it like an ongoing drag on revenue and valuation when forecasting returns.
nameplate production capacity technical
"commercial system is expected to have a nameplate production capacity of 3.0 million wet tonnes"
Nameplate production capacity is the maximum output a factory, plant, or facility is designed to produce under ideal conditions, like a car maker’s maximum number of cars per year or an oven’s maximum loaves per bake. Investors use it as a baseline for potential revenue and growth—think of it as a machine’s advertised top speed—while remembering actual production is often lower due to maintenance, supply limits, or operational issues.
S-K 1300 Technical Report Summaries regulatory
"two SEC-compliant S-K 1300 Technical Report Summaries — including a $5.5 billion NPV PFS"
S-K 1300 technical report summaries are concise, plain-language versions of the independent geological and engineering reports that U.S. securities rules require for companies with mineral properties. They present the key findings about a mine’s size, grade, recoverable resources, methods, and major risks so investors can judge value and uncertainty without wading through dense technical documents. Think of them as an inspector’s summary for a house sale that highlights condition, expected costs, and major problems investors should know about.
At-the-Market Equity Distribution Agreement financial
"Shares issued as per At-the-Market Equity Distribution Agreement"
An at-the-market equity distribution agreement is a standing arrangement between a company and a broker to sell newly issued shares directly into the open market at prevailing prices, usually in small increments over time. Investors care because it can provide a flexible, relatively fast way for a company to raise cash without a large one-time offering, but it also increases the supply of shares and can dilute existing holdings or put downward pressure on the stock price.
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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): May 14, 2026

 

 

TMC THE METALS COMPANY INC.

(Exact name of registrant as specified in its charter)

 

 

British Columbia, Canada 001-39281 Not Applicable
(State or other jurisdiction of
incorporation)
(Commission File Number) (IRS Employer
Identification No.)

 

1111 West Hastings Street, 15th Floor
Vancouver, British Columbia

(Address of principal executive
offices)
  V6E 2J3
(Zip Code)

 

Registrant’s telephone number, including area code: (888) 458-3420

 

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:

 

¨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

TMC Common Shares without par value   TMC   The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one TMC Common Share, each at an exercise price of $11.50 per share   TMCWW   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 2.02. Results of Operations and Financial Condition.

 

On May 14, 2026, TMC the metals company Inc. (the “Company”) issued a press release announcing its results for the first quarter ended March 31, 2026 and providing a business update. A copy of the press release is furnished as Exhibit 99.1 hereto. In addition, the Company will hold a conference call on May 14, 2026 at 4:30 p.m. EDT to discuss these results and the business update.

 

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No. Description
   
99.1 Press Release dated May 14, 2026
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

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.

 

  TMC THE METALS COMPANY INC.
     
Date: May 14, 2026 By: /s/ Craig Shesky
  Name: Craig Shesky
  Title: Chief Financial Officer

 

 

 

 

 

 

 

Exhibit 99.1 

 

TMC Provides First Quarter 2026 Corporate Update

 

NEW YORK, May 14, 2026 — TMC the metals company Inc. (Nasdaq: TMC) (“TMC” or “the Company”), a leading developer of the world’s largest resource of critical metals essential to energy, defense, manufacturing and infrastructure, today provided a corporate update and first quarter financial results for the period ending March 31, 2026.

 

Q1 2026 Financial Highlights

 

·Current liquidity available from our cash on hand and our credit facilities of approximately $164 million as of March 31, 2026

 

·$0.6 million cash used in operations for the quarter ended March 31, 2026

 

·Net loss of $20.6 million and net loss per share of $0.05 for the quarter ended March 31, 2026

 

TMC and Allseas Sign Commercial Agreement for First Nodule Recovery Operation

 

·Allseas, a global leader in offshore pipeline installation, heavy lift and subsea construction, will complete the development of and operate the first commercial nodule collection system

 

·The commercial system will have a nameplate production capacity of 3.0 million wet tonnes per annum with the surface vessel Hidden Gem receiving nodules collected by two collector vehicles operating at depths of over four kilometers

 

·TMC and Allseas are advancing detailed engineering and offshore logistics planning to support reliable, continuous commercial-scale nodule collection operations, including the coordination of fuel supply, crew changes, nodule transfer and transport activities essential to transitioning from pilot operations to sustained commercial offshore production

 

·TMC expects system commissioning to begin in Q4 2027

 

National Oceanic and Atmospheric Administration (NOAA) Determines Consolidated Exploration License and Commercial Recovery Permit Application for TMC USA A is in Full Compliance

 

·Determination of full compliance represents another key step in a steady, transparent cadence of expected regulatory milestones:

 

oThe consolidated application now moves into the certification stage and is expected to be posted to the Federal Register

 

oFollowing certification, a Notice of Intent to Prepare an Environmental Impact Statement will be published, followed by the development and then publication for public comment of a draft Environmental Impact Statement (EIS) and draft Terms, Conditions and Restrictions (TCRs) for TMC USA’s USA A project

 

 

 

 

oFollowing the public comment period, the EIS and TCRs will be finalized and NOAA is expected to make a final determination on issuing the license and permit

 

oTMC USA expects the process will conclude before the end of Q1 2027

 

Gerard Barron, Chairman & CEO of The Metals Company, commented: “The first months of 2026 have been defined by accelerated execution across every part of our business. On the regulatory front, NOAA’s determination that our consolidated application for TMC USA A is in full compliance under the Deep Seabed Hard Mineral Resources Act (DSHMRA) and NOAA implementing regulations gives us increasing confidence in a clear path toward potential commercial permit approval.

 

Our new commercial production agreement with Allseas enables us to complete, commission and operate the first commercial polymetallic nodule collection system.

 

Together with Allseas, we are designing and integrating a complete offshore production and logistics network, including continuous transfer operations, support vessels, bulk transport coordination, environmental monitoring and adaptive management systems intended to support uninterrupted offshore nodule production at scale. Importantly, many of the critical long-lead engineering activities have already been completed, allowing procurement and subcontracting activities to accelerate through the balance of 2026. As we continue optimizing future system configurations — from larger collector spreads to autonomous operations and energy-efficiency improvements — we see multiple pathways to materially reduce unit costs and improve offshore productivity over time. Taken together, these milestones are supporting increasingly constructive discussions around project-level financing opportunities.

 

We’re also encouraged to see growing interest from new entrants pursuing NOAA exploration applications under DSHMRA. Building a new industry requires more than one company, and after more than a decade spent pioneering the science, technology, environmental programs and permitting pathways for this sector, we believe we are uniquely positioned not only to maintain our first-mover advantage, but also to help accelerate development of a broader U.S.-led nodule industry capable of restoring America’s dominance in critical minerals.”

 

 

 

 

Operational Highlights

 

TMC and Allseas Sign Commercial Agreement for the First Offshore Nodule Recovery Operation

 

On May 11, 2026, TMC announced that we had signed a Contract for Development Work and Commercial Production with our strategic partner and investor Allseas, a global leader in offshore pipeline installation, heavy lift and subsea construction, for the development, commissioning and operation of the first commercial polymetallic nodule collection system. The agreement establishes the commercial framework for advancing offshore nodule recovery operations and builds on the successful pilot collection test completed in 2022. The commercial system is expected to have a nameplate production capacity of 3.0 million wet tonnes of nodules per annum, with commissioning targeted to begin in Q4 2027, subject to regulatory approvals.

 

NOAA Determines TMC USA’s Consolidated Exploration License and Commercial Recovery Permit Application for USA A Project is in Full Compliance

 

On April 30, 2026, NOAA determined that the consolidated application by our subsidiary, TMC USA, for an exploration license and commercial recovery permit for TMC USA A under DSHMRA is in full compliance with the requirements of the Act and its implementing regulations, marking a key step in the U.S. regulatory and permitting process. The news follows the earlier determination of substantial compliance on March 9, 2026, and represents another step along the path of regulatory milestones that the Company expects will result in a permit before the end of Q1 2027.

 

TMC Subsidiaries Submit Massive Deep-Sea Dataset to Public Database as Company Launches Video Series on Findings of Environmental Research

 

On April 16, 2026, TMC announced that our subsidiaries, Nauru Ocean Resources Inc. (“NORI”) and Tonga Offshore Mining Ltd. (“TOML”), had submitted extensive environmental datasets to the International Seabed Authority’s DeepData database, covering a decade of exploration activities in the Clarion Clipperton Zone (CCZ). The submission includes data from 777 equipment deployments and more than 4,800 environmental samples, generating approximately 76,000 biological records and 69,185 geochemical data points across the full water column and seafloor environment. Key findings are showcased in a new video series demonstrating how the data addresses environmental concerns and how innovation has reduced the impact footprint of TMC’s collection system versus legacy technology.

 

The Metals Royalty Co. (Nasdaq: TMCR) Begins Public Trading

 

On April 8, 2026, The Metals Royalty Co. began public trading (Nasdaq: TMCR). TMCR has a 2.0% Gross Overriding Royalty (GORR) on the NORI area from a 2023 transaction which was previously announced. As part of the agreement, TMC was granted an equity stake in TMCR, which currently represents ~25% of TMCR’s outstanding equity. TMC retains the right to repurchase up to 75% of the NORI Royalty at an agreed capped return, exercisable in two transactions, between the second and the tenth anniversary of the agreement. If both repurchase transactions are executed, TMCR’s remaining gross overriding royalty on the NORI project revenue will be 0.5%.

 

 

 

 

TMC USA Files First Consolidated Exploration License and Commercial Recovery Permit Application, Increasing Expected Commercial Recovery Permit Area to 65,000 km2

 

On January 22, 2026, we announced that TMC USA had submitted a consolidated application to NOAA for an exploration license and a commercial recovery permit for polymetallic nodules in an area named TMC USA A in international waters of the CCZ in the Pacific Ocean. The application represents the first consolidated exploration license and commercial recovery permit application submitted under NOAA’s new consolidated application and review process and increases the commercial recovery area from ~25,000 to ~65,000 km2, with an estimated resource of 619 million tonnes (Mt) of wet nodules and a potential exploration upside of an additional 200 Mt. TMC USA was able to apply under NOAA’s new consolidated process because it can demonstrate the scientific, technical and financial capability to pursue commercial recovery activities expeditiously.

 

Industry Update

 

One Year on from Presidential Executive Order ‘Unleashing America’s Offshore Critical Minerals and Resources’

 

The impact of last year’s Executive Order accelerating American leadership in deep-seabed minerals has been unprecedented. Clear policy signals and government prioritization of critical mineral security have invited a surge of industry interest: nine American companies are now advancing 13 offshore mineral properties under NOAA license or application, covering approximately 1.5 million km2 of seafloor. Capital has also followed, with TMC welcoming investment from strategic partners including Korea Zinc and the Hess family, and American Ocean Minerals Corporation (AOMC) announcing a merger with Odyssey Marine Exploration supported by a substantial capital raise. TMC USA advanced the first commercial-scale nodule project under NOAA’s updated regulatory framework, while TMC’s two SEC-compliant S-K 1300 Technical Report Summaries — including a $5.5 billion NPV PFS for our initial production area declaring the world’s first nodule reserves — demonstrated both the commercial viability of our initial production area and long-term scalability across our broader resource base. Amid this momentum, we believe TMC is well positioned to leverage its first-mover experience across permitting, environmental science, offshore operations and onshore processing to help accelerate the broader development of a U.S.-led nodule industry.

 

TMC Welcomes NOAA Rule Modernizing Deep-Seabed Mining Permits for U.S. Companies in the High Seas

 

On January 21, 2026, we welcomed the new rule issued by NOAA updating regulations governing deep-seabed mineral exploration and commercial recovery. The final rule establishes a consolidated application and review process under DSHMRA, allowing companies that have completed the necessary exploration, environmental, and technological development work to rely on exploration-phase data in commercial recovery applications, reducing duplication and improving regulatory efficiency.

 

 

 

 

Financial Results Overview

 

At March 31, 2026, we held cash of approximately $119.7 million and held no financial debt. The cash balance includes $9 million received on the last day of the quarter related to sell-to-cover tax transactions with respect to stock-based compensation granted in prior years which was then remitted to tax authorities shortly after quarter end. We believe that our total liquidity including cash and borrowing availability under our credit facility with ERAS Capital LLC and Mr. Barron, will be sufficient to meet our working capital and capital expenditure commitments for at least the next twelve months from today.

 

We reported a net loss of approximately $20.6 million, or $0.05 per share for the quarter ended March 31, 2026, compared to net loss of $20.6 million, or $0.06 per share, for the quarter ended March 31, 2025. Exploration and evaluation expenses during the quarter ended March 31, 2026 were $13.3 million compared to $9.5 million for the quarter ended March 31, 2025.

 

General and administrative expenses were $20.7 million for the quarter ended March 31, 2026 compared to $8.5 million for the quarter ended March 31, 2025, reflecting higher amortization of share-based compensation and higher personnel costs, offset by lower legal costs.

 

Conference Call

 

We will hold a conference call today at 4:30 p.m. EDT to provide an update on recent corporate developments and first quarter 2026 financial results.

 

First Quarter 2026 Conference Call Details

 

Date: Thursday, May 14, 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 in the ‘Investors’ tab of the Company’s website under ‘Investors’ > ‘Media’ > ‘Events and Presentations’, approximately two hours after the event.

 

 

 

 

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 www.metals.co.

 

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 believes, could, expects, 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 with respect to: the Company's strategy to pursue 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; the anticipated scope, timing and outcome of NOAA’s review of the consolidated application; the Company's expectation that the NOAA process will conclude before the end of Q1 2027; the expected initial operations of the Company in the event the consolidated application is approved; the expected development, commissioning and operation of the first commercial nodule collection system under the Agreement with Allseas, including the nameplate production capacity of 3.0 million wet tonnes per annum and the expected timing of system commissioning in Q4 2027; the design and integration of a complete offshore production and logistics network and the acceleration of procurement and subcontracting activities through the balance of 2026; the anticipated future system configurations and the potential for multiple pathways to potentially materially reduce unit costs and improve offshore productivity over time; the potential for project-level financing opportunities; the Company's belief that its total liquidity will be sufficient to meet its working capital and capital expenditure commitments for at least the next twelve months; the Company's expectation that its first-mover positioning will enable it to help accelerate the development of a broader U.S.-led nodule industry, including the potential to process third-party nodules in the future; the potential economic outcomes described in the Company’s technical reports. 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: NOAA's review of the consolidated application and any determinations made during that review, including with respect to the scope of any exploration license or commercial recovery permit that may ultimately be granted; the outcome and timing of regulatory reviews by NOAA under DSHMRA; the ability to obtain an exploitation contract from the International Seabed Authority or permits from the U.S. government; risks related to the Company's dual-path permitting strategy; the successful continuation of the Company's alliance with Allseas, including under the new commercial agreement with Allseas described in this press release, and Allseas' ability to perform as expected; the development, testing, integration, scaling, commissioning and operation of the offshore collection system and its key components; the performance of other contractors and the terms on which they agree to provide services; changes in environmental, mining and other applicable laws and regulations; the availability of and access to capital on acceptable terms, including for amounts needed to fund the Company's share of development costs and operational costs under the commercial agreement described in this press release; risks related to strategic partnerships and technology sharing; uncertainties relating to processing nodules at commercial scale; metals price volatility; the sufficiency of the Company's cash and ability to secure additional financing on acceptable terms or at all; 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 on March 31, 2026. 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 US Dollars, except share amounts)

(Unaudited)

         
   As at   As at 
   March 31,   December 31, 
ASSETS  2026   2025 
Current          
Cash  $119,682   $117,633 
Receivables and prepayments   3,097    3,049 
    122,779    120,682 
Non-current          
Exploration assets   42,951    42,951 
Right of use asset   1,430    1,907 
Equipment   480    519 
Software   2,182    2,125 
Investments   15,052    13,447 
    62,095    60,949 
           
TOTAL ASSETS  $184,874   $181,631 
           
LIABILITIES          
Current          
Accounts payable and accrued liabilities   53,858    46,048 
Warrants liability   2,689    13,351 
    56,547    59,399 
Non-current          
Deferred tax liability   10,675    10,675 
Royalty liability   145,000    145,000 
    155,675    155,675 
           
TOTAL LIABILITIES  $212,222   $215,074 
           
EQUITY          
Common shares (unlimited shares, no par value – issued: 433,188,187 (December 31, 2025 – 422,966,333))   705,287    681,343 
Additional paid - in capital   240,446    237,696 
Accumulated other comprehensive loss   (1,203)   (1,203)
Deficit   (971,878)   (951,279)
TOTAL EQUITY   (27,348)   (33,443)
           
TOTAL LIABILITIES AND EQUITY  $184,874   $181,631 

 

 

 

 

 

TMC the metals company Inc.  

Condensed Consolidated Statements of Loss and Comprehensive Loss

(in thousands of US Dollars, except share and per share amounts)

(Unaudited)

 

         
         
   Three months ended March 31, 2026   Three months ended March 31, 2025 
Operating expenses          
Exploration and evaluation expenses  $13,257   $9,515 
General and administrative expenses   20,725    8,500 
Operating loss   33,982    18,015 
           
Other items          
Equity-accounted investment loss   2,998    35 
Gain on dilution of investment   (4,602)    
Change in fair value of warrant liability   (10,662)   441 
Foreign exchange loss (gain)   (690)   1,095 
Interest income   (1,136)   (19)
Fees and interest on borrowings and credit facilities   665    1,021 
           
Net loss and comprehensive loss for the period, before tax  $20,555   $20,588 
           
Tax expense   44    - 
           
Net loss and comprehensive loss for the period, after tax  $20,599   $20,588 
           
Loss per share          
- Basic and diluted  $0.05   $0.06 
           
Weighted average number of common shares outstanding          
– basic and diluted   425,770,033    345,346,393 
           

 

 

 

 

TMC the metals company Inc.

Condensed Consolidated Statements of Changes in Equity

(in thousands of US Dollars, except share amounts)

(Unaudited)

 

  Common Shares   Additional Paid in Capital   Accumulated Other Comprehensive Loss   Deficit   Total 
Three months ended March 31, 2026  Shares   Amount                 
December 31, 2025   422,966,333   $681,343   $237,696   $(1,203)  $(951,279)  $(33,443)
Exercise of stock options   2,045,126    10,248    (7,529)   -    -    2,719 
Conversion of restricted share units, net of shares withheld for taxes   8,176,728    13,696    (13,696)   -    -    - 
Share-based compensation and Expenses settled with equity   -    -    23,975    -    -    23,975 
Loss for the period   -    -    -    -    (20,599)   (20,599)
March 31, 2026   433,188,187   $705,287   $240,446   $(1,203)  $(971,878)  $(27,348)

 

  Common Shares   Additional Paid in Capital   Accumulated Other Comprehensive Loss   Deficit   Total 
Three months ended March 31, 2025  Shares   Amount                 
December 31, 2024   340,708,460   $477,217   $138,303   $(1,203)  $(631,435)  $(17,118)
Issuance of shares and warrants under Registered Direct Offering, net of expenses   5,000,000    2,237    2,763    -    -    5,000 
Shares issued as per At-the-Market Equity Distribution Agreement   2,975,226    5,562    -    -    -    5,562 
Conversion of restricted share units, net of shares withheld for taxes   7,933,336    10,788    (10,788)   -    -    - 
Share-based compensation and Expenses settled with equity   -    -    10,378    -    -    10,378 
Loss for the period   -    -    -    -    (20,588)   (20,588)
March 31, 2025   356,617,022   $495,804   $140,656   $(1,203)  $(652,023)  $(16,766)
                               

 

 

 

 

TMC the metals company Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands of US Dollars)

(Unaudited)

 

  

Three months

ended March 31,

2026

   Three months ended March 31, 2025 
Cash provided by (used in)          
           
Operating activities          
Loss for the period  $(20,599)  $(20,588)
Items not affecting cash:          
Amortization   39    58 
Accrued interest on credit facilities   -    558 
Lease expense   477    477 
Share-based compensation and expenses settled with equity   23,975    10,378 
Equity-accounted investment loss   2,998    35 
Gain on dilution of investment   (4,602)   - 
Change in fair value of warrants liability   (10,662)   441 
Unrealized foreign exchange movement   (726)   2,345 
Interest paid on short-term debt   -    (103)
Changes in working capital:          
Receivables and prepayments   (48)   (3,161)
Accounts payable and accrued liabilities   8,533    213 
Net cash used in operating activities   (615)   (9,347)
           
Investing activities          
Acquisition of equipment and software   (35)   (70)
Net cash used in investing activities   (35)   (70)
           
Financing activities          
Proceeds from exercise of stock options   2,719    - 
Proceeds from registered direct offering   -    5,000 
Expenses paid for registered direct offering   -    (472)
Proceeds from Shares issued from ATM   -    5,562 
Repayment of Debt   -    (1,797)
Net cash provided by financing activities   2,719    8,293 
           
Increase/(Decrease) in cash  $2,069   $(1,124)
Impact of exchange rate changes on cash   (20)   (10)
Cash - beginning of period   117,633    3,480 
Cash - end of period  $119,682   $2,346 

 

 

FAQ

How did TMC (TMC) perform financially in Q1 2026?

TMC reported a net loss of $20.6 million, or $0.05 per share, for Q1 2026. Operating expenses increased, with exploration and evaluation at $13.3 million and general and administrative costs at $20.7 million, reflecting higher share-based compensation and personnel expenses.

What is TMC’s liquidity and debt position as of March 31, 2026?

TMC held cash of about $119.7 million and had no financial debt at March 31, 2026. Management believes total liquidity, including a credit facility, should cover working capital and capital expenditure commitments for at least the next twelve months from the press release date.

What key regulatory milestone did TMC achieve with NOAA in 2026?

On April 30, 2026, NOAA determined TMC USA’s consolidated exploration license and commercial recovery permit application for the USA A project is in full compliance with DSHMRA and its regulations. This follows a prior substantial compliance finding and is a key step toward a potential permit by Q1 2027.

What is included in TMC’s commercial agreement with Allseas?

TMC and Allseas signed a Contract for Development Work and Commercial Production to develop, commission and operate the first commercial polymetallic nodule collection system. The system is expected to have 3.0 million wet tonnes annual nameplate capacity, with commissioning targeted for Q4 2027, subject to approvals.

How large is TMC USA’s expected commercial recovery area and resource?

TMC USA’s consolidated NOAA application increases the expected commercial recovery area from about 25,000 to roughly 65,000 km² in the Clarion Clipperton Zone. The area has an estimated 619 million tonnes of wet nodules, with potential exploration upside of an additional 200 million tonnes.

What major liabilities and equity position does TMC report?

TMC reports a $145 million royalty liability and total liabilities of $212.2 million as of March 31, 2026. Total equity is negative $27.3 million, driven by a cumulative deficit of $971.9 million, despite higher common share capital and additional paid-in capital.

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