8/14/2023

speaker
Operator
Conference Operator

Good day, and welcome to the Metals Company second quarter 2023 corporate update conference call. At this time, all participants are in listen-only mode. After the speaker's presentation, there will be a question and answer session. As a reminder, this call is being recorded. I would like to turn the call over to Craig Chesky, CFO. You may begin.

speaker
Craig Chesky
Chief Financial Officer

Thanks, Michelle.

speaker
Michelle
Head of Investor Relations

Please note that during this call, certain statements made by the company are going to be forward-looking and based on management's beliefs and assumptions from information available at this time. These statements are subject to known and unknown risks and uncertainty, many of which may be under control, including those set forth in our safe harbor provisions for forward-looking statements that can be found at the end of our second quarter 2023 corporate update press release. Such statements may also be found in our annual report on Form 10-K for the year end December 31st, 2022, and other reports subsequently filed with the SEC, including our 10-Q for the quarter end of June 30, 2023, all that provide further detail about the risks related to our businesses. additionally please note that the company's actual results may differ materially from those anticipated and except as otherwise required by law we undertake no obligation to update a forward-looking statement and our remarks today may also include non-gap financial measures including with respect to free cash flows additional details regarding these non-gap financial measures including reconciliations to the most directly comparable gap financial measures which can be found in our slide deck used with this call and of course you're welcome to follow along with that slide deck Or if joining us by phone, you can access it at any time at investors.metals.co. Now, first of all, I'd like to say thanks to everyone for joining on this quarterly update conference call. And given all the new slow in progress in the last few weeks, June 30 does feel like ages ago when we ended the quarter. So before getting into the presentation and turning it over to Jared, who, of course, has been on the road nonstop this summer building support for TMC, we'd just like to remind you of some of what's happened in July alone in this industry. First of all, there were multiple articles from The Economist magazine in early July, which concluded that the time is now for the responsible collection of seafloor nodules. And this assertion was followed by an interview in The Guardian showing strong support for seafloor mining from director and deep-sea explorer James Cameron, who's personally completed 75 deep dives and has seen more of abyssal seafloor than pretty much anyone else on the planet. Importantly in the U.S., there was the passage of the House version of the National Defense Authorization Act in mid-July, which prioritizes the delivery of a plan on nodule processing and refining from the Pentagon, followed up with a letter from nine Congress people to the President and the Secretary of Defense, imploring the White House to focus on nodules as a matter of national security. Finally, we saw the conclusion of the July ISA session, in which a compromise was reached between member states to continue work on the final rules, regulations, and procedures, also known as the mining code. Over the next three sessions in November 2023, March 2024, and July 2024, After which point TMC subsidiary, Nori intends to submit an application to the ISA for an exploitation contract for Nori Area D. Very importantly, the ISA reiterated their obligation to consider a plan of work when we're ready to lodge it in consultation with our sponsoring state. And Nori does reserve the legal right to submit an application before final regulations are in place. Now, focusing very quickly on the ISA picture. Of course, we would have liked to see the fulfill their legal obligation to deliver the mining code in 2023 as they previously targeted. But we believe that the hard one compromise reached in July has increased our regulatory certainty. And as we've always said, we will not submit an application for an exploitation contract over the nori area D until we finish a world class environmental and social impact assessment, including an environmental impact statement as a key component of our application. So, considering the initial results that are starting to roll in, particularly on biodiversity and flume impacts, we are confident that NORI's application will show the ISA's legal and technical commission, the ISA Council, and stakeholders around the world that nodule collection can be done responsibly and at a scale that moves the needle in the quest for new sources of these metals, which are needed, of course, for the clean energy transition. So, on to the agenda. Today, we'll take you through the following items. summary of the recent corporate news, including the capital raise of $2 per share, a brief market update, a reminder of TMC's value proposition, further detail on the regulatory front, a review of the environmental case for polymetallic nodules based on some of the information that's been coming through, and finally, our financial update. So, following a very eventful July, TMC released a corporate update on August 1st laying out the estimated project timeline to production, cash needs, and developments related to the Project Zero offshore system. As shown on the slide here, TMC subsidiary Nori intends to submit an application to the ISA for an exploitation contract over Nori Area D following their July 2024 meeting. And assuming a one-year review process and approval, Nori would expect to be in production in the fourth quarter of 2025. So, as the ISA is continuing their regulatory work, Nori will continue its scientific work. And based on the feedback received from the ISA's Legal and Technical Commission, we are now going to accelerate the timing of the new post-collection test campaign this year, focused on environmental regeneration of last year's collection test area, during which 3,000 tons of nodules were successfully lifted to the surface. We believe this environmental campaign will ultimately strengthen the quality of our application. And our partner at Allseas will also use the time well, with Nori and Allseas now planning for increased production capacity. for the Project Zero offshore system using the Hidden Gem vessel and adding a second collector vehicle from an estimated 1.3 million wet tons per annum to a new estimated 3.0 million wet tons per annum, a potential increase of 130%. Of course, to deliver a high-quality application for an exploitation contract, we told the market on August 1st that we would need an incremental 60 to 70 million cash on top of our existing cash balance, but not yet including any drawdown. on the existing $25 million all-seas unsecured credit facility that was extended through November of 2024. So, the next slide walks through some of the liquidity and capital resources we have at our disposal. And we have been very clear that we prefer to raise the majority of funds needed to reach first production at the asset level, potentially through earn-ins or stake sales, off-takes or royalties. However, these asset level discussions do take time, and as those discussions continue, we do need to keep the pace up of the milestones that are being delivered, including the recently announced acceleration of that post-collection test environmental campaign. So we made the decision to raise some funds at the PMC level to keep the development of this world-class asset on track. And this morning, we're happy to announce a capital raise of approximately $27 million in gross proceeds at $2 per share, alongside a half warrant with an exercise price of $3 per share, and a forced exercise, also known as a call provision, if our share price trades above $6.50 for at least a 30-day volume-weighted average period. And there's also the potential for raising up to an incremental $11 million by mid-September at the same terms. And this right was granted to the investment advisory clients of certain participants in this transaction, with the extra time to allow for some additional compliance documentations. In the current market, the vast majority of follow-on offerings are issued at discounts to the current share price. So the execution of this transaction and an 82% premium to Friday's close is a major show of force by both our existing and new investors. So again, we'd like to thank everybody who participated. I know Jared would like to thank some of them as well. Jared and I both participated in the offering as did several directors, our partner Allseas, and one of our single largest shareholder, Andre Karkar. And with that, I will turn it over to Jared to walk you through the rest of the presentation. Jared, please go ahead.

Disclaimer

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