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Investment in Low Carbon Royalties | 6 Months Ended
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Jun. 30, 2025
Investment in Low Carbon Royalties |
Investment in Low Carbon Royalties | 7.Investment in Low Carbon Royalties On February 21, 2023 (the “Closing Date”), the Company and its wholly-owned subsidiary, NORI, entered into an investment agreement (the “Royalty Agreement”) with Low Carbon Royalties Inc. (“Low Carbon Royalties”). In connection with the Royalty Agreement, NORI contributed a 2% gross overriding royalty (the “NORI Royalty”) on the Company’s NORI project area in the CCZ to Low Carbon Royalties. In consideration of the NORI Royalty, TMC received an ownership in Low Carbon Royalties and $5 million in cash, as of the Closing Date. In connection with the Royalty Agreement the Company entered into an Investor Rights Agreement with Low Carbon Royalties and a shareholder of Low Carbon Royalties, pursuant to which the Company and this shareholder each have a right, subject to certain percentage maintenance, to nominate a director to Low Carbon Royalties’ board of directors, along with registration and information rights. During the six months ended June 30, 2025, there was no change to the Company’s ownership in Low Carbon Royalties which remained at 32% (December 31, 2024: 32%). For the three and six months ended June 30, 2025, the Company’s share of the net gain generated by Low Carbon Royalties was $89 thousand and $54 thousand, respectively (For the three and six months ended June 30, 2024, the Company’s share of Low Carbon Royalties’s net loss was: $61 thousand and $139 thousand respectively). During the second quarter of 2025, Low Carbon Royalties declared and paid a return of capital of $0.025 per share with the Company’s share of return of capital amounting to $0.3 million. The Company recorded the return of capital received from Low Carbon Royalties based on the Nature of the Distribution Approach. As the distribution was a return of capital, the Company has disclosed the receipt under Investing Activities in the Condensed Consolidated Statements of Cash Flows. ​
​ | ​ | ​ | ​
​ |  | Investment
Investment as at December 31, 2023 | ​ | $ | 8,429
Equity-accounted investment loss for the 2024 year | ​ | ​ | (226)
Investment as at December 31, 2024 | ​ | $ | 8,203
Return of Capital | ​ | ​ | (346)
Equity-accounted investment income for the six months ended June 30, 2025 | ​ | ​ | 54
Investment as at June 30, 2025 | ​ | $ | 7,911
​ The NORI Royalty was recorded as a royalty liability in the consolidated Balance Sheet in accordance with ASC 470, Debt (“ASC 470”). The Company elected to account for the royalty liability at fair value through profit and loss. The fair value was determined using a market approach which entails examining recent royalty transactions prior to the reporting date, focusing on those transactions that involve similar metals as contained in NORI’s polymetallic nodules. The Company compares the specific characteristics of these transactions to estimate the fair value. The fair value of the royalty liability as at June 30, 2025, remained unchanged at $14 million. ​ Financial results of Low Carbon Royalties as at and for the three and six months ended June 30, 2025, and 2024 are summarized below: ​
​ | ​ | ​ | ​ | ​ | ​
​ |  | As at June 30, |  | As at June 30,
​ | ​ | 2025 | ​ | 2024
Current Assets | ​ | $ | 1,031 |  | 1,410
Non-Current Assets | ​ |  | 25,112 |  | 25,726
Current Liabilities | ​ |  | 70 |  | 80
​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Three months | ​ | Three months |  | Six months |  | Six months
​ | ​ | ended June 30, | ​ | ended June 30, | ​ | ended June 30, | ​ | ended June 30,
​ |  | 2025 |  | 2024 |  | 2025 |  | 2024
Royalty Income | ​ | $ | 273 |  | 396 |  | 526 |  | 790
Total Revenue | ​ |  | 284 |  | 410 |  | 554 |  | 814
Comprehensive Gain (Loss) for the period | ​ | $ | 277 |  | (191) |  | 167 |  | (433)
​

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- Definition The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group. + References Reference 1: http://www.xbrl.org/2003/role/recommendedDisclosureRef -Topic 740 -SubTopic 323 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org/1943274/2147478156/740-323-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481687/323-10-50-3 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481687/323-10-50-3 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Topic 323 -Publisher FASB -URI https://asc.fasb.org/323/tableOfContent + Details
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