TMC the metals company Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On September 9, 2024, TMC the metals company Inc. (the “Company”) entered into a working capital loan agreement (the “Loan Agreement”) with Allseas Investments SA (the “Lender”), a company related to Allseas Group SA. In accordance with the Loan Agreement, the Lender provided a loan to the Company amounting to $5 million (the "Loan") on September 10, 2024, to be used towards general corporate purposes and the repayment of all outstanding amounts under the $2 million short-term loan between the Company and Argentum Cedit Virtuti GCV (“Argentum”), a company related to Allseas Group SA, which matured on September 10, 2024. The Loan and accrued interest thereon are payable to the Lender on or before the earlier of (i) the occurrence of certain events and (ii) April 1, 2025 (the “Repayment Date”). The Loan accrues interest at a rate of USD Interest Market Rate (as defined in the Loan Agreement) and a margin of 4.0% per annum, payable in two installments (or plus 5.0% if interest payments are deferred to the Repayment Date, at the Company’s election). The interest rates are the same as the $27.5 million Unsecured Credit Facility Agreement, entered into on March 22, 2023, as amended, between the Company and Argentum, which remains undrawn as of the date of filing this Current Report on Form 8-K.
The foregoing description of the Loan Agreement does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the full text of the Loan Agreement attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 is incorporated into this Item 2.03 by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1† | Working Capital Loan Agreement, dated September 9, 2024, by and between TMC the metals company Inc. and Allseas Investments SA | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
† Certain confidential portions of this Exhibit were omitted by means of marking such portions with brackets (“[***]”) because the identified confidential portions (i) are not material and (ii) is the type of information that the Company treats as private or confidential.
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: September 12, 2024 | By: | /s/ Craig Shesky |
| Name: | Craig Shesky | |
| Title: | Chief Financial Officer | |