The Metals Royalty Company (TMCR) Registration filing summary

Company overview and business model

• Focuses on acquiring and managing royalties, streams, and similar interests in critical metals and minerals, supporting North American mineral security and industrial growth.

• Operates a royalty-based model, minimizing operational, development, and environmental risks while providing exposure to commodity upside.

• Core asset is a 2.0% gross overriding royalty on the NORI Property, a polymetallic nodule project in the Clarion-Clipperton Zone (CCZ) of the Pacific Ocean.

• The NORI Property is in development and not yet permitted for commercial production; no royalty revenue has been received to date.

• Business strategy includes expanding the royalty portfolio through disciplined capital deployment and leveraging management’s industry relationships.

Financial performance and metrics

• For the nine months ended September 30, 2025, reported an operating loss of $2.5 million and a net loss from continuing operations of $1.9 million.

• Year ended December 31, 2024, operating loss was $1.2 million; net loss from continuing operations was $0.9 million.

• As of September 30, 2025, had $10.6 million in cash and $9.3 million in net working capital.

• Raised $12.1 million from share issuances and $15.7 million from subscription receipts (held in escrow pending listing approval).

• No revenue from the NORI Royalty; historical revenue was from oil and gas royalties, which were spun out in December 2025.

Use of proceeds and capital allocation

• Will not receive proceeds from the resale of shares by registered shareholders in the direct listing.

• Proceeds from recent share issuances and subscription receipts are intended to fund operations and future royalty acquisitions.

• Capital structure is designed to align management and shareholder interests, with significant insider ownership.