Related Party Transactions |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Related Party Transactions | |
| Related Party Transactions | 16.Related Party Transactions On March 22, 2024, the Company entered into an Unsecured Credit Facility (the “2024 Credit Facility”) with Gerard Barron, the Company’s Chief Executive Officer and Chairman, and ERAS Capital LLC, the family fund of one of the Company’s directors (collectively, the “2024 Lenders”), pursuant to which, the Company may borrow from the 2024 Lenders up to $20 million in the aggregate ($10 million from each of the Lenders), from time to time, subject to certain conditions. All amounts drawn under the 2024 Credit Facility will bear interest at the 6-month Secured Overnight Funding Rate (SOFR), 180-day average plus 4.0% per annum payable in cash semi - annually (or plus 5% if paid - in - kind at maturity, at our election) on the first business day of each of June and January. The Company will pay an underutilization fee equal to 4.0% per annum payable semi-annually for any amounts that remain undrawn under the 2024 Credit Facility. The 2024 Credit Facility also contains customary events of default. On August 13, 2024, the Company entered into the First Amendment to the 2024 Credit Facility with the 2024 Lenders, to increase the borrowing limit of the 2024 Credit Facility to $25 million in the aggregate ($12.5 million from each of the Lenders). On November 14, 2024, the Company entered into the Second Amendment to the 2024 Credit Facility with the 2024 Lenders, to increase the borrowing limit to $38 million in the aggregate ($19 million from each of the Lenders) and to extend the maturity of the 2024 Credit Facility to December 31, 2025. As per the Second Amendment, the rate of underutilization fee was retroactively increased from March 22, 2024, to 6.5% on any undrawn amounts under the 2024 Credit Facility. On March 26, 2025, the Company entered into the Third Amendment to the 2024 Credit Facility with the 2024 Lenders, to, among other things, increase the borrowing limit to $44 million in the aggregate ($22 million from each of the Lenders) and extend the maturity of the 2024 Credit Facility to June 30, 2026 with the 2024 Lenders having an option to extend the maturity date by up to two additional one-year periods. As per the Third Amendment to the 2024 Credit Facility, the underutilization fees are to be paid quarterly in cash or shares at the 2024 Lenders election and the 2024 Lenders have an option to terminate the credit facility upon certain financing events. On March 25, 2026, the 2024 Lenders extended the maturity date of the 2024 Credit Facility by one year, expiring on June 30, 2027, subject to further extension to June 30, 2028 at the election of the 2024 Lenders. Under the terms of the 2024 Credit Facility, amounts repaid are not available for reborrowing and permanently reduce the borrowing capacity under the facility. During the third quarter of 2025, the Company repaid the entire outstanding balance of $2.4 million, reducing the borrowing limit from $22.0 million to $19.6 million. On March 26, 2026, the borrowing limit of the credit facility from ERAS Capital LLC was reset to $22 million. During the three and six months ended June 30, 2026, the Company did not repay or draw from the 2024 Credit Facility (during the three and six months ended June 30, 2025, the Company repaid $nil and $1.8 million respectively of the drawn amount and did not draw from the 2024 Credit Facility) and as at June 30, 2026, did not have any outstanding drawn amounts. During the three and six months ended June 30, 2026, the Company incurred $nil as interest expense, while for those same periods, it incurred $0.7 million and $1.3 million respectively, as underutilization fees (during the three and six months ended June 30, 2025, the Company incurred $0.1 million as interest expense, while for those same periods, it incurred $0.7 million and $1.2 million, respectively, as underutilization fees). The interest repaid during the three and six months ended June 30, 2026, was $nil (during the three and six months ended June 30, 2025, the Company repaid interest amounting to $0.1 and $0.2 million respectively). For three and six months ended June 30, 2026, the Company repaid underutilization fees amounting to $0.7 million and $1.3 million, respectively (during the three and six months ended June 30, 2025, the Company repaid underutilization fees amounting to $0.9 million). During the three and six months ended June 30, 2026, the Company’s consulting fees amounting to $0.2 million and $0.5 million respectively, were provided by immediate family members of management, which are included in general and administrative expenses (during the three and six months ended June 30, 2025, consulting fees amounted to $0.1 million). As at June 30, 2026, consulting fees payable to immediate family members of management were $63 thousand (December 31, 2025: $57 thousand). Apart from the above-mentioned transactions, the Company had transactions with Allseas and The Metals Royalty Company which are detailed in Notes 6 and 7. |