Wipe out the pan with a paper towel and place the pan back onto the stove over medium low heat.
Add the sugar and the water to the pan and let them melt. There's no need to stir the sugar at this stage, but watch it carefully as it turns golden brown.
Once the sugar has turned golden brown and is mostly liquified (at least 60-70%), stir it very gently with the silicone spatula until all the sugar crystals have disappeared.
Lower the heat to the lowest setting and add the butter, one tablespoon at a time, mixing well with a silicone spatula (or a whisk, if you prefer) until it melts and incorporates completely.
Gently stir in the heavy whipping cream.
Once the caramel mixture is smooth and combined, drizzle the caramel sauce over the popcorn on one of the the baking sheets. Add the flaky salt on top. Toss the popcorn gently with a spatula, as the caramel sauce coats the popcorn, making sure every piece is coated.
Let the caramel popcorn cool for a little bit until the caramel begins to harden and then form it into balls. Add some more flaky salt on top to serve, or store in an airtight container until ready to serve.