24 June 2021merger communication● Neutral
Industry commentary on DeepGreen's environmental and resource case for deep-sea nodule collection, republished as investor communication ahead of the merger vote.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
23 June 2021business combination● NeutralMajor
Amendment No. 2 set out the mechanics and the conflicts. The steps to closing were spelled out, beginning with the vehicle's migration from the Cayman Islands to British Columbia, and a new section listed what the sponsor stands to gain: $25,000 paid for 7,500,000 founder shares, $9.5 million for private placement warrants that expire worthless if no deal closes by 8 November 2021, and 741,000 shares exchanged for 1,241,000 earnout shares. A first risk factor on deep-sea biodiversity was added.
23 June 2021merger communication● Neutral
Webinar transcript with SOAC's CEO promoting the pending merger; routine investor-communication filing.
4 June 2021merger communication● Neutral
Investor fireside chat (IPO Edge) with DeepGreen's CEO and SOAC's CEO discussing the pending merger; routine investor-communication filing.
4 June 2021merger communication● Neutral
Company backgrounder on DeepGreen and SOAC's pending merger, republished as an investor communication ahead of the shareholder vote.
27 May 2021business combination● NeutralMajor
Amendment No. 1 to the Form S-4 registering the SOAC/DeepGreen combination: the SPAC moves from the Cayman Islands to British Columbia and becomes TMC the metals company, DeepGreen holders take 230.6 million shares on a $2.25 billion equity value plus 135 million earn-out shares, and a $330.3 million share placement at $10.00 funds the deal. Attached are the first technical reports on the NORI and TOML seabed nodule areas in the Clarion-Clipperton Zone.
25 May 2021quarterly activities report▼ Bad
TMC the metals Co Inc. reported a quarterly net loss of $55.7 million for the period ended 2021-03-31.
24 May 2021financial restatement▼ BadMajor
SOAC disclosed it would restate its financial statements, reclassifying $15 million of public warrants and $9.5 million of sponsor warrants as liabilities rather than equity, after the SEC issued new guidance on SPAC warrant accounting that year -- an industry-wide issue that affected most SPACs at the time, not specific to SOAC's own conduct.
24 May 2021merger communication▼ BadMajor
Duplicate filing disclosing that SOAC will restate its financial statements to reclassify its public and sponsor warrants as liabilities rather than equity, following new SEC guidance on SPAC warrant accounting.
20 May 2021substantial holder notice● Neutral
Highbridge Capital Management, LLC disclosed a new substantial TMC the metals Co Inc. shareholding (6.00% of votes).
20 May 2021merger communication● Neutral
Transcript of a SOAC/DeepGreen Analyst Day presentation detailing the company's Clarion-Clipperton Zone nodule resource and EV battery-metals supply thesis; routine investor-communication filing.
18 May 2021late filing notice▼ Bad
TMC the metals Co Inc. notified the SEC that its quarterly report would be filed late.
14 May 2021merger communication● Neutral
Investor livestream appearance promoting the pending merger; routine investor-communication filing.
14 May 2021merger communication● Neutral
Social media post promoting the pending merger; routine investor-communication filing.
28 Apr 2021merger communication● Neutral
Investor media interview (Kitco News) with CEO Gerard Barron on the company's plans following its rebrand to The Metals Company; routine investor-communication filing.
19 Apr 2021merger communication● Neutral
Investor conference presentation (Benchmark's Nickel Day) by CEO Gerard Barron detailing the company's three Clarion-Clipperton Zone license areas and their estimated 270 million tons of contained nickel; routine investor-communication filing.
16 Apr 2021merger communication● Neutral
SOAC announced it had filed its Form S-4 registration statement for the DeepGreen merger, disclosing a pro forma equity value of about $2.9 billion for the combined company, to be renamed The Metals Company.
8 Apr 2021business combination● NeutralMajor
Sustainable Opportunities Acquisition Corp, a blank-cheque company, registered the shares for its combination with DeepGreen Metals -- to be renamed TMC the metals company -- which holds rights to three of the seabed exploration contracts issued for the Clarion-Clipperton Zone, an area of 149,543 square kilometres with an estimated 1.6 billion wet tonnes of polymetallic nodules. DeepGreen is valued at a fixed $2.25 billion with no adjustment, alongside a $330.3 million private placement at $10.00 a share, and the vehicle moves from the Cayman Islands to British Columbia on the way through.
7 Apr 2021merger communication● Neutral
Investor media interview with CEO Gerard Barron discussing DeepGreen's rationale for going public via the SOAC merger to accelerate its planned 2024 production start; routine investor-communication filing.
1 Apr 2021substantial holder notice● Neutral
ICS Opportunities, Ltd, Millennium International Management LP, Millennium Management LLC, Millennium Group Management LLC, Israel A. Englander disclosed a new substantial TMC the metals Co Inc. shareholding (5.10% of votes).
22 Mar 2021merger communication● Neutral
Investor interview with CEO Gerard Barron and financier Frank Giustra discussing the pending merger and DeepGreen's seafloor nodule resource; routine investor-communication filing.
19 Mar 2021merger communication● Neutral
Social media posts by DeepGreen promoting the pending SOAC merger; routine investor-communication filing.
17 Mar 2021merger communication● Neutral
Media interview (Sky News) with DeepGreen CEO Gerard Barron promoting the pending merger and the company's seafloor nodule-collection strategy for EV battery metals; routine investor-communication filing with no new deal terms.
4 Mar 2021merger communication● Neutral
Duplicate regulatory filing of the same Business Combination Agreement announcement.
4 Mar 2021business combination▲ GoodMajor
SOAC and DeepGreen Metals -- a Vancouver-based explorer of seafloor polymetallic nodules in the Pacific's Clarion-Clipperton Zone -- announced they had signed a Business Combination Agreement to take DeepGreen public.
4 Mar 2021merger communication● Neutral
Duplicate filing of the same March 4, 2021 merger announcement and investor conference call.
4 Mar 2021business combination▲ GoodMajor
Formal filing of the Business Combination Agreement terms: SOAC will migrate to British Columbia and acquire all of DeepGreen's shares in exchange for SOAC common shares and earnout shares, with DeepGreen becoming a wholly-owned subsidiary -- a deal later disclosed at a pro forma equity value of about $2.9 billion.
16 Feb 2021substantial holder notice● Neutral
Glazer Capital, LLC, Paul J. Glazer disclosed a new substantial TMC the metals Co Inc. shareholding (5.10% of votes).
16 Feb 2021substantial holder notice● Neutral
Vellar Opportunities Fund Master, Ltd, Cohen & Company Financial Management, LLC, Dekania Investors, LLC, Cohen & Company LLC, Cohen & Company Inc, Daniel G. Cohen reported no remaining TMC the metals Co Inc. shareholding in its periodic institutional filing.
16 Feb 2021substantial holder notice● Neutral
Sustainable Opportunities Holdings LLC, Scott Leonard, Scott Honour disclosed a new substantial TMC the metals Co Inc. shareholding (20.00% of votes).