The transaction includes a fully committed, $330 million private investment in public equity (PIPE) financing at $10 per share, with an international consortium of strategic and institutional investors, including Allseas.
DeepGreen shareholders will own 76% of the resulting company, with SPAC holding 12% and PIPE investors 11%.
SOAC currently holds $300 million in trust, and the combined company would have about $550 million net cash, which DeepGreen expects to fully fund operations until first revenue is generated in 2024.
The Metals Company aims to become the world’s largest developer and producer of EV battery metals through a responsible approach targeting both the lowest lifecycle ESG impact and low production costs.
“Sourcing battery metals is the biggest hurdle facing the clean energy transition, and the pipeline of new mining projects on land is insufficient to meet rising demand,” Scott Leonard, SOAC CEO said in a media statement.
“We looked at over 100 companies, many of them in the EV and renewable energy space. DeepGreen stands above the rest,” Leonard said.
“It offers a real, scalable solution to the raw materials problem, at a low production cost and with a significant reduction in the ESG footprint of metals. Assuming full-scale production, we expect The Metals Company to be among the lowest-cost nickel producers in the world. We are convinced that The Metals Company is the ultimate answer to our thorough search for meaningful ESG impacts combined with tremendous financial upside.”
The combined company will be led by DeepGreen chairman and CEO Gerard Barron, with SOAC chief executive Scott Leonard joining the board.
The transaction is expected to be completed in the second quarter.
There are no seafloor mining operations yet, and there is considerable opposition to the idea. However, DeepGreen believes mining of seafloor polymetallic nodules will have less environmental impact than traditional land-based mining in terms of both CO2 emissions and mining waste, with “zero tailings.”
DeepGreen recently upgraded resources at its 25,160-sq. km NORI-D exploration holdings, held by its subsidiary Nauru Ocean Resources. Measured resources now stand at 4 million measured tonnes grading 1.42% nickel, 1.16% copper, 0.13% cobalt, 32.2% manganese and 5.13% silica. Indicated resources come to 341 indicated tonnes grading 1.4% nickel, 1.14% copper, 0.14% cobalt, 31.2% manganese and 5.13% silica. Inferred tonnes add 11 million tonnes at similar grades.
The resources estimate an abundance of nodules in the NORI-D area of between 15.6 to 18.6 wet kg per sq. metre, using a cutoff grade of 4 kg per sq. metre abundance.
The project is located on the seafloor in the Clarion-Clipperton zone of the northeast Pacific Ocean. DeepGreen was granted the exploration rights by the International Seabed Authority in 2011.