DV Resources Ltd. said May 30 that it entered a binding agreement to acquire DeepGreen Resources Inc. via a reverse takeover.
DeepGreen is a private Canadian company focused on producing metals from seafloor polymetallic nodules containing nickel, copper, cobalt and manganese, with two polymetallic projects in international waters west of Mexico.
DeepGreen recently signed an agreement with Maersk Supply Service A/S to supply vessels and offshore services for five marine campaigns through 2019, to support environmental studies of the seabed and to test a nodule harvester prototype.
Under the latest agreement, DeepGreen will merge with a DV subsidiary, with a total of 92,761,912 DeepGreen shares to be acquired on a 1-for-1 basis for post-consolidated DV shares and 6,432,544 DeepGreen options to be exchanged for options to acquire post-consolidated DV shares.
Ahead of completion of the deal, the company will consolidate its shares on a 1-for-3.5 basis, with approximately 126,887,050 post-consolidated shares expected to be issued and outstanding upon closing.
Closing is subject to various conditions, including the completion of a financing by DeepGreen, which plans to raise up to US$20 million through a nonbrokered placement of up to 16 million subscription receipts priced at US$1.25 each.
Net proceeds will be used to fund marine cruises for environmental baseline studies, initiate offshore and onshore development programs and for general corporate purposes.
The company is planning to move its headquarters from Ontario to British Columbia and assume a new name. The merged entity will also reconstitute its management and board, with DeepGreen founder Gerard Barron to serve as CEO and as a director and deep sea mining specialist Robert Heydon to act as COO.
David Heydon, Sam Englebardt, Brian Paes-Braga and Paul Matysek will also be appointed as directors. David Heydon and Robert Heydon both previously worked at Nautilus Minerals Inc., where David Heydon served as president and CEO.