M&A - Allseas Group S.A.

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Form Type: SCHEDULE 13D/A

Filing Date: 2025-05-27

Corporate Action: Acquisition

Type: Update

Accession Number: 000110465925053113

Filing Summary: This Schedule 13D/A is an amendment filed by Allseas Group S.A. regarding its ownership of TMC Common Shares. It details the acquisition on May 22, 2025, of 2,333,333 shares of TMC and corresponding Class C Warrants for a total price of $7 million under a Purchase Agreement. The document amends prior filings under the original Schedule 13D from 2021. It notes that, following this acquisition, Allseas Group and its affiliates collectively own approximately 16.3% of outstanding TMC shares, equating to 59,196,934 shares. The Class C Warrants hold an initial exercise price of $4.50 per share and will expire in three years. The document includes historical acquisition data of TMC shares by Allseas. None of the reporting persons beneficially owns additional TMC shares beyond those reported in this amendment, disclosing their respective holdings and ownership relations. The document also describes the Corporate Action related to the acquisition and amendments to previously disclosed agreements and transactions.

Additional details:

Share Count: 2333333

Purchase Price: 7000000

Warrant Class: Class C


Ownership Percentage: 16.3

Total Shares Owned: 59196934


Percentage Of Outstanding Shares: 16.6

Total Shares Owned Acv: 60196934


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