Allseas Investments S.A. 4
4 · TMC the metals Co Inc. · Filed Aug 15, 2023
Insider Transaction Report
Form 4
Allseas Group S.A.
10% Owner
Transactions
- Exercise of In-Money
Common Shares
2023-07-24$0.01/sh+11,578,620$115,786→ 45,130,268 total - Purchase
Common Shares
2023-08-01+4,150,000→ 49,280,268 total - Purchase
Common Shares
2023-08-14+3,500,000→ 52,780,268 total - Exercise of In-Money
Allseas Warrant (right to buy)
2023-07-24−11,578,620→ 0 totalExercise: $0.01From: 2022-11-11Exp: 2026-09-30→ Common Shares (11,578,620 underlying) - Purchase
Class A Warrants (right to buy)
2023-08-14+3,500,000→ 3,500,000 totalExercise: $3.00From: 2023-08-14Exp: 2027-12-31→ Common Shares (1,750,000 underlying)
Holdings
- 1,000,000
Common Shares
Footnotes (4)
- [F1]These securities are owned by Allseas Group S.A. ("Allseas"). Mr. Edward Heerema, the Administrateur President of Allseas, has sole authority over Allseas. Mr. Heerema, Allseas Investments S.A., ("Allseas Investments"), the majority parent of Allseas, Argentum Cedit Virtuti GCV ("ACV"), the parent of Allseas Investments, and Stichting Administratiekantoor Aequa Lance Foundation, the parent of ACV, may be deemed to have beneficial ownership of the shares owned by Allseas. Each of Mr. Heerema, Allseas Investments, ACV and Stichting Administratiekantoor Aequa Lance Foundation disclaims beneficial ownership over any securities directly held by Allseas, except to the extent of his or its respective pecuniary interest therein.
- [F2]The issuer and Allseas entered into an Exclusive Vessel Use Agreement pursuant to which Allseas allocates the vessel Hidden Gem exclusively in support of the development of the Project Zero Offshore System until the system is completed on December 31, 2026, whichever is earlier. In consideration of the exclusivity term, the issuer will issue to Allseas these securities.
- [F3]On August 14, 2023, Allseas acquired 3,500,000 shares of TMC Common Shares and accompanying Class A Warrants to purchase 1,750,000 shares of TMC Common Shares for a total purchase price of $7 million.
- [F4]These securities are owned by ACV. Mr. Heerema may be deemed to have voting and investment power over the shares owned by ACV. Mr. Heerema disclaims beneficial ownership over any securities directly held by ACV, except to the extent of his pecuniary interest therein.