TMC the metals company Inc.

Investigation
10/28/2021

Initial Lawsuit
10/28/2021

Lawsuit Progression
03/07/2022

Investigation

Continous Holding
March 4, 2021 to October 5, 2021
Proposed Claim
Securities Violation

Investigation regarding statements made by TMC the metals company Inc. about alleged undisclosed payments for licenses to insiders, exploration expenses and ownership claims of NORI.

Main Event

Pipe Failure

09/13/2021

News Outlets

Bloomberg reports that “two unidentified investors [failed] to provide funds comprising two-thirds of TMC’s $330million PIPE (private investment in public equity).” The article added that “[s]ince the SPAC deal was announced in March, more than 500 scientists have signed a letter calling for a moratorium on deep-sea mining until the environmental risks are better understood. Large companies like BMW AG, Samsung Electronics Co. and Google have leant their support to a temporary ban.”

The stock impact compares the closing price immediately preceding the date of the event and the following closing price. The price difference also reflects the overall mix of information.

Stock Impact

Close	Previous close	Price variation	Percentage variation
$10.89	$12.45	$-1.56	-12.53%

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Initial Lawsuit

This is a federal securities class action on behalf of a class consisting of all persons and entities other than defendants who purchased or otherwise acquired the publicly traded securities of TMC between March 4, 2021 and October 5, 2021, both dates inclusive.

Filing Date
10/28/2021
Class Period
03/04/2021 to 10/05/2021
Transgression
Securities Violation
Filing Firms
The Rosen Law Firm, P.A.
Case Title
Carper v. TMC the metals company Inc. et al
Docket Number
1:21-cv-05991
Court
New York Eastern District Court
Free File
Complaint

Allegations

According to the complaint, defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about the company’s business, operations, and prospects. Specifically, defendants allegedly failed to disclose to investors that:

(1) the company had significantly overpaid for the TOML acquisition to undisclosed insiders;
(2) the company had artificially inflated its NORI exploration expenditures to give investors a false scale of its operations;
(3) the company’s purported 100% interest in NORI was questionable given prior disclosures to the ISA that NORI was wholly owned by two Nauruan foundations and that all future income from NORI would be used in Nauru;
(4) defendants had significantly downplayed the environmental risks of deep-sea mining polymetallic nodules and failed to adequately warn investors of the regulatory risks faced by the Company’s environmentally risky exploitation plans;
(5) the company’s PIPE financing was not fully committed and, therefore, the company would not have the cash necessary for large sale commercial production;
(6) as a result of the foregoing, the company’s valuation was significantly less than defendants disclosed to investors; and
(7) as a result, defendants’ public statements were materially false and/or misleading at all relevant times.