Plutonian Acquisition Corp. II (PLUNU) announced on September 3, 2026, that it has entered into a definitive agreement to merge with Australian mineral exploration company NT1 Pty Ltd. The transaction, structured as a business combination, is expected to result in a combined entity listed on the New York Stock Exchange.
Under the terms of the Agreement and Plan of Merger and Business Combination Agreement (BCA), NT1 shareholders will receive shares of the Purchaser, a Cayman Islands exempted company to be incorporated as part of the deal. The exchange consideration is valued at USD $10.00 per share, representing an estimated enterprise value of NT1 of USD $500 million.
NT1 is focused on the acquisition and exploration of mineral properties in Western Australia and the Northern Territory, with a specific emphasis on rare earth elements, niobium, and iron oxide-copper-gold (IOCG) mineral systems. Following the completion of the transaction, NT1 intends to leverage the combined company to accelerate its growth strategy and expand its exploration activities.
The transaction is subject to customary closing conditions, including the approval of shareholders of both Plutonian II and NT1, as well as necessary regulatory approvals. The parties expect the transaction to close in 2027. A registration statement on Form F-4, which will include a proxy statement/prospectus, is expected to be filed with the SEC.
