Plutonian II agrees to $500M SPAC merger with Australian rare-earths explorer NT1

Plutonian Acquisition Corp. II

NT1 Pty Ltd shareholders get 50,000,000 Purchaser Shares valued at $500M ($10.00/share) in exchange for all NT1 shares.
NT1 explores rare earth elements, niobium and IOCG mineral systems in West Arunta, Western Australia, and Northern Territory.
Post-closing board has five directors (at least three independent): Sponsor names one, NT1 names the rest; equity plan capped at 10% of diluted cap.
Closing requires Plutonian II shareholder vote, HSR waiting period, Australian FIRB approval, and continued NYSE listing; outside date June 30, 2027.
Breakup fee of $500,000 plus terminating party's documented transaction expenses applies for material breaches.

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