The Department of War has signed for about 10 percent of a copper explorer in Alaska, and the ten year warrants that come with the stake are priced at one cent a share

Two agreements were signed on Friday, and the second one is the interesting half. The first sells the United States Department of War about 10 percent of Trilogy Metals for roughly $35.6m. The second gives it a say in how the mine it is funding is run.

Trilogy is a Vancouver company listed in New York and Toronto, and it owns half of Ambler Metals, the joint venture with South32 that holds the Upper Kobuk Mineral Projects in northwestern Alaska. A binding letter of intent was announced on 6 October last year. The definitive documents landed on the Friday evening filing list.

What the money buys

The department is buying 8,215,570 units from the company at $2.17, about $17.8m. Each unit is one share plus three-quarters of a warrant, and the warrants cover 6,161,678 shares at an exercise price of one cent.

It is paying South32 about the same again, $17.8m, for 8,215,570 shares South32 already holds, plus a ten year call option over a further 6,161,678 shares, also at a cent. Trilogy is not a party to that half. Both companies say they will put the entire proceeds back into Ambler Metals.

So the department ends up with 16,431,140 shares at closing and the right to acquire 12,323,356 more. Exercising all of that costs $123,233.56.

Neither the warrants nor the option can be exercised yet. They open on the earlier of two events: completion of Phase 1 of the Ambler Access Project, the road, or a change of control of the company.

The terms that are not about money

Until 6 October 2028 the department may name one independent third-party director. While it holds at least 8,000,000 shares it may put an observer in board meetings, and a second observer at Ambler Metals itself. Below that, at 4,107,785 shares, it still gets quarterly and annual accounts from the venture, site visits and access to the books.

Trilogy has agreed not to take on more than $1bn of borrowed debt before 1 January 2029 without written approval.

Ambler Metals has 90 days from closing to write a security plan covering sensitive intellectual property and technical data, and the department approves it and reviews it annually. It has 60 days to stand up a compliance committee. All three companies must report certain new foreign investments within five business days.

Then there is the clause that does the most work. If parties the agreement calls Restricted Entities come to hold 10 percent or more of the voting stock of either Trilogy or South32, the department may appoint a special representative with veto rights over certain matters at Ambler Metals and the casting vote in a deadlock. The agreement says that power is to be exercised solely for United States national security reasons.

The two milestones already cleared

The release records that the government has finished its Foreign Ownership, Control or Influence review of Trilogy, and that Congress has authorised the relevant authorities.

Tony Giardini, the president and chief executive, called the signing a defining milestone for the company and for a secure domestic supply of critical minerals. George K. Kollitides II, described as director of the department's Economic Defense Unit, said the investment is part of a strategy to deploy capital where it matters most, and that it is "eliminating foreign supply vulnerabilities and investing directly in American industrial strength."

Closing is expected in September, subject to South32 completing its side and to stock exchange approval. The agreements themselves are not attached to this filing and are promised in a later one.