United States securities and exchange commission logo
August 4, 2021
Scott Leonard
Chief Executive Officer and Director
Sustainable Opportunities Acquisition Corp.
1601 Bryan Street, Suite 4141
Dallas, Texas 75201
Re: Sustainable
Opportunities Acquisition Corp.
Amendment No. 4 to
Registration Statement on Form S-4
Filed July 29, 2021
File No. 333-255118
Dear Mr. Leonard:
We have reviewed your amended registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Unless we note
otherwise, our references to prior comments are to comments in our July
26, 2021 letter.
Amendment No. 4 to Form S-4
Environmental Market Opportunity, page 124
1. We note your response
to comment 2. In your response, you disclose that studies and
analyses presented in
the white papers were co-authored by individuals that include
certain executive
officers of DeepGreen, although the studies were not prepared in
connection with the
registration statement. Please similarly revise your prospectus to
indicate that certain
executive officers of DeepGreen co-authored the LCAs, such as
clarifying what you
term lifecycle ESG impacts were from studies commissioned and co-
authored by DeepGreen.
Scott Leonard
Sustainable Opportunities Acquisition Corp.
August 4, 2021
Page 2
You may contact Myra Moosariparambil, Staff Accountant, at (202)
551-3796 or Craig
Arakawa, Accounting Branch Chief, at (202) 551-3650 if you have questions
regarding
comments on the financial statements and related matters. Please contact George
K. Schuler at
(202) 551-3718 for engineering related questions. Please contact Kevin
Dougherty, Staff
Attorney, at (202) 551-3271 or Loan Lauren Nguyen, Legal Branch Chief, at (202)
551-3642
with any other questions
Sincerely,
FirstName LastNameScott Leonard
Division of Corporation
Finance
Comapany NameSustainable Opportunities Acquisition Corp.
Office of Energy &
Transportation
August 4, 2021 Page 2
cc: Julian Seiguer
FirstName LastName