Odyssey Marine Exploration acquires 13% stake in Ocean Minerals LLC for $15M, option to reach 40%

On June 4, 2023, Odyssey Marine Exploration, Inc. (“Odyssey”), Odyssey Minerals Cayman Limited, a wholly owned subsidiary of Odyssey (the “Purchaser”), and Ocean Minerals, LLC (“OML”) entered into a Unit Purchase Agreement (the “Purchase Agreement”) pursuant to which the Purchaser agreed to purchase, and OML agreed to issue and sell to the Purchaser, an aggregate of 733,497 membership interest units of OML (the “Purchased Units”) for a purchase price of $15.0 million.

In connection with the transactions contemplated by the Purchase Agreement, Odyssey and the existing members of OML will enter into an Equity Exchange Agreement (the “Exchange Agreement”) pursuant to which such members of OML will have the right, but not the obligation, to exchange membership interest units of OML held by them for shares of Odyssey’s common stock, exercisable at any time and from time to time during the period beginning on the six-month anniversary of the date of the Exchange Agreement and ending on the date that is the earliest of (a) the date on which a dissolution event occurs with respect to OML, (b) the date on which a material adverse effect occurs with respect to OML, and (c) the date that is 18 months after the date of the Exchange Agreement.

Odyssey, the Purchaser, and OML will also enter into a Contribution Agreement pursuant to which additional membership interest units of OML may be issued to the Purchaser in consideration of the contribution to OML by Odyssey from time to time of certain property or other assets and services with an aggregate value of up to $10.0 million.