ODYSSEY MARINE EXPLORATION INC (OMEX) Form 424B3 — Oct 15, 2026
Odyssey Marine Exploration filed its definitive proxy statement/prospectus (424B3) for the merger with American Ocean Minerals Corporation, with a virtual special meeting set for December 2, 2026. The combined company will be renamed American Ocean Minerals Corporation and trade on Nasdaq under the symbol AOMC. Existing Odyssey stockholders are expected to retain only about 6.6% of the combined company, with the AOM side (including $75.6M bridge investors and $156.4M PIPE investors) holding 93.4%. The deal includes a 1-for-25 reverse stock split, an exchange ratio of 4.5017 (0.1801 post-split), and an authorized share increase to 400 million.
Key figures
- Pipe Price
- $4.96 per share plus warrant; warrant exercise price $5.46
- Merger Shares
- approximately 728,052,566 Odyssey shares (approximately 29,122,102 after reverse split)
- Pipe Proceeds
- $156.4 million
- Exchange Ratio
- 4.5017 Odyssey shares per AOM share (0.1801 after reverse split)
- Warrant Shares
- 141,968,020
- Exchange Shares
- approximately 134,163,758 (approximately 5,366,550 after reverse split)
- Termination Fee
- $2.2 million
- Bridge Financing
- approximately $75.6 million
- Aom Side Post Merger
- 93.4%
- Reverse Split Ratio
- 1-for-25
- Shares Outstanding
- 58691389
- Minimum Cash Condition
- $100.0 million
- Minimum Pipe Condition
- $25.0 million
- Authorized Share Increase
- 82,000,000 to 400,000,000 common shares
- Odyssey Stockholders Post Merger
- 6.6%
AI analysis
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