Odyssey Marine Exploration Announces Corporate Update on Proposed Merger with American Ocean Minerals Corporation
SEC Declares Merger Registration Statement Effective;
Company Announces 1-for-25 Reverse Stock Split
TAMPA, Fla., October 16, 2026--Odyssey Marine Exploration, Inc. (NASDAQ: OMEX) ("Odyssey" or the "Company"), an ocean exploration and marine mineral development company, today announced that the U.S. Securities and Exchange Commission (the "SEC") declared effective on October 15, 2026 its registration statement on Form S-4 relating to the proposed merger with American Ocean Minerals Corporation ("AOMC"). The Company plans to hold a special meeting of stockholders on December 2, 2026, to vote on proposals related to the merger.
The Company also announced that it will effect a 1-for-25 reverse stock split of its common stock on October 29, 2026.
Following the reverse stock split, Odyssey's common stock will continue to trade on The Nasdaq Capital Market under the symbol "OMEX" and under a new CUSIP number 676118300. Odyssey's common stock will begin trading on a reverse stock split-adjusted basis when the market opens on October 29, 2026.
The reverse stock split is intended to increase the trading price of Odyssey's common stock and reduce stockholder transaction costs. The previously announced merger agreement (the "Merger Agreement") between Odyssey and AOMC requires Odyssey to use reasonable best efforts to effect the reverse stock split. Completion of the reverse stock split is a condition to the obligation of certain investors to provide financing to AOMC and Odyssey to fund the operations of the combined company following merger completion.
Merger Update
The SEC's declaration of effectiveness of the Form S-4 registration statement marks an important milestone toward completion of the proposed merger, which is intended to create a scaled, U.S.-based deep-sea critical minerals platform. Odyssey filed a definitive proxy statement/prospectus with the SEC today and will distribute it to eligible stockholders ahead of a special meeting scheduled for December 2, 2026, at 10:00 a.m. Eastern Time.
At the meeting, stockholders will be asked to vote on proposals related to the merger, including the issuance of shares of Odyssey common stock in connection with the merger and related transactions, as required by applicable Nasdaq Listing Rules. Odyssey's Board of Directors unanimously recommends that stockholders vote in favor of all proposals presented at the special meeting, following the unanimous recommendation of Odyssey's Special Transaction Committee with respect to relevant proposals. The reverse stock split was previously approved by Odyssey stockholders and is not subject to approval at the special meeting.