AOMC and Odyssey Marine Forge $1 Billion Deep-Sea Critical Minerals Platform

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American Ocean Minerals Corporation (AOMC) and Odyssey Marine Exploration Inc. (NASDAQ: OMEX) finalized a definitive merger agreement to establish a deep-sea critical minerals platform valued at approximately $1 billion. This strategic alignment leverages significant capital to accelerate mineral exploration in international waters.

Strategic Financial Structure

The transaction injects more than $230 million in total equity capital into the new enterprise. This funding consists of a private placement exceeding $150 million from institutional investors, coupled with a $75 million pre-public financing that AOMC completed in February. Consequently, the combined company anticipates holding approximately $175 million in cash upon closing.

Structuring the deal as an all-stock merger, AOMC will exchange its outstanding common stock and warrants for Odyssey’s securities. Before finalizing the merger, Odyssey plans to execute a 25-for-1 reverse stock split of its common stock. Following the transaction, the unified company will operate as American Ocean Minerals Corporation and trade on the Nasdaq under the ticker “AOMC.”

Executive Leadership

A highly experienced executive team will helm the newly merged corporation. Former Rio Tinto CEO Tom Albanese will serve as Chairman, while Mark Justh brings three decades of financial services experience from JPMorgan Chase and Goldman Sachs to his role as CEO. Additionally, mikeroweWORKS foundation founder Mike Rowe joins the enterprise as a founding investor and special advisor.

Asset Portfolio and Optimization

The company’s expansive portfolio covers U.S.-licensed international waters and allied sovereign territories. Most notably, it features two of the three exclusive licensed exploration areas in the Cook Islands. Through this merger, the platform gains access to more than 500,000 square kilometers of prospective ocean floor. These areas contain rich deposits of polymetallic nodules yielding nickel, cobalt, copper, and manganese.

For more

To optimize its balance sheet prior to closing, Odyssey plans to divest its Mexican phosphate asset, PHOSAGMEX. This targeted divestment will eliminate approximately $60 million in related liabilities from the company ledger.

Moving forward, both companies’ boards of directors unanimously approved the merger agreement. Furthermore, Odyssey shareholders representing approximately 30% of outstanding shares signed voting support agreements to back the transaction. Subject to customary regulatory and shareholder approvals, the companies expect to finalize the merger in the late second quarter or early third quarter of 2026.

For more investor relations information about Odyssey Marine Exploration Inc. please visit www.ir.odysseymarine.com.

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