Odyssey Marine Exploration set an additional $500,000 Initial Note under its amended agreement with American Ocean Minerals. The change matters because AOM can continue making advances under both note categories, while the secured notes carry 8.0% interest and mature on the earlier of April 8, 2027, or the merger.
Key Highlights
- Existing Odyssey Notes carry 8.0% annual interest, with quarterly interest capitalized into principal.
- AOM previously purchased a $700,000 Pre-Closing Note from Odyssey.
- Defaulted interest obligations accrue at 11.0% until paid in full.
ODYSSEY MARINE EXPLORATION INC. (NASDAQ: OMEX) set an additional Initial Note of $500,000 for American Ocean Minerals to purchase on September 9.
Note Terms and Principal Limits
Odyssey and AOM entered into their original note purchase agreement on April 8. The arrangement covered secured promissory notes with aggregate principal amounts of up to $5.0 million for the Initial Notes and up to $5.0 million for the Pre-Closing Notes. AOM had already purchased a Pre-Closing Note with a principal amount of $700,000 on May 28. Odyssey’s obligations are secured by substantially all of its assets. The notes carry interest at 8.0% annually, with accrued interest paid quarterly through Capitalization as additional principal. If an interest payment default occurs, the applicable principal and accrued interest accrue at 11.0% until payment. The amendment allows AOM to purchase additional Initial Notes or make further advances under them, even after the stated maximum principal amount has been fully advanced. It also permits continued purchases of Pre-Closing Notes and later advances under the existing Pre-Closing Note. The aggregate principal amount for either note category may exceed $5.0 million only if AOM agrees in writing, at its sole discretion. Outstanding principal and accrued interest are payable on the earlier of April 8, 2027, or completion of the Merger involving Odyssey and AOM. Proceeds from Pre-Closing Notes may cover transaction expenses incurred on or before the merger.
FAQs
Q: What interest rate applies to Odyssey’s secured promissory notes?
A: Odyssey’s secured promissory notes carry 8.0% annual interest, with quarterly interest capitalized into principal. Following an interest payment default, the rate becomes 11.0% until payment.
Q: When are Odyssey’s notes due?
A: Outstanding principal and accrued interest become payable on the earlier of April 8, 2027, or completion of the merger between Odyssey Marine Exploration and American Ocean Minerals.
Q: What additional note is American Ocean Minerals set to purchase?
A: American Ocean Minerals is set to purchase an additional Initial Note with a principal amount of $500,000 on September 9. This follows the parties’ original note purchase agreement.
Q: What interest terms apply to the notes?
A: The notes bear 8.0% annual interest, with accrued interest paid quarterly through capitalization as additional principal. Following an interest payment default, principal and accrued interest accrue at 11.0% until payment.
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