American Ocean Minerals Corporation and Nasdaq-listed Odyssey Marine Exploration, Inc. have entered into a definitive merger agreement to combine their businesses and create a leading deep-sea critical minerals research and resource extraction platform, in a transaction that values the combined company at a pro-forma equity value of approximately $1.4 billion (US$1 billion).

Cassels Brock & Blackwell LLP and Gibson, Dunn & Crutcher LLP are serving as legal advisors to AOMC in connection with the transaction. Citigroup Global Markets Inc. and Cantor Fitzgerald & Co. are serving as capital markets advisors for AOMC and served as joint private placement agents with respect to AOMC's private placement financing. Teneo is serving as strategic communications advisor to AOMC. Latham & Watkins LLP is serving as counsel to Citi and Cantor.

Akerman LLP is legal advisor to Odyssey. Moelis & Company LLC is serving as exclusive financial advisor and Allen Overy Shearman Sterling US LLP is serving as legal advisor to Odyssey's special transaction committee in connection with the transaction. Grant Thornton LLP is Odyssey's independent public accounting firm.

The merger agreement has been unanimously approved by the boards of directors of both companies, as well as Odyssey's special transaction committee, and is expected to close in late second quarter or early third quarter of 2026, subject to customary regulatory and shareholder approvals.