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| OMEX > SEC Filings for OMEX > Form 8-K on 7-Jan-2013 | All Recent SEC Filings |
7-Jan-2013
Entry into a Material Definitive Agreement, Other Events, Financia
Odyssey Marine Exploration, Inc. (the "Company") previously issued to Capital Ventures International ("CVI") (i) a Senior Convertible Note, dated November 9, 2011 (the "Initial Note"), in the original principal amount of $10.0 million, and (ii) a Senior Convertible Note, dated May 10, 2012 (the "Additional Note" and together with the Initial Note, the "Notes"), in the original principal amount of $8.0 million. The Conversion Price change referred to in item 2. below regards only the Additional Note which has a remaining principal balance of $4.1 million.
In order to provide maximum flexibility for the Company's operating capital and operations, the Company and CVI entered into a letter agreement (the "Amendment") , effective as of January 2, 2013, to amend the terms of the Notes as follows:
1. CVI agreed to defer until March 1, 2013 the installment payments that would have been otherwise due on January 1, 2013 and February 1, 2013. CVI had previously elected to defer the December installment payment, therefore making the total amount of payments deferred approximately $2.4 million.
2. Section 3(b)(ii) of the Additional Note was amended to change the Conversion Price from $3.74 to $3.17.
A copy of the Amendment is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to such document.
The Company announced that Michael J. Holmes, Odyssey's Chief Financial Officer, has advised the board of directors and the senior management team that he intends to retire during the coming year in order to complete his Masters of Theology and his diaconate formation. The Company will initiate a formal search for a successor. Mr. Holmes will remain as CFO until a successor is retained. Thereafter, he will consult with the Company in a transitional role as necessary.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Shell Company Transactions.
Not applicable.
(c) Exhibits.
10.1 Letter Agreement dated January 2, 2013 between the Company and CVI.
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