ODYSSEY MARINE EXPLORATION INC
For the period ended Dec 31, 2023. Filed May 17, 2024.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed May 17, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 8. Consolidated Statements of Cash Flows
| Year endedDecember 31,2023 | Year endedDecember 31,2022(As Restated) | |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||
| Net (Loss) | $(3,884,602) | $(29,822,431) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||
| Services provided to unconsolidated entity | (779,581) | (1,150,767) |
| Depreciation | 242,970 | 88,389 |
| Financing fees amortization | 724,185 | 146,896 |
| Amortization of finance liability | 432,332 | — |
| Amortization of loan prepayment premium | — | 300,000 |
| Note payable interest accretion | 985,671 | 295,932 |
| Note payable interest paid in kind | 858,816 | — |
| Note receivable interest accretion | (288,991) | (61,009) |
| Right of use asset amortization | 178,457 | 161,084 |
| Share-based compensation | 585,654 | 1,811,551 |
| Director compensation settled with equity | 178,493 | — |
| Amortization of deferred discount | 2,037,000 | — |
| Loss on equity method investment | 278,910 | — |
| Gain on debt extinguishment | (21,177,200) | — |
| Gain on sale of equipment | (160,000) | — |
| Change in derivatives liabilities fair value | 8,302,866 | 9,914,545 |
| (Increase) decrease in: | ||
| Accounts and other related party receivables | (103,899) | (241,707) |
| Short-term notes receivable related party | 514,294 | (12,649) |
| Change in operating lease liability | (186,656) | (163,171) |
| Other assets | 203,991 | (170,798) |
| Accounts payable | (1,675,936) | 5,974,387 |
| Accrued expenses and other | 2,562,806 | 2,719,808 |
| NET CASH (USED IN) OPERATING ACTIVITIES | (10,170,420) | (10,209,940) |
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||
| Proceeds from sale of equipment | 317,750 | — |
| Purchase of property and equipment | (1,346,878) | (1,477,547) |
| Cash paid for investment in unconsolidated entity | (1,000,000) | — |
| Repayment of loan from related party | 1,000,000 | — |
| Advance to related party | — | (1,000,000) |
| NET CASH (USED IN) BY INVESTING ACTIVITIES | (1,029,128) | (2,477,547) |
| Year endedDecember 31,2023 | Year endedDecember 31,2022(As Restated) | |
|---|---|---|
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||
| Proceeds from issuance of loans payable | 21,415,001 | 2,200,000 |
| Proceeds from loans | — | |
| Payment of debt obligation | (11,480,905) | (5,546,736) |
| Cancellations of stock awards for payment of withholding tax requirements | (218,618) | (585,936) |
| Proceeds from sale leaseback financing, net | 4,050,000 | — |
| Payment on sale leaseback financing | (370,000) | — |
| Offering cost paid on sale of common stock | — | (723,546) |
| Proceeds from issuance of common stock | 239,303 | 16,512,375 |
| Financing offering costs | (160,283) | — |
| Proceeds from warrants exercised | 303,349 | — |
| NET CASH PROVIDED BY FINANCING ACTIVITIES | 13,777,847 | 11,856,157 |
| NET INCREASE (DECREASE) IN CASH | 2,578,299 | (831,330) |
| CASH AT BEGINNING OF YEAR | 1,443,421 | 2,274,751 |
| CASH AT END OF YEAR | $4,021,720 | $1,443,421 |
| Year ended December 31, 2023 | Year ended December 31, 2022(As Restated) | |
|---|---|---|
| SUPPLEMENTARY INFORMATION: | ||
| Interest paid | $172,346 | $222,731 |
| Income taxes paid | $— | $— |
| Prior year director compensation settled with equity | $125,000 | $403,000 |
| Accrued expenses converted to equity | $— | $497,000 |
| NON-CASH INVESTING AND FINANCING TRANSACTIONS: | ||
| Fair value of liability warrants issued | $2,392,563 | $— |
| Debt extinguished and paid in common stock | $1,000,000 | $— |
| Conversion of debt to common stock | $300,003 | $— |
| Non-cash contribution of investment in Odyssey Retriever, Inc. | $2,735,000 | $— |
| Put option liability | $5,637,162 | $— |
| Capital expenditures financed | $— | $1,400,000 |
| Capital expenditures included in accounts payable | $— | $70,398 |
| Conversion of accounts receivable to note receivable | $— | $503,059 |
Non-Cash
Disclosure:
During the years ended December 31, 2023 and 2022, we received $4,633 and $5,381,588, respectively, in
financing associated with our litigation financing as described in NOTE 12 Fair Value Financial Instruments – Litigation Financing. The funder paid this amount directly to vendors used in our North American Free Trade Agreement (“NAFTA”) arbitration support.
On December 27, 2023, 37North SPV 11, LLC (“37N”) delivered an exercise notice to us pursuant to which it exercised its right to convert $300,003 of the outstanding indebtedness under the Note Agreement into shares of our Common Stock. In accordance with the Note Agreement and, based on the applicable conversion rate of $2.3226 under the agreement, we issued 155,000 shares of our Common Stock with a market value of $360,003 to 37N on December 29, 2023.
During December 2023, we recorded a debt discount of $2,381,004 with a corresponding increase to a liability account for the fair value of certain warrants that were issued to the funder. We incurred $65,380 in fees related to this financing. The total proceeds of $6.0 million were allocated between debt and equity for the warrants based on the relative fair value of the two instruments. Under the April 4, 2023 and June 30, 2023 sale-leaseback arrangements, we incurred lender fees of $350,000 and $100,000, respectively, as a cost of the financing obligation.
During the year ended December 31, 2023, we recorded a debt discount of $3,742,362 and a corresponding increase to additional paid in capital for the fair value of certain warrants that were issued to the funder. We incurred $98,504 in related fees associated with this financing. The total proceeds of $14.0 million were allocated between debt and equity for the warrants based on the relative fair value of the two instruments.
On March 3, 2023, Odyssey, AHMSA, MINOSA and Phosphate One entered into the Termination Agreement whereby the parties agreed that, concurrently with the payment of the Termination Payment, a portion of the Minosa Notes would be deemed automatically converted into 304,879 shares of Odyssey’s common stock at a share market price of $3.28 per share.
The accompanying notes are an integral part of these financial statements.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.