ODYSSEY MARINE EXPLORATION INC 8-K

What Happened
Odyssey Marine Exploration, Inc. (OMEX) announced it executed an Amended and Restated Joint Venture Agreement on February 27, 2026, with Capital Latinoamericano, S.A. de C.V. (CapLat) and their joint venture entity Phosagmex, S.A.P.I. de C.V. The parties originally formed the JV (Phosagmex) in June 2025 to develop a strategic fertilizer production project in Mexico; CapLat and an Odyssey affiliate each hold 50% of Phosagmex equity and completed initial capital contributions in August 2025. The Restated JV Agreement memorializes closing of the transactions on execution and updates key commercial terms.

Key Details

• Phosagmex formed June 2025; CapLat and Oceánica Resources México (an Odyssey affiliate) each own 50%.
• Initial capital contributions by Odyssey and CapLat were completed in August 2025.
• Restated JV Agreement executed February 27, 2026: closing occurs on execution and delivery (including assignment acknowledgment of mining concessions and a restated shareholder agreement).
• Material changes in the restated agreement: termination only by mutual consent; removal of termination-fee rights; and a shortened period during which Odyssey must provide services to Phosagmex.
• Assignment of specified mining concessions from Exploraciones Oceánicas to Phosagmex is conditioned on reinstatement of the concessions.

Why It Matters
This filing confirms OMEX’s continued, equal ownership role in a Mexican fertilizer production venture and formalizes revised commercial protections between the partners. For investors, the restated terms limit unilateral exit rights (termination now requires mutual consent) and remove termination fees, which changes how partner disputes or exits would be handled. The agreement also reduces Odyssey’s ongoing service obligation to the JV, which may affect the company’s future operating involvement and cost exposure. No specific revenue, profit or dollar amounts were disclosed in the 8-K.