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Subsequent Events
6 Months Ended
Jun. 30, 2025
Subsequent Events [Abstract]  
Subsequent Events

NOTE 18 – SUBSEQUENT EVENTS

 

Note Conversion Exercises

In July 2025 and August, holders of the December 2023 Notes exercised their right to convert an aggregate amount of $2.0 million of the indebtedness under their December 2023 Notes into shares of Common Stock at conversion rates between $1.10 and $1.12 per share. Pursuant to the conversions, the Company issued 1,806,079 shares of Common Stock.

In July and August 2025, holders of the March 2023 Notes exercised their right to convert an aggregate amount of $7.7 million of the indebtedness under their March 2023 Notes into shares of Common Stock at a conversion rate of $1.10 per share. Pursuant to the conversions, the Company issued 6,965,163 shares of Common Stock.

 

SPA Exercises

In July 2025, purchasers under the SPA exercised their right to purchase 4,373,893 shares of Common Stock at an exercise price of $1.10 per share. In connection with these purchases, we sold 4,373,893 shares of Common Stock for an aggregate price of $4.8 million.

 

Joint Venture Agreement Contributions

On August 7, 2025, (1) the Company entered into a contribution agreement with certain subsidiaries pursuant to which the Company contributed to OME an account receivable in the amount of $1.98 million owed by ExO (the "ExO Receivable"), and (2) a subscription agreement with ORM pursuant to which the Company transferred the ExO Receivable to ORM in exchange for ORM member interests at a conversion rate of $2.75, consistent with the rate applied to the conversion of other amounts owed by Oceanica and ExO to the Company. ORM will contribute the ExO Receivable to Phosagmex in accordance with the JV Agreement as part of the Company's contribution.