SEC Comment Letter for ODYSSEY MARINE EXPLORATION INC (OMEX) (CIK 0000798528) (OMEX) — Oct 16, 2018
ODYSSEY MARINE EXPLORATION INC (OMEX) (CIK 0000798528)
Date: Oct. 16, 2018 · CIK: 0000798528 · Accession: 0000000000-18-032477
AI Filing Summary & Sentiment
File numbers found in text: 333-227666
Letter
October 16, 2018 Mark Gordon Chief Executive Officer Odyssey Marine Exploration, Inc. 5215 West Laurel Street Tampa, FL 33607 Re:Odyssey Marine Exploration, Inc. Registration Statement on Form S-3 Filed October 2, 2018 File No. 333-227666 Dear Mr. Gordon: We have limited our review of your registration statement to those issues we have addressed in our comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Form S-3 Cover Page 1.Please set forth in the fifth paragraph the calculation of the aggregate market value of your outstanding voting and nonvoting common equity. Refer to Instruction 7 to General Instruction I.B.6 to Form S-3. Documents Incorporated by Reference, page 9 2.Please identify each specific Form 8-K filed since December 31, 2017 that you are incorporating by reference. Refer to Item 12(a) to Form S-3.
FirstName LastNameMark Gordon Comapany NameOdyssey Marine Exploration, Inc. October 16, 2018 Page 2 FirstName LastName Mark Gordon Odyssey Marine Exploration, Inc. October 16, 2018 Page 2 General 3.Refer to note (3) to the Calculation of Registration Fee table. Please tell us how you meet the condition in Rule 457(p) that the subsequent registration statement must be filed within five years of the initial filing date of the earlier registration statement. We note in this regard that the earlier Form S-3 was initially filed May 10, 2012. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact J. Nolan McWilliams, Attorney-Advisor, at (202) 551-3217 or Laura Nicholson, Special Counsel, at (202) 551-3584 with any questions you may have. Sincerely, Division of Corporation Finance Office of Transportation and Leisure cc: David M. Doney
Show Raw Text
October 16, 2018
Mark Gordon
Chief Executive Officer
Odyssey Marine Exploration, Inc.
5215 West Laurel Street
Tampa, FL 33607
Re:Odyssey Marine Exploration, Inc.
Registration Statement on Form S-3
Filed October 2, 2018
File No. 333-227666
Dear Mr. Gordon:
We have limited our review of your registration statement to those issues we have
addressed in our comments. In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Form S-3
Cover Page
1.Please set forth in the fifth paragraph the calculation of the aggregate market value of your
outstanding voting and nonvoting common equity. Refer to Instruction 7 to General
Instruction I.B.6 to Form S-3.
Documents Incorporated by Reference, page 9
2.Please identify each specific Form 8-K filed since December 31, 2017 that you are
incorporating by reference. Refer to Item 12(a) to Form S-3.
FirstName LastNameMark Gordon
Comapany NameOdyssey Marine Exploration, Inc.
October 16, 2018 Page 2
FirstName LastName
Mark Gordon
Odyssey Marine Exploration, Inc.
October 16, 2018
Page 2
General
3.Refer to note (3) to the Calculation of Registration Fee table. Please tell us how you meet
the condition in Rule 457(p) that the subsequent registration statement must be filed
within five years of the initial filing date of the earlier registration statement. We note in
this regard that the earlier Form S-3 was initially filed May 10, 2012.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact J. Nolan McWilliams, Attorney-Advisor, at (202) 551-3217 or Laura
Nicholson, Special Counsel, at (202) 551-3584 with any questions you may have.
Sincerely,
Division of Corporation Finance
Office of Transportation and Leisure
cc: David M. Doney