OceanTech Acquisition I Corp. (NASDAQ:OTEC) announced this afternoon that it has entered into a purchase agreement with its sponsor, OceanTech Acquisitions I Sponsors, and a new sponsor, Aspire Acquisition. As a result, OceanTech will undergo a change in management.
Under the agreement, the new sponsor will purchase 2,581,500 shares of Class B common stock from the original sponsor and 5,869,880 private placement warrants, each of which is exercisable to purchase one share of Class A common stock of OTEC for an aggregate purchase price of $1 payable at the time the SPAC completes a merger.
Upon the closing of a business combination, Aspire Acquisition will also convey 250,000 shares of Class B Common Stock and 250,000 private placement warrants to the equity holders of the original sponsor, as of the effective date, pro rata based on the original sponsor equityholders’ underlying interest in OTEC’s Class B Common Stock.
Upon the closing of the agreement, Aspire will reimburse $25,000 to former director Joseph Adir, and pay the former CEO of OTEC Charles Baumgartner $5,000 per month during the transition period.
In addition to the payment of the purchase price, Aspire also assumes responsibility for all of OTEC’s reporting obligations and all other obligations of the original sponsor related to the company.
Following the purchase agreement, OceanTech’s management will be replaced with personnel selected by the new sponsor.
Suren Ajjarapu was appointed as the new CEO and Chairman, who has served as a director of the company since 2021. Mr. Ajjarapu has also served as Chairman of the Board, CEO and Secretary of Trxade Group, Inc., (NASDAQ: MEDS), and its predecessor company. Previously, Mr. Ajjarapu served as CEO and Chairman of Aesther Healthcare Acquisition Corp., a SPAC that completed a business combination with Ocean Biomedical (Nasdaq:OCEA) in February 2023. Mr. Ajjarapu is currently serving as a director of the merged company.
Frank Knuettel II was appointed as the company’s new CFO, bringing over 25 years of management experience in venture and private-equity backed public companies. Mr. Knuettel served as the CEO and director of Unrivaled Brands (OTCQX:UNRV) (f/k/a Terra Tech Corp. (OTCQX:TRTC)), a vertically integrated company focused on the cannabis sector with operations in California and Nevada.
Joseph Adir, Michael Payne, Eric Blair, Mitchell Gordon, Charles Baumgartner, Ofer Oz, and Ken Hickling tendered their resignations as directors and officers of the company. Taking their place will be Michael Peterson, Donald Fell, Venkatesh Srinivasan, and Siva Saravanan as new members of the board of directors.
The selling of OceanTech’s sponsorship comes less than a month after the SPAC mutually terminated its $333.3 million merger with Majic Wheels Corp. in February.
But, that wasn’t the first deal OceanTech I terminated. It originally announced a combination with biotech firm Captura Biopharma in August 2022. It divulged little information on this transaction at the time, other than Captura was developing treatments for radiation and other heavy-metal poisonings.
It then terminated the deal just two months later in October 2022 for undisclosed reasons, before announcing a deal with Majic.
OceanTech recently disclosed that it intends to continue its search for an alternative target to combine with and has a completion deadline of April 2.
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