Regentis Biomaterials Ltd to Become Publicly Listed on Nasdaq via Business Combination with OceanTech Acquisitions I Corp.

May 03, 2023

OceanTech Acquisitions I Corp., a Delaware corporation (NASDAQ: OTEC, OTECU, OTECW) ("OceanTech"), a publicly-traded special purpose acquisition company, today announced the execution of a definitive Agreement and Plan of Merger (the “Merger Agreement”) with Regentis Biomaterials Ltd, an Israeli company (“Regentis”), a regenerative medicine company dedicated to developing innovative tissue repair solutions that seek to restore the health and enhance the quality of life of patients. The all-stock deal contemplates that Regentis’ shareholders will receive, in the aggregate, $95 million of OceanTech common stock (subject to certain adjustments), with each such OceanTech common share valued for the transaction at $10.00. Certain outstanding options and warrants to acquire capital stock of Regentis would be assumed by OceanTech. The transaction also includes a contingent earnout payable to Sponsor (as defined below), such that, after the closing of the Proposed Business Combination (as defined below), subject to the terms and conditions set forth in the Sponsor Support Agreement dated as of May 2, 2023, Sponsor has the contingent right to receive up to an aggregate maximum of 1,750,000 shares of OceanTech Common Stock (subject to adjustment for share splits, share dividends, combinations, recapitalizations and the like after the Closing, including to account for any equity securities into which such shares are exchanged or converted), as additional consideration from OceanTech based on the performance of the OceanTech Common Stock.

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