Our Tesla Roadster expertise is particularly unparalleled and our electronics lab offers advanced services including PEM repair and rebuilds, ESS Battery Pack repair and recovery, firmware upgrades, and a variety of aftermarket products. NASDAQ is the worlds premier technology exchange, providing us with the best platform to expand awareness of Metamaterial on the global stage and fully realize the value of our portfolio of innovative, sustainable products. commented Ram Ramkumar, Metamaterials Chairman. Combine this sector with other markets like advanced materials, IoT, medical, energy, aerospace, and automotive markets, and the market opportunity grows beyond $3 trillion. Electro Optical & Infrared Systems (EO/IR). On the date of publication, Robert Lakin did not have (either directly or indirectly) any positions in the securities mentioned in this article. If you have an ad-blocker enabled you may be blocked from proceeding. 29 2021, Published 1:58 p.m. Opening a small short position on the CSE could be a good idea. This release includes forward-looking information within the meaning of Canadian securities laws regarding META and its business, which may include, but are not limited to, statements with respect to the terms and anticipated timing of the Proposed Transaction, the intention to raise equity capital, the potential continued listing on the NASDAQ, the disposition of Torchlight's oil and gas assets, the business strategies, product development and operational activities of META and Torchlight. In 2018 META was awarded "Best New Product in Commercial Aviation" by Aviation Week Network at the 63rd Annual Laureate Awards, for metaAIR, a Laser Strike Protection solution to protect pilots from harmful laser attacks without interfering with visibility. For further information: Investor Relations and Media Contacts: Graham Farrell, Harbor Access LLC (416) 842 9003[emailprotected], Mark Komonoski, Director Capital Markets and IRMetamaterial Inc. 877-255-8483[emailprotected], Torchlight Derek Gradwell Integrous Communications 512-270-6990[emailprotected],[emailprotected], Meta Materials Inc. Metamaterial ( OTCPK:MMATF) is merging with Torchlight Energy Resources ( TRCH ). Oil averaged $40.75 that month. While management has based any forward-looking statements included in this release on its current expectations, the information on which such expectations were based may change. If the dividend or share buyback yield is high - even better. Therefore, the current value to TRCH shareholders is only 25% of that of Metamaterial's current market cap plus the value of TRCH's oil and gas assets. Metamaterial designs, develops, and manufactures. Just look at the share price and volume for Torchlight. Except as otherwise required by the federal securities laws, Torchlight disclaims any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in its expectations with regard thereto, or any change in events, conditions, or circumstances on which any such statement is based. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements as a result of various factors, including those risks and uncertainties described in or implied by the Risk Factors and in Management's Discussion and Analysis of Financial Condition and Results of Operations sections of Torchlight's 2019 Annual Report on Form 10-K, filed on March 16, 2020 and Torchlight's other reports filed from time to time with the Securities and Exchange Commission. The preferred share will provide shareholders of record, the right of participation in the net proceeds of the sale of Torchlights oil and gas assets, subject to certain holdbacks and time constraints. META partnered with Airbus to develop and commercialize this technology. Looking forward to March 12th. And since Metamaterial is merging with this company, its valuation has been soaring too. Cardano Dogecoin Algorand Bitcoin Litecoin Basic Attention Token Bitcoin Cash. What could be a risk, is if the merger is called off. Torchlight shares will be static, METAs shares will be adjusted to maintain the ratio of 75% META share ownership and 25% Torchlight share ownership. Recall that the company plans to merge with Metamaterial(OTCMKTS:MMATF), which makes advanced materials. How can investors take part in this move? Neither META or Torchlight has incurred any finders fees in association with this transaction. Metamaterial wants a clean balance sheet for the merger to happen, it has nothing to do with freeing up the debt for TRCH's oil and gas projects. With and end of year range of $8-$20 depending on production numbers and new partnerships. The Proposed Transaction represents a strategic shift for Torchlight. 1125 N. Charles St, Baltimore, MD 21201. Metamaterials Technologies, known as META ( MMATF :US MMAT :CAN) is currently trading at $2.66 as of 02.27.2021. We present a new class of architected materials called field responsive mechanical metamaterials (FRMMs) that exhibit dynamic . "In order to unlock value potential from our national listing and access to the capital markets, we shifted some attention from the divestiture of our oil and gas assets to an acquisition strategy targeting proven disruptive technology companies with strong environmental, social and governance (ESG) priorities. Build the strongest argument relying on authoritative content, attorney-editor expertise, and industry defining technology. ", "META's management, led by George Palikaras has built an extraordinary award-winning cleantech company whose proprietary advanced technologies address multiple markets and improve their customer's capabilities," said Greg McCabe, Torchlights Chairman. Oil averaged $40.75 that month, Conoco Phillips acquires Concho resources in 9.7 BN all stock transaction, adding 550,000 acres in the Permian basin and 200,000 b/d. These documents, once available, can also be obtained, without charge, at the SECs web site (http://www.sec.gov). We don't think the spinoff will end up being worth much more than what TRCH shares were worth in November, which was about $0.25-$0.40 per share. Founded META in 2011, prior to that he founded MediWise, a wireless medical sensor company, he was also an antenna design engineer with AceAxis. Although META has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. The assets of Torchlight energy include three project sites, an experienced management team, access to capital, and a NASDAQ listing. It has been our goal for META to be a NASDAQ-listed company, stated George Palikaras, President & CEO of Metamaterial. For TRCH stock investors, the new focus adds an unfamiliar dimension to what had been an oil and gas exploration and production company based out of Plano, Texas, with a total of four full-time employees. I could not find anyone willing to go on record. They are composite structures, consisting of conventional materials such as metals and plastics, that are engineered. Torchlight has assets focused in West andCentral Texaswhere their targets are established plays such as the Permian Basin. There is no share available for short selling at Torchlight. Stoking some of the chat is a merger announcement on June 11 regarding Torchlight and Metamaterial (OTCMKTS: MMATF ), which makes advanced materials. Is this happening to you frequently? I am excited to work with the META team and equally excited about the outcome for our faithful Torchlight shareholders.. META has a growing patent portfolio with three core. TRCH has risen as much as 400% since the beginning of the year, and has doubled over the last week. Upon closing, these two bridge loans, including the aggregate principal and unpaid interest, are to be included in, and credited against, the$10 millionpre-closing financing described above, with such notes to be deemed cancelled and paid in full. It also announced plans for the merger of the company to close today. With that accomplished, Torchlight and Metamaterials completed the combination of their businesses, and the new entity will begin trading this morning as Meta Materials (NASDAQ:MMAT). Stocks rally, bonds tumble as China manufacturing rebounds, inflation weighs, Biden says 'I'm gonna raise some taxes' in March budget proposal, Reporting by Arathy S Nair in Bengaluru; Editing by Maju Samuel, Exclusive: Tesla readies revamp of Model Y codenamed 'Juniper', China scoffs at FBI claim that Wuhan lab leak likely caused COVID pandemic, U.S. Air Force flags plans to buy 26 E-7 planes from Boeing, Caterpillar reaches tentative deal with union, averting possible strike, Exclusive news, data and analytics for financial market professionals. With this reverse merger Metamaterials will be brought into the main market with Torch becoming the shell company. Is this happening to you frequently? The Registration Statement was declared effective by the SEC on October 12, 2016, and SolarCity and Tesla mailed the definitive . Metamaterial is getting a listing on NASDAQ in an easy way, while Torchlight investors get some money. Whats behind the move? META is changing the way we use, interact and benefit from light. META Executive Team has an extremely deep educational background in the hard sciences with a lot of experience creating innovative products. TRCH will sell its assets or spin them off before the business combination happens; the combined company will get none of TRCH's assets. The reason why the short squeeze at Torchlight is likely to end soon is because the company is taking advantage of the irrational share price increase and has launched a $250 million share offering. (Source: Interactive Brokers, using a paper trading account). Torchlight has assets focused in West and Central Texas where their targets are established plays such as the Permian Basin. Note that the company isn't promoting the business itself, but this is being done by a significant number of retail investors and traders. Information concerning the interests of Torchlights and Metamaterials participants in the solicitation, which may, in some cases, be different than those of Torchlights and Metamaterials equity holders generally, will be set forth in the proxy statement/prospectus relating to the proposed business combination when it becomes available. Typically, mechanical metamaterial properties are programmed and set when the architecture is designed and constructed, and do not change in response to shifting environmental conditions or application requirements. As stated in this recent Motley Fool article: On Feb. 16 Torchlight Energy announced that one of its lenders had converted $1.5 million worth of debt into 1 million shares of the company's stock. But remember, Metamaterial is listed on the CSE. The story is narrative-driven and its not prudent to use traditional metrics such as P/S, P/E, or EV/EBITDA. That short squeeze lasted just one week. Again, assuming that TRCH's assets are worthless and not including any special dividend, if the merger happened today, TRCH shareholders would face a 90% loss on their investment. The following is a summary of the key terms of the pending Transaction as contemplated by the Arrangement Agreement. Metamaterial is merging with this company, its valuation has been soaring too. This confirms to us that our analysis on TRCH is correct. META has engaged Hamilton Clark as financial advisor on its behalf. Please disable your ad-blocker and refresh. It all happens at the free AI Super Summit. Ahead of the merger, Torchlight paid the special Series A Preferred Stock dividend on a 1-for-1 basis to its stockholders of record on June 24. SOURCE: Torchlight Energy Resources, Inc. View source version on accesswire.com: https://www.accesswire.com/606985/Torchlight-and-Metamaterial-Announce-Planned-Business-Combination, Bizarre New Materials Could Make Bendy Phones That Work, awarded "Best New Product in Commercial Aviation", META partnered with Airbus to develop and commercialize this technology, META has also partnered with Lockheed Martin and the Canadian Government, https://www.accesswire.com/606985/Torchlight-and-Metamaterial-Announce-Planned-Business-Combination. The company isnt popular on WallStreetBets, but you can find, Also, Torchlight has been one of the most discussed stocks on. CSO and co-Founder Themos Kallos is Chief Science Officer with Ph.D. in Electrical Engineering with expertise in applied physics, metamaterials, wireless communications, and electromagnetic simulations. It has gone up significantly since the merger announcement. META is currently developing new materials with diverse applications in the automotive, aerospace, consumer electronics and medical industries. I think the main risk for the bear case is a second short squeeze. While they do have revenue and have partnered with major companies (Samsung, Boeing, Airbus), I am thinking of them more in terms of a pre-revenue IPO. Brooklyn ImmunoTherapeutics made a similar move. CFO & EVP - Ken Rice has a JD, MBA and a Master of Laws in taxation, he works as in-house counsel and is charge of financing efforts and progressing Metas medical products initiatives. As of this date certain stockholders of each of Torchlight and Metamaterial have executed customary voting and support agreement pursuant to which persons representing approximately 16% of Torchlight's and approximately 48% of Metamaterial's outstanding voting power have agreed to vote in favor of the transaction. On the date of publication, Robert Lakin did not have (either directly or indirectly) any positions in the securities mentioned in this article. - YouTube 0:00 / 12:23 #Metamaterials #TRCH Metamaterials (MMATF) and Tesla (TSLA) Rumors | Why it COULD MAKE. Colleran, who has previously served as CEO at ventures including Impinj and AnswerDash, said Lumotive is pursuing a step-by-step plan to catch the rising tide. Ive already covered one short squeeze selling opportunity in 2021. If it's a value stock - great. META has a growing patent portfolio and is currently developing new materials with diverse applications in concert with companies in the automotive, aerospace, energy, consumer electronics and medical industries. PLANO, TexasandHALIFAX, NS,Dec. 14, 2020/CNW/ Torchlight Energy Resources, Inc. (NASDAQ: TRCH), an oil and gas exploration company (Torchlight) and Metamaterial Inc. (Metamaterial or META) (CSE: MMAT), a developer of high-performance functional materials and nanocomposite products, announced today the signing onDecember 14, 2020of a definitive agreement negotiated at arms length for a business combination of Torchlight and Metamaterial by way of a statutory plan of arrangement (the Transaction). Whatever value TRCH's oil and gas projects end up being won't be significant in our opinion. We predict the spin-off company will be put into an OTC stock. I have no business relationship with any company whose stock is mentioned in this article. $12M is about the value of a clean empty shell Nasdaq listing. Assuming that TRCH's assets are worthless, based on Metamaterial's market cap, that values TRCH at $198 x 25% = $49.50M, which equals a share price of $49.5M/143M = $0.35. META has a total of 52 granted and 37 pending patent applications, including 26 in the United States and 63 in 18 other countries around the world. For additional information on Torchlight, please visit www.torchlightenergy.com. I wrote this article myself, and it expresses my own opinions. META shall appoint the 5 remaining members of the Board, which members must include the required number of independent members to maintain the NASDAQ listing requirement. The reason why investing in short squeezes is a bad idea is because they dont last long. No forward-looking statement can be guaranteed. META is currently trading at $2.66 I anticipate a near doubling with a successful merger vote. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Torchlights Shareholders in connection with the proposed business combination will be set forth in the proxy statement/prospectus for the proposed business combination when available. To learn more visit www.metamaterial.com. We believe its oil and gas assets are worthless, or worth very little, and that will be confirmed in time if the company won't be able to sell them, as we expect to happen. If the merger is approved, a shareholder with 100 shares of Torchlight would receive 100 shares of the preferred stock in the holding company and 100 shares of the new company. However, what the MF article doesn't seem to realize, is that the conversion of debt to equity is part of the merger agreement. Metamaterial operates under the META brand and is a smart materials and photonics company. At the time of the merger announcement, on the close of 12/14/20, Metamaterial was valued at much less. - PennyQueen, Projected Markets for Metamaterials to 2023, Smart Materials: Opportunities in Structural Electronics and Electrics to 2030, Article on GlobeNewswire About Global Photovoltaic Markets, Worldwide Revenue from Electric Vehicles Since 2010, Internet of Things Forecasts and Market Estimates, largest domestic newfield discovery in over 30 years, under contract for $450k (350k to Torchlight), Conoco Phillips acquired Concho Resources. Metamaterial and it has little to do with the company itself. 2023 Meta Materials Inc. All rights reserved. However, a termination of the merger would likely a be a bad event for Metamaterial's share price, because then it would be stuck trading on the Canadian exchange and would have to find a new Nasdaq reverse merger candidate. Therefore, they will be spun-off into another company. If it's a value stock - great. "NASDAQ is the world's premier technology exchange, providing us with the best platform to expand awareness of META on the global stage and fully realize the value of our portfolio of innovative sustainable products. valued at much less. Torchlight Energy (TRCH) is currently trading at $2.48, with a 356.15m market cap, 143.61m shares. NASDAQ is the world's premier technology exchange, providing us with the best platform to expand awareness of Metamaterial on the global stage and fully realize the value of our portfolio of innovative, sustainable products." The Canadian Securities Exchange has neither approved nor disapproved the contents of this news release. Winkler Project 1,080 gross acres, 12.5% WI (non-operated) under contract for $450k (350k to Torchlight). The opinions expressed in this article are those of the writer, subject to theInvestorPlace.comPublishing Guidelines. The following is the 3-month chart for TRCH: TRCH closed at $0.46 on 12/17/20. As a result of the transaction and our recent ATM offerings, META now has over $160 million in cash and a virtually debt free balance sheet with approximately 285 million shares issued and outstanding after the 2 to 1 reverse split. There seems to be a short squeeze at Torchlight, with which Metamaterial is merging to list on NASDAQ. Automotive Applications These applications are the root of current Tesla rumors, but these technologies can and will be applied across the next generation of cars. The META Note is for a 24-month term and bears interest at 8%, with principal and interest due in a lump sum at maturity. It's a totally unrelated company to TRCH's oil and gas exploration business. As shown in Metamaterial's executive statements above, there is no mention at all of any value to TRCH or its assets. It is intended to reposition Torchlight into the multi-billion-dollar Advanced Materials market1 as a global cleantech and technology leader. Theres even room for more lines. Like the other metamaterials . See here for a complete list of exchanges and delays. Like I explained in my article on KULR Technology Group (KULR), this is what I like to see in a startup a rapidly growing market and great products and partnerships. To ensure this doesnt happen in the future, please enable Javascript and cookies in your browser. As a result, META has won a number of industry awards and federal government grants for its pioneering work, including being named among the "2019 Global Cleantech 100", by Cleantech Group. - Andr Kostolany. Not only will their loyalty be rewarded with ownership in Metamaterials, they will also retain full value in our oil and gas assets through the Special Dividend.". They can provide a heads-up display across the windshield with almost immediate defogging and de-icing. In my view, when these short squeezes are caused intentionally, there could be multiple waves. That would bring a per share value to TRCH of $12.12M/143M = ~$0.08. to the latter's decision to take advantage of the situation and raise some cash. GameStops January short squeeze lasted just around two weeks and ended just as mainstream media picked up the story. Our extensive technology platform is software and AI-design driven. Using that market cap, that puts TRCH's value at only $48M x 25% = $12.12M. The whole stock market depends only on whether there are more shares than idiots or more idiots than shares. In 2020 to date, META has been granted 11 new patents. The proxy statement/prospectus will be mailed to Torchlights Shareholders. The story is narrative-driven and its not prudent to use traditional metrics such as P/S, P/E, or EV/EBITDA. That was a huge move for the exploration and production company because it helped to clean up Torchlight's balance sheet. META is an award winning Global Cleantech 100 company with products that support sustainability by doing more with less; they encompass lightweight, sustainable raw materials and processes which consume less energy and offer more performance. Jun. Once the two companies combine, it will just be Metamaterial. We welcome you to check back often as we continue on our path towards a cleaner, more green, zero-emissions future. Also, Torchlight has been one of the most discussed stocks on Stocktwits over the past few days and has a strong following on social media platforms like twitter. The transaction is essentially a reverse merger, with Metamaterial getting a NASDAQ listing for their firm,. In November 2020, Torchlight extended an existing letter of intent with Metamaterial to work toward a definitive merger agreement. Torchlight has engaged Roth Capital Partners as financial advisor in connection with the transaction. Biosensors - they are in the development process of a non-puncture blood glucose monitoring system. Which will lower the costs and mass of self-driving vehicles. Metamaterial shareholders may elect to receive either shares of Torchlight common stock or shares of a Canadian subsidiary of Torchlight, which will be exchangeable into Torchlight common stock (the Exchangeable Shares). Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of Torchlights directors in its Annual Report on Form 10-K for the fiscal year endedDecember 31, 2019, which was filed with the SEC onMarch 16, 2020. Accordingly, readers should not place undue reliance on any forward-looking statements or information. Position on the close of 12/14/20, Metamaterial was valued at much less listed on the CSE a short! Experience creating innovative products with this transaction a cleaner, more green, zero-emissions.! 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