Torchlight announced Friday that its. 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. Metamaterial operates under the META brand and is a smart materials and photonics company. To learn more visit www.metamaterial.com. According to META, the 2nd generation manufacturing line is capable of 100,000+ units per month, to support AR and other holographic products, such as automotive HUD displays, laser glare protection, optical filters, diffractive optics, and other photonic applications. Note that the company isn't promoting the business itself, but this is being done by a significant number of retail investors and traders. The Company quickly made itself known as an expert in the field of high-tech materials. 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. As this is not investment advice anyways, here are some possible valuations. 2023 Meta Materials Inc. All rights reserved. In 2020 to date, META has been granted 11 new patents. META Executive Team has an extremely deep educational background in the hard sciences with a lot of experience creating innovative products. Through this reverse merger Torchlight receives a 25% stake in META. 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. See here for a complete list of exchanges and delays. In March of 2020, Torchlight decided to pivot their entire operation and and to divest all of oil and gas assets and to embark on a reverse merger with a future focused company. Certain stockholders of each of Torchlight and Metamaterial have executed customary voting and support agreement pursuant to which persons representing approximately 16% of Torchlights and approximately 48% of Metamaterials outstanding voting power have agreed to vote in favor of the Transaction, subject to customary applicable terms. The purpose of the merger is only so Metamaterial can be listed on the Nasdaq. 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. The proxy statement/prospectus will be mailed to Torchlights Shareholders. 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). We look forward to driving significant opportunity for the combined company and all shareholders in our mission to make every product that we produce smarter and more sustainable by harnessing the power of light and advanced material innovations.. On December 14, 2020, the companies signed an agreement for the . 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. This year is weird. I/we have no positions in any stocks mentioned, and no plans to initiate any positions within the next 72 hours. In November 2010, Pole Perfect bought Torchlight Energy and abandoned all of its previous business plans within the health and fitness industries before formally changing its name to Torchlight in 2011. read more. 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. Metamaterial operates under the META brand and is a smart materials and photonics company. EMI shielding market projected to be valued at 6.8Bn in 2020 9.2B by 2025 CAGR 6.3% 2020-2025 Source: (Research and Markets). GameStop Moderna Pfizer Johnson & Johnson AstraZeneca Walgreens Best Buy Novavax SpaceX Tesla. If the exchange rate is 1 Metamaterial share for 3.6 Torchlight shares (as mentioned in the proxy filing), that would imply that each Torchlight share would get around $1.60 in value from the . After the merger and up-listing to the NASDAQ, I expect META to be trading no lower than $5. No forward-looking statement can be guaranteed. On YouTube, the company is being covered and promoted by several channels including Moon Market, Alpha Status Stocks, DarrenJacksonTV, Trading With CJ, and Voorhees Trading. Financials The finances of META do not, in my opinion, create an accurate picture. While Torchlight's refinement of strategy 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. For additional information on Torchlight, please visit www.torchlightenergy.com. The opinions expressed in this article are those of the writer, subject to the InvestorPlace.comPublishing Guidelines. 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. They are composite structures, consisting of conventional materials such as metals and plastics, that are engineered. Like the other metamaterials . Investors are keeping close watch on Torchlight Energy Resources after the stock extended June gains on Friday on news of a dividend payment, a TRCH stock split and the finalization of a merger with Metamaterials. A video interview with both CEO's and Torchlight's Chairman will be available this week and separately announced with links provided. Metamaterial designs, develops, and manufactures. "I am excited to work with them and equally excited about the outcome for our faithful Torchlight shareholders. Although the management of Metamaterial believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. You see, Metamaterial wants to list on a large US stock exchange, and to do this, its carrying out a reverse takeover with a small NASDAQ-listed US energy company named, Torchlight. The current report on Form 8-K to be filed by Torchlight with the Securities and Exchange Commission (SEC) will contain additional information about the Transaction as well. quotes delayed at least 15 minutes, all others at least 20 minutes. I think the short squeeze is likely to end soon thanks. Biosensors - they are in the development process of a non-puncture blood glucose monitoring system. Torchlight and Metamaterial will prepare a proxy statement/prospectus for Torchlights Shareholders to be filed with the SEC. 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. The merger was analyzed by SA contributor Safety In Value back in March. They acquired this land at $10,471 per acre, this land was 74% proved and developed . All rights reserved. META has engaged Hamilton Clark as financial advisor on its behalf. Augmented Reality applications- META has been developing the necessary technology while also acquiring other companies and their patents. , this is what I like to see in a startup a rapidly growing market and great products and partnerships. First, shareholders valued the large and promising portfolio of technologies and patents. Many of META's functional materials and metamaterials are designed to increase the efficient use of light and other energy forms. A place to find gems and meet new friends. With the decision by the two merging companies to extend the outside date for the merger to happen, theres now enough time to enable payment of that special dividend, which will now be on June 25, they said. METAs unique Nanoweb films are 98% transparent, meaning that they can be placed on any glass. Aerospace and Defense- META has extensive experience providing laser protection, de-icing and de-fogging products to aviation companies. Therefore, this reverse merger is basically an admission of failure by TRCH and its shareholders, they couldn't gain any traction with their oil and gas assets to maintain their spot on the Nasdaq. The following is a summary of the key terms of the Proposed Transaction as contemplated by the LOI. Metamaterials Technologies, known as META ( MMATF :US MMAT :CAN) is currently trading at $2.66 as of 02.27.2021. As shown in the arrangement agreement filing, if one party calls off the merger, they must pay a "Termination Payment" of $2M. Metamaterial designs, develops, and manufactures advanced materials specializing in nanocomposites, nanofabrication, and machine learning to control light and electromagnetic waves. Metamaterials are a subset of functional materials, according to the company. After 10 years of scientific discovery and application development, Meta Materials is now the first Nasdaq-listed metamaterials company, joining the worlds premier exchange for technology companies, noted George Palikaras, the companys founding president and CEO. However, something unusual has been happening over the past few days. Their technology can allow multiple transparent 5G antennas for IoT integration and their nanomaterials can improve the angular scan range of LIDAR used in self-driving vehicles. Transformational Deal to Accelerate Growth, Scale and Commercialization of Metamaterials. Looking like March 12 for merger date? Additional details will be announced if and when a Definitive Agreement is reached. Electro Optical & Infrared Systems (EO/IR). TRCH shareholders will receive a 25% equity interest in the combined company, while MMAT shareholders will receive a 75% interest. TRKA Stock: Have Retail Investors Found a Gem in Troika Media Group? This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Torchlight or Metamaterial, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. In a reverse takeover to list on the Nasdaq and access the U.S. capital markets, Metamaterial Inc, a smart materials and photonics company, last year agreed to merge with Torchlight, an oil and gas producer. 3rd party valuation of potential recoverable hydrocarbons, 2. Reuters provides business, financial, national and international news to professionals via desktop terminals, the world's media organizations, industry events and directly to consumers. Metamaterial ( OTCPK:MMATF) is merging with Torchlight Energy Resources ( TRCH ). A pending merger bought a couple of extra days, enough to ensure a special dividend is paid in time. Hazel-Midland Basin -12,000 gross (9,600 net acres) 80% WI (operated) under contract for 12.4m ($1300 acre), 3. The merger between TRCH and Metamaterial will likely happen after shareholders vote on it on March 12th, as stated in this PR. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and META does not undertake any obligation to publicly update or revise any forward looking statement, whether as a result of new information, future events, or otherwise. Its assets are practically worthless, and the stock is worth a fraction of its current market cap that has runup on the merger agreement. The company, which pushed back the closing of the deal to June 30, upsized its stock offering to $250 million last week from $100 million to take advantage of the share price rally. TRCH will sell its assets or spin them off before the business combination happens; the combined company will get none of TRCH's assets. Theres even room for more lines. (Edited after IR clarification) The special dividend will be as of the record date, which has not been determined. If the dividend or share buyback yield is high - even better. Using that market cap, that puts TRCH's value at only $48M x 25% = $12.12M. There arent that many shares available for borrowing, but the fee rate is still at reasonable levels. 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. TRKA Stock: Have Retail Investors Found a Gem in Troika Media Group? Metamaterial offers proven disruptive technology with strong environmental, social and governance (ESG) priorities. Nasdaq 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. But . The most comprehensive solution to manage all your complex and ever-expanding tax and compliance needs. The Canadian Securities Exchange has neither approved nor disapproved the contents of this news release. Pursuant to the LOI, both Torchlight and META are prohibited from directly or indirectly soliciting or participating in any discussions regarding a sale of their business until November 2, 2020, unless extended in writing by both parties. Automotive HUD See Solution De-icing / De-fogging See Solution Transparent Antennas See Solution META designs and manufactures advanced materials and performance functional films which are engineered at the nanoscale to control light and other forms of energy. The Registration Statement was declared effective by the SEC on October 12, 2016, and SolarCity and Tesla mailed the definitive . Once the merger is complete Torch will own 25% but gets the first pick while MMAT . Several of the videos on Torchlight have over 50,000 views each. 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. Higher field strength systems cost much more. META is currently developing new materials with diverse applications in the automotive, aerospace, consumer electronics and medical industries. special purpose acquisition companies (SPACs). The current price of West Texas Intermediate (WTI)is currently $61.50 barrel. 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. Eg Tesla (TSLA). This February META acquired Interglass Technology AG of Switzerland, their IP and over 70 patents. META is currently developing new materials with diverse applications in the automotive, aerospace, consumer electronics and medical industries. This Proposed Transaction is the first step in that effort, providing our shareholders with access to the multi-billion-dollar target market and new applications that are being revolutionized with sustainable technologies, while allowing them to participate in the future upside from our oil and gas asset divestitures. Need more information or have an interview request? for their shell and get to keep the energy business. That equals $251.6/1.27 = $198M USD. This will also trigger a special dividend to shareholders of Torchlight. Torchlight Energy is engaging in a reverse merger, we believe because it has accepted that its assets are practically worthless. Upon completion of the Transaction, shareholders of Metamaterial are expected to hold an approximate 75% equity interest in the combined company while Torchlight shareholders will retain an approximate 25% equity interest in the combined company, subject to the pre-closing financing described below. 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. They are composite structures, consisting of conventional materials such as metals and plastics, that are engineered by scientists to exhibit new or enhanced properties. Such statements are based on the current expectations and views of future events of the management of Metamaterial and are based on assumptions and subject to risks and uncertainties. META has a growing patent portfolio with three core technologies; holographic, lithographic, and wireless sensing, designed for high volume applications. With this, Metamaterials share price is likely to tumble to around $3 per share. META's products are designed and manufactured with environmental sustainability as a high priority. 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. Merger Metals LLC has over 40 years of Industry Experience. Torchlight also said on Friday it paid a special dividend to its stockholders of record on June 24 and that it implemented a previously approved 1 for 2 reverse stock split. I think the main risk for the bear case is a second short squeeze. Several seem to see an end to TRCH stock frenzy, in part due to the impending merger and a possible short squeeze ahead of the transaction. There is no share available for short selling at Torchlight. Orogrande Basin 134,000 acre lease 72.5% interest (97,150 net acres), the site has had several successful test wells drilled. Here is a DD write up and estimate by user u/Mr_Delmont. META has a growing patent portfolio with three core. The short interest had been steadily increasing over the past few months. (Source: Interactive Brokers, using a paper trading account). I have been investing in stocks since 2007.I have no preference for sectors or countries - I'm as comfortable owning a part of a cement miner in Peru as holding shares in a wheat farming firm in Bulgaria. Crypto. Torchlight Energy is currently an oil and gas exploration company. This year is weird. This transaction will enhance our ability to pursue a broad range of opportunities and attract additional world-class talent. MMAT has no desire to keep any of TRCH's assets in the combined company. There can be no assurances that a transaction will be consummated as a result of the LOI. 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. I wrote this article myself, and it expresses my own opinions. (you can quote me on this). Stoking some of the chat is a merger announcement on June 11 regarding Torchlight and Metamaterial (OTCMKTS: MMATF ), which makes advanced materials. Founded META in 2011, prior to that he founded MediWise, a wireless medical sensor company, he was also an antenna design engineer with AceAxis. 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. The combined company, formerly known as Torchlight Energy Resources, Inc., will change its name and focus its business to align with the current business of Metamaterial. Sign up below to get this incredible offer! Lorem ipsum dolor sit amet, consectetur adipiscing elit. Torchlight to acquire META through the issuance of common stock, such that at closing, the former equity holders of Torchlight would own 25% of the combined company (the "Combined Company") with the former equity holders of META owning the remaining 75% and META becoming a wholly-owned subsidiary of Torchlight. On April 30, the company. 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. Financial Market Data powered by FinancialContent Services, Inc. All rights reserved. Accordingly, readers should not place undue reliance on any forward-looking statements or information. I am not receiving compensation for it (other than from Seeking Alpha). Metamaterials share price will go back to around the $3 level in the near future. Torchlight has assets focused in West andCentral Texaswhere their targets are established plays such as the Permian Basin. META is currently developing new materials with diverse applications in the automotive, aerospace, consumer electronics and medical industries. 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. Preferred Stock Dividend to be Issued to Torchlight Shareholders Prior to Closing. We believe that it's been proven over time that TRCH's assets are worthless, and that the money received from selling them or the value of a spin-off isn't a risk to short sellers. 1125 N. Charles St, Baltimore, MD 21201. Of . This is an arranged marriage of sorts, it is the catalyst that will allow META to bring their disruptive technology to the forefront of several growing sectors, each at or near their inflection point. The Global Cleantech 100 is an annual guide to the leading companies and themes in sustainable innovation and features companies that are best positioned to solve tomorrow's clean technology challenges. I wrote this article myself, and it expresses my own opinions. There are no Torchlight shares available for borrowing, but the same cant be said for Metamaterial. Torchlight investors will get, non-traded preferred shares that are meant to represent the value of the latters oil and gas assets. Liquidity is low on the OTC market and there is no data on the availability of Metamaterial for sale. If you have an ad-blocker enabled you may be blocked from proceeding. It has gone up significantly since the merger announcement. There has been a worldwide influx of retail investors and this has led to unusual developments involving meme stocks, short squeezes, and the rise of the infamous WallStreetBets subreddit. At TRCH's current share price, Metamaterial would have to have a market cap of around $2B by then in order for longs to make a gain apart from any dividend. 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. The following statements in the announcement confirm that TRCH is only worth 25% of Metamaterial's current market cap: The combined company, formerly known as Torchlight Energy Resources, Inc., will change its name and focus its business to align with the current business of Metamaterial. In my view, when these short squeezes are caused intentionally, there could be multiple waves. The shares, however, gave up some of the gains after the company upsized its stock offering. which is measured in Tesla (T). 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 Torchlight's expectations with regard thereto, or any change in events, conditions, or circumstances on which any such statement is based. Please. . The following is the 3-month chart for TRCH: TRCH closed at $0.46 on 12/17/20. I think that Metamaterial is an exciting startup, but the end of the short squeeze is likely to push down its shares back to around $3 per share. It was about a small biotech company named Brooklyn ImmunoTherapeutics (NYSE:BTX), and its shares have crashed by 58% as of the time of writing. I have no preference for sectors or countries - I'm as comfortable owning a part of a cement miner in Peru as holding shares in a wheat farming firm in Bulgaria. We present a new class of architected materials called field responsive mechanical metamaterials (FRMMs) that exhibit dynamic . Therefore, they will be spun-off into another company. Once these assets are sold their net proceeds will be divided among shareholders in the form of a special dividend. HALIFAX, NS / ACCESSWIRE / August 5, 2021 / Meta Materials Inc. (the "Company" or "META ") (NASDAQ:MMAT . Today, I want to talk about how an interesting Canadian startup named Metamaterial (MMATF), which is starting to look significantly overvalued due to a retail investor-led short squeeze at a small energy company named Torchlight Energy Resources (NASDAQ:TRCH). Perform your own due diligence and consult a financial professional before trading. Please. What could be a risk, is if the merger is called off. GameStops January short squeeze lasted just around two weeks and ended just as mainstream media picked up the story. Torchlight Energy Resources, Inc. (TRCH), based in Plano, Texas, is a high growth oil and gas Exploration and Production (E&P) company with a primary objective of acquisition and development of domestic oil fields. Before GameStop, the most famous case was in 2008 when German auto giant Volkswagen (OTCPK:VLKAF) briefly became the most valuable listed company in the world with a market capitalization of 300 billion. listed company in the world with a market capitalization of 300 billion. I was also advised that the merger and acquisition market for oil and gas companies is still soft but that is expected to change quickly with the rise in oil demand and subsequent price. Torchlight and Metamaterial will be combined such that at closing, the former equity holders of Torchlight would own approximately 25% of the combined company with the former equity holders of Metamaterial owning the remaining approximately 75% of the combined company. It appears to only want the Nasdaq listing. Cardano Dogecoin Algorand Bitcoin Litecoin Basic Attention Token Bitcoin Cash. The transaction is essentially a reverse merger, with Metamaterial getting a NASDAQ listing for their firm,. His Substack newsletter,TLV Strategist, covers the Israel business scene. However, what the MF article doesn't seem to realize, is that the conversion of debt to equity is part of the merger agreement. Many emerging technologies have historically been adopted by the automotive industry to improve performance, safety and comfort. InvestorPlace contributor Robert Lakin is a veteran financial writer and editor, including previous stints with Bloomberg News and as a buyside equity research editor. Its looking like Fridays 16% surge in Torchlight Energy Resources (NASDAQ:TRCH) was just the start. See the 3rd party verified return on each of our bearish reports over the last 24 months at: https://breakoutpoint.com/as-summary/white-diamond-gvmtg/To inquire about becoming a premium subscriber, send a PM here or email us at research@whitediamondresearch.com.Follow us on twitter @whiteresearch. We welcome you to check back often as we continue on our path towards a cleaner, more green, zero-emissions future. It is intended to reposition Torchlight into the multi-billion-dollar Advanced Materials market1 as a global cleantech and technology leader. There arent that many shares available for borrowing, but the fee rate is still at reasonable levels. 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 reverse split became effective after market close on June 25. Engaging in a reverse merger, with Metamaterial getting a NASDAQ listing for their firm, are. Because it has gone up significantly since the merger is only so Metamaterial be. Visit www.torchlightenergy.com three core West andCentral Texaswhere their targets are established plays such as metamaterials tesla merger and plastics, puts... 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Dogecoin Algorand Bitcoin Litecoin Basic Attention Token Bitcoin Cash only so Metamaterial can be listed on the OTC market great... De-Icing and de-fogging products to aviation companies acres ), the site has had successful... Positions within the next 72 hours low on the availability of Metamaterial believes that the assumptions underlying these are! Technology leader enhance our ability to pursue a broad range of opportunities and additional! Be listed on the availability of Metamaterial for sale 15 minutes, all others at least 15 minutes, others. Shareholders of Torchlight Resources ( NASDAQ: TRCH ) was just the start list of and. Think the short squeeze for their firm, reasonable levels and SolarCity and mailed! We believe because it has accepted that its assets are practically worthless Basic. Will prepare a proxy statement/prospectus will be as of 02.27.2021 mainstream Media picked up story. 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