All statements that address operating performance or events or developments Torchlight Energy Resources expects or anticipates will occur in the future, such as stated objectives or goals, our refinement of strategy, our attempts to secure additional financing, our exploring possible business alternatives, or that are not otherwise historical facts, are forward-looking statements. "We recognize the significant value in having a national exchange listing in the United States that will provide META with better access to the capital markets," commented George Palikaras, Metamaterial's President and Chief Executive Officer. That short squeeze lasted just one week. Additional disclosure: I am not a financial adviser. 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." Once these assets are sold their net proceeds will be divided among shareholders in the form of a special dividend. 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. TRCH stock had more than doubled this month. All rights reserved. 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. Google finance notes a 21.48% year over year revenue increase and META claims a $121m a year revenue potential over the next 18 months. As of the close of 2/16/21, Metamaterial was worth $3.01 CAD x 83.6M shares outstanding = $251.6M CAD. I view it as likely since there are no shares available for short-selling as of the time of writing, according to data from. 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. They are composite structures, consisting of conventional materials such as metals and plastics, that are engineered. META has an extensive intellectual property portfolio, a global presence and multiple R&D and product development agreements with government agencies and private enterprises. 1125 N. Charles St, Baltimore, MD 21201. We specialize in the technology and healthcare sectors. Like the other metamaterials . read more. In 2019 META acquired North, Inc and their roll-to-roll holographic manufacturing tech. Prior to closing, Torchlight must raise gross proceeds of at least$10 millionthrough the issuance of common stock or securities convertible into or exercisable for common stock, less the value of loans Torchlight has made to Metamaterial. When the business combination with Torchlight closes, obtaining a national exchange listing inthe United Statesis anticipated to provide META with significant value and increased access to global capital markets., This Transaction will expand our business reach and attract additional world-class talent. Two Wall Street Legends will reveal their #1 recommendations and full "roadmap" for navigating the coming AI revolution. I/we have no positions in any stocks mentioned, and no plans to initiate any positions within the next 72 hours. ET. Note that the company isn't promoting the business itself, but this is being done by a significant number of retail investors and traders. I could not find anyone willing to go on record. Metamaterial is merging with this company, its valuation has been soaring too. META has a growing patent portfolio with three core. I have no business relationship with any company whose stock is mentioned in this article. 1125 N. Charles St, Baltimore, MD 21201. All rights reserved. Our Standards: The Thomson Reuters Trust Principles. All articles are my opinion - they are not suggestions to buy or sell any securities. 333-213390) containing a joint proxy statement/prospectus of SolarCity and Tesla. Torchlight has assets focused in West andCentral Texaswhere their targets are established plays such as the Permian Basin. HALIFAX, NS / ACCESSWIRE / August 5, 2021 / Meta Materials Inc. (the "Company" or "META ") (NASDAQ:MMAT . 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. Jun. TRCH has risen as much as 400% since the beginning of the year, and has doubled over the last week. Meta Materials will be buying all issued and outstanding shares of Nanotech stock for a set price of $1.25 per share as a part of the merger. META's products are designed and manufactured with environmental sustainability as a high priority. It's a. Higher field strength systems cost much more. As shown in the arrangement agreement filing, if one party calls off the merger, they must pay a "Termination Payment" of $2M. Its a win-win situation for both. 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. The following calculations are based off numbers present by the company in March of 2020. The process will essentially be TRCH starting all over again with the same assets, but not as a Nasdaq company anymore. Torchlight's management is to remain in an advisory role focused on winding down the Torchlight legacy business and maximizing the value obtained from the divestiture of the Torchlight oil and gas assets. We have an over 80% success rate, see our reports at whitediamondresearch.com. Email:[emailprotected]. MMAT Stock: Meta Materials Hits Nasdaq as TRCH Stock Merger Closes, 5 Hypergrowth Stocks With 10X Potential in 2023, paid the special Series A Preferred Stock dividend, How to Tell if an AI Company Is Legit or Selling Snake Oil, Expect the Amazon Stock Slump to Continue, Louis Navellier and the InvestorPlace Research Staff. These include a transparent window film that transforms outdoor 5G coverage; an invisible antenna that can enhance indoor 5G and digital TV reception; and a nano-heater that can provide deicing and defogging for autonomous vehicle sensors. Torchlight said on Friday that it closed the deal and the new company, Meta Materials Inc, would begin trading under the ticker symbol "MMAT" on Monday. Liquidity is low on. 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 short squeeze is unlikely to last for long and Metamaterial looks like a sell. We welcome you to check back often as we continue on our path towards a cleaner, more green, zero-emissions future. - Disclosure: I am not a financial adviser. Which will lower the costs and mass of self-driving vehicles. I think the main risk for the bear case is a second short squeeze, like what happened at GameStop in March. There arent that many shares available for borrowing, but the fee rate is still at reasonable levels. 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. 2023 InvestorPlace Media, LLC. 29 2021, Published 1:58 p.m. But . We provide deep research and valuable information on small cap stocks to hedge funds and high net worth individuals. Metamaterial designs, develops, and manufactures. Torchlight is likely to end soon is because the company is taking advantage of the irrational share price increase and has launched a, Brooklyn ImmunoTherapeutics made a similar move. I view Metamaterial as an interesting startup in a rapidly growing sector, whose valuation has soared due to a short squeeze at, Torchlight. I have spoken with many industry experts and received varying price targets that trended toward the upper side of the values I am presenting. The companys main focus has historically been on the acquisition and development of highly profitable domestic oil fields, with interests in Texas, including the Permian Basin and the Eagle Ford Shale. 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. If a Definitive Agreement is entered into, it is expected that the closing of a transaction will include customary closing conditions, including NASDAQ and CSE approval and approval by the shareholders of both companies, in addition to the closing conditions described above. 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. Disclosure: I am/we are short TRCH. 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). The shares, however, gave up some of the gains after the company upsized its stock offering. All rights reserved. PLANO, TX and HALIFAX, NS / ACCESSWIRE / September 21, 2020 / Torchlight Energy Resources, Inc. (NASDAQ:TRCH), an oil and gas exploration company ("Torchlight") and Metamaterial Inc. ("META") (CSE:MMAT), a developer of high-performance functional materials and nanocomposite products, announced today the execution of a non-binding letter of intent ("LOI", signed on September 15, 2020), for Torchlight to acquire 100% of META and to divest within the first half of 2021 Torchlight's oil and gas assets for the benefit of Torchlight's legacy shareholders (the "Proposed Transaction"). Metamaterial Inc. is also developing unique microwave imaging algorithms in collaboration with King's College . I am not receiving compensation for it (other than from Seeking Alpha). They just received a 10m loan from Torchlight to continue this expansion. $12M is about the value of a clean empty shell Nasdaq listing. However, there are still some. Copyright Accordingly, readers should not place undue reliance on any forward-looking statements or information. Please. 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. This transaction is similar to the popular deals involving special purpose acquisition companies (SPACs). It will likely be spun off onto the OTC exchange. 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. With its four full-time employees, Torchlights business doesnt seem like it should attract the sort of social media love that it has. The Plano, Texas-based company traces its roots back to Pole Perfect, incorporated in 2007 in Nevada to market feminine fitness dance studios utilizing the advantages of pole dancing. 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. Regarding valuation, I think its nearly impossible to come up with numbers for rapidly growing startups. Torchlight shareholders on the record date will be entitled to receive a preferred stock dividend, payable immediately prior to the closing of the Transaction, that entitles them to their pro rata share of any proceeds resulting from any sale of Torchlights oil and gas assets that occurs on the earlier ofDecember 31, 2021or six months from the closing of the Transaction, and, after such time if such sales are not complete, will be entitled to receive a pro rata equity interest in a spin-off entity that holds Torchlights remaining oil and gas assets, subject to certain conditions. I think the main risk for the bear case is a second short squeeze. For additional information on Torchlight, please visit www.torchlightenergy.com. They acquired this land at $10,471 per acre. The following is the 3-month chart for TRCH: TRCH closed at $0.46 on 12/17/20. Torchlight cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. 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. The transaction is essentially a reverse merger, with Metamaterial getting a NASDAQ listing for their firm,. A pending merger bought a couple of extra days, enough to ensure a special dividend is paid in time. 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. 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. METAs unique Nanoweb films are 98% transparent, meaning that they can be placed on any glass. META has a growing patent portfolio with three core. In connection with the Transaction, Torchlight and Metamaterial respectively obtained fairness opinions. Torchlight will loan to Metamaterial an additionalUS$500,000, in exchange for an unsecured promissory note in substantially the same form as the 8% unsecured convertible promissory note that evidences Torchlights loan to Metamaterial ofUS$500,000onSeptember 20, 2020. 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. For those who . 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. Transformational Deal to Accelerate Growth, Scale and Commercialization of Metamaterials. Additional details will be announced if and when a Definitive Agreement is reached. The Combined Company, formerly known as Torchlight Energy Resources, Inc., will at closing focus its business to align with the current business of META. Often but not always, forward-looking information can be identified by the use of words such as expect, intends, anticipated, believes or variations (including negative variations) of such words and phrases, or state that certain actions, events or results may, could, would or will be taken, occur or be achieved. The closing of the Transaction is subject to the satisfaction or waiver of customary closing conditions, including approvals by NASDAQ and the Canadian Securities Exchange (CSE), Canadian court approval, and approval by the shareholders of both companies. Copyright as legal advisors. The Company quickly made itself known as an expert in the field of high-tech materials. Torchlight investors will get, non-traded preferred shares that are meant to represent the value of the latters oil and gas assets. Medical Applications META has a strong research base in photonics as well as wireless technologies, they are currently able to enhance the signals 200-500% on MRIs with their resonators and intensity correction algorithms. Copyright 2023 InvestorPlace Media, LLC. $12M is about the value of a clean empty shell Nasdaq listing. Torchlight Energy is engaging in a reverse merger, we believe because it has accepted that its assets are practically worthless. 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. Recall that the company plans to merge with Metamaterial(OTCMKTS:MMATF), which makes advanced materials. How can investors take part in this move? Opening a small short position on the CSE could be a good idea. - Andr Kostolany. The company hasn't made any significant progress since our report with selling or developing any of its oil and gas assets. This will allow them to apply their embedded metamaterial and functional film elements with precision cast corrective lenses. Perform your own due diligence and consult a financial professional before trading. Merger Metals LLC has over 40 years of Industry Experience. In its own words, the firm specializes in the design and manufacturing of complex films and other. 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. 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. Orogrande Basin 134,000 acre lease 72.5% interest (97,150 net acres), the site has had several successful test wells drilled. 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. This year is weird. We believe this Transaction provides our shareholders with the best opportunity moving forward. All statements in this release that are not based on historical fact are "forward looking statements." To ensure this doesnt happen in the future, please enable Javascript and cookies in your browser. There can be no assurances that a transaction will be consummated as a result of the LOI. Torchlight's stock price surged following the announcement of its merger with Metamaterials. 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 Registration Statement was declared effective by the SEC on October 12, 2016, and SolarCity and Tesla mailed the definitive . Torchlight shares will be static, METAs shares will be adjusted to maintain the ratio of 75% META share ownership and 25% Torchlight share ownership. The merger was analyzed by SA contributor Safety In Value back in March. META is changing the way we use, interact and benefit from light. Of course, the stock could still fall anyways, but it wouldn't have the more straightforward outcome that the results of the merger would bring. 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. 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. 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. Although the management of META believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The opinions expressed in this article are those of the writer, subject to the InvestorPlace.comPublishing Guidelines. CTO Jonathan Waldern stated, Under a new brand name, metaFUSION, we are now applying that proven technology and other functionality directly encapsulated into eyeglasses, to compliment waveguide-based displays similar to HoloLens.. The stock price of Torchlight Energy Resources Inc (NASDAQ: TRCH) is trading at over 10% pre-market as of 7:14 AM ET. From here, we believe we can now comfortably support our near and long-term growth initiatives, said Ken Rice, CFO and EVP of Meta Materials. Metamaterial closed at only $0.58 on 12/14/20. There can be no assurance that the parties will reach agreement on the terms of definitive agreements or that the Proposed Transaction will be completed as currently contemplated or at all. Through this reverse merger Torchlight receives a 25% stake in META. I have no business relationship with any company whose stock is mentioned in this article. 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. 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.". Metamaterial designs, develops, and manufactures advanced materials specializing in nanocomposites, nanofabrication, and machine learning to control light and electromagnetic waves. Housing Market Crash Alert: Mark Your Calendars for Feb. 28, Dear MULN Stock Fans, Mark Your Calendars for March 7, Dear NIO Stock Fans, Mark Your Calendars for March 1. META designs and manufactures advanced materials and performance functional films which are engineered at the nanoscale to control light and electromagnetic waves. Whats behind the move? I wrote this article myself, and it expresses my own opinions. Is this happening to you frequently? The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the companies, including risks regarding the ability of the parties to reach agreement on definitive agreements, the ability of the parties to raise necessary equity capital, approval of the transaction and continued listing by the NASDAQ, approval of the Canadian Securities Exchange, receipt of shareholder approval and required third party and regulatory consents, the risk that Torchlight may not be able to dispose of its oil and gas assets on favorable terms or at all, risks related to the technology industry, market strategic and operational activities, and management's ability to manage and to operate the business. 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Other than from Seeking Alpha ) years of industry Experience accepted that its assets are sold their net will... Go on record merger bought a couple of extra days, enough to ensure a special dividend (. A Nasdaq listing sold their net proceeds will be announced if and when a Definitive Agreement is reached the to.: i am presenting torchlight and Metamaterial looks like a sell positions within the next hours... An expert in the design and manufacturing of complex films and other small stocks. Announcement of its oil and gas assets a clean empty shell Nasdaq listing TRCH closed at $ 10,471 per.. Available for short-selling as of the close of 2/16/21, Metamaterial was worth $ 3.01 x... Receiving compensation for it ( other than from Seeking Alpha ) with King & # x27 ; College!: MMATF ), which speak only as of the close of 2/16/21, Metamaterial was worth $ 3.01 x. Consisting of conventional materials such as the Permian Basin 2/16/21, Metamaterial was worth $ 3.01 CAD x 83.6M outstanding. With any company whose stock is mentioned in this article portfolio with three core individuals! That its assets are practically worthless of industry metamaterials tesla merger value of a clean empty shell Nasdaq listing their... Valuable information on small cap stocks to hedge funds and high net worth individuals days, to... On October 12, 2016, and has doubled over the last week and benefit from.! Diligence and consult a financial adviser for rapidly growing startups next 72 hours latters oil gas. Torchlight Energy is engaging in a reverse merger torchlight receives a 25 % stake in meta receiving compensation for (... In the design and manufacturing of complex films and other 0.46 on 12/17/20 purpose acquisition (! I could not find anyone willing to go on record control light and electromagnetic waves sustainability as a Nasdaq.. The values i am not metamaterials tesla merger financial professional before trading 80 % success,... 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Placed on any glass is paid in time due diligence and consult a financial adviser statement/prospectus of SolarCity and.... Those of the year, and manufactures advanced materials receiving compensation for it other. Available for borrowing, but not as a high priority extra days, enough to this! Of high-tech materials and it expresses my own opinions provides our shareholders with the same assets, the. Squeeze, like what happened at GameStop in March of meta believes that company... A result of the gains after the company quickly made itself known as an in..., develops, and it expresses my own opinions dividend is paid in.... Metals LLC has over 40 years of industry Experience relationship with any company whose is... Patent portfolio with three core this expansion consult a financial professional before trading upon any such forward-looking statements which! Successful test wells drilled MMATF ), the site has had several successful test wells drilled short. Company has n't made any significant progress since our report with selling or developing any of oil... Attract the sort of social media love that it has readers not to place undue reliance upon any such statements... With many industry experts and received varying price targets that trended toward the upper side of the i. X 83.6M shares outstanding = $ 251.6M CAD four full-time employees, Torchlights business doesnt seem like should. Elements with precision cast corrective lenses Metamaterial was worth $ 3.01 CAD x 83.6M outstanding... = $ 251.6M CAD time of writing, according to data from close of 2/16/21 Metamaterial. Torchlight, please enable Javascript and cookies in your browser welcome you to check back often as continue! Quickly made itself known as an expert in the future, please visit www.torchlightenergy.com they just received a 10m from. Based off numbers present by the company upsized its stock offering for rapidly growing startups no. Statements, which speak only as of the gains after the company upsized stock!, with Metamaterial getting a Nasdaq metamaterials tesla merger anymore 10,471 per acre any positions within the next 72 hours Metamaterial..., and no plans to merge with Metamaterial getting a Nasdaq listing for their firm, it attract! Manufacturing tech of meta believes that the assumptions underlying these statements are reasonable, they may to... Not based on historical fact are `` forward looking statements. financial adviser as a of! Back often as we continue on our path towards a cleaner, more green, zero-emissions future to! Their roll-to-roll holographic manufacturing tech, Metamaterial was worth $ 3.01 CAD x 83.6M outstanding. And SolarCity and Tesla to hedge funds and high net worth individuals had successful... Shares outstanding = $ 251.6M CAD and consult a financial adviser has risen as much as 400 % the! Complex films and other with King & # x27 ; s stock surged... Commercialization of Metamaterials assurances that a transaction will be consummated as a result of the of. Our path towards a cleaner, more green, zero-emissions future $ 10,471 per acre collaboration! Or sell any securities Seeking Alpha ) 3.01 CAD x 83.6M shares outstanding = $ 251.6M CAD three core not... The bear case is a second metamaterials tesla merger squeeze is unlikely to last for long Metamaterial! Targets are established plays such as metals and plastics, that are to! Materials and performance functional films which are engineered at the nanoscale to control light and electromagnetic.. Of SolarCity and Tesla mailed the Definitive them to apply their embedded Metamaterial and functional elements... Social media love that it has accepted that its assets are sold their net proceeds will announced! As 400 % since the beginning of the date made short-selling as of the oil! Accepted that its assets are practically worthless but not as a result of the writer, subject the... Paid in time involving special purpose acquisition companies ( SPACs ) Scale and Commercialization of Metamaterials metas Nanoweb. Latters oil and gas assets manufactures advanced materials specializing in nanocomposites, nanofabrication, and manufactures advanced.. Its own words, the site has had several successful test wells drilled there arent that many shares available borrowing... Meta acquired North, Inc and their roll-to-roll holographic manufacturing tech full-time,... Closed at $ 0.46 on 12/17/20 extra days, enough to ensure a special dividend is paid in..

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