On 4/29/19, we published a report that stated we believe that Torchlight Energy (TRCH) assets are worthless and that "we do not believe Torchlight will be able to successfully complete the sale of the company or its asset(s).". As this is not investment advice anyways, here are some possible valuations. 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. design and manufacturing of complex films and other materials called metamaterials, which can manipulate and utilize light and other forms of energy. Additional disclosure: I am not a financial adviser. This discovery coincided with economic collapse of oil due to Covid crisis. to the latter's decision to take advantage of the situation and raise some cash. To ensure this doesnt happen in the future, please enable Javascript and cookies in your browser. The Proposed Transaction represents a strategic shift for Torchlight. TRCH Stock: The Big News That Has Torchlight Energy Soaring Today, 5 Hypergrowth Stocks With 10X Potential in 2023, 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. Of . What could be a risk, is if the merger is called off. In 2013 Metamaterial Technologies USA, Inc (formerly Rolith Inc and now META's subsidiary in Silicon Valley) received "Best Manufacturing Technology" award at the tenth annual IDTechEx printed electronics industry event. 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. After the merger is complete META will be the company name and it will be listed on the NASDAQ. 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. I wrote this article myself, and it expresses my own opinions. META is headquartered inHalifax, Nova Scotiaand has R&D and Sales offices inLondon, UKand Silicon Valley. First, shareholders valued the large and promising portfolio of technologies and patents. Through this reverse merger Torchlight receives a 25% stake in META. 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. Once the two companies combine, it will just be Metamaterial. Neither META or Torchlight has incurred any finders fees in association with this transaction. Eg Tesla (TSLA). 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. Biosensors - they are in the development process of a non-puncture blood glucose monitoring system. Automotive HUD See Solution De-icing / De-fogging See Solution Transparent Antennas See Solution InvestorPlace contributor Robert Lakin is a veteran financial writer and editor, including previous stints with Bloomberg News and as a buyside equity research editor. It's a. This ownership split assumes that the Combined Company has financing of USD $10 million or more net of Torchlight's debt prior to closing of the business combination (the "Torchlight Cash Threshold"). Reuters, the news and media division of Thomson Reuters, is the worlds largest multimedia news provider, reaching billions of people worldwide every day. Torchlight's stock rose as high as 74% last Monday as retail investors piled into the stock with record volumes. 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. 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. 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. Using that market cap, that puts TRCH's value at only $48M x 25% = $12.12M. Note that the company isn't promoting the business itself, but this is being done by a significant number of retail investors and traders. Torchlight stock closed at $4.95 a share Friday, and Meta Material. It also announced plans for the merger of the company to close today. In its own words, the firm specializes in the design and manufacturing of complex films and other. On April 30, the company. commented Ram Ramkumar, Metamaterial's Chairman. The Registration Statement was declared effective by the SEC on October 12, 2016, and SolarCity and Tesla mailed the definitive . Energy Applications META is currently working with Lockheed Martin and MTI to create metaSolar a NanoWeb based solar thin films that will increase solar cell efficiency by capturing light from all angles and light that would otherwise be reflected. 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. Metamaterial Inc. is also developing unique microwave imaging algorithms in collaboration with King's College . Metamaterial is getting a listing on NASDAQ in an easy way, while Torchlight investors get some money. Access unmatched financial data, news and content in a highly-customised workflow experience on desktop, web and mobile. 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. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor created by those sections. Is this happening to you frequently? View Details 1425 W. 12th Place Suite 101 Tempe, AZ 85281 | Office: (623) 388-3634 sales@mergermetals.com Is there a short squeeze? 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. TRCH could announce something along the lines of: "with the new interest in our company from investors, we have terminated the merger agreement and will continue to develop our projects.". I am not receiving compensation for it (other than from Seeking Alpha). The story is narrative-driven and its not prudent to use traditional metrics such as P/S, P/E, or EV/EBITDA. I have no business relationship with any company whose stock is mentioned in this article. Two Wall Street Legends will reveal their #1 recommendations and full "roadmap" for navigating the coming AI revolution. The purpose of the merger is only so Metamaterial can be listed on the Nasdaq. METAs unique Nanoweb films are 98% transparent, meaning that they can be placed on any glass. META is headquartered in Dartmouth, Nova Scotia and has offices in London, UK and Pleasanton, California. You can view it here. It has gone up significantly since the merger announcement. 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. If you have an ad-blocker enabled you may be blocked from proceeding. 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. These statements may be identified by words such as "estimates," "anticipates," "projects," "plans," "strategy," "goal," or "planned," "seeks," "may," "might", "will," "expects," "intends," "believes," "should," and similar expressions, or the negative versions thereof, and which also may be identified by their context. There are no Torchlight shares available for borrowing, but the same cant be said for Metamaterial. These documents, once available, can also be obtained, without charge, at the SECs web site (http://www.sec.gov). Metamaterial is getting a listing on NASDAQ in an easy way, while Torchlight investors get some money for their shell and get to keep the energy business. On the date of publication, Robert Lakin did not have (either directly or indirectly) any positions in the securities mentioned in this article. META is developing several technologies that are designed to benefit the automotive industry and its customers. 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. Derek GradwellManaging PartnerIntegrous CommunicationsPhone: 512-270-6990dgradwell@integcom.usir@torchlightenergy.com, Graham FarrellHarbor Access LLC(416) 842 9003Graham.Farrell@HarborAccessllc.com, Mark KomonoskiDirector Capital Markets and IRMetamaterial Inc.Phone: 1-877-255-8483mark@metamaterial.com. This Transaction provides our shareholders with access to the multi-billion-dollar markets that Metamaterial serves and new applications that are being revolutionized with their sustainable technologies, while still allowing our Shareholders at closing of the Transaction to participate in the proceeds of our oil and gas asset divestitures., METAs management, led by George Palikaras, has built an extraordinary award-winning cleantech company whose proprietary advanced technologies address multiple markets and improve their customers capabilities, saidGreg McCabe, Torchlights Chairman. I view Metamaterial as an interesting startup in a rapidly growing sector, whose valuation has soared due to a short squeeze at Torchlight. Build the strongest argument relying on authoritative content, attorney-editor expertise, and industry defining technology. TRCH shareholders will receive a 25% equity interest in the combined company, while MMAT shareholders will receive a 75% interest. It all happens at the free AI Super Summit. Torchlight has loaned USD$500,000 to META pursuant to an unsecured convertible promissory note (the "META Note") and has agreed to loan an additional USD$500,000 to META within 5 days of signing the Definitive Agreement (in aggregate, the "Loaned Amounts"). However, something unusual has been happening over the past few days. "We look forward to driving significant value for shareholders in our mission to make every product smarter and more sustainable by utilizing the power of light and advanced materials.". Cardano Dogecoin Algorand Bitcoin Litecoin Basic Attention Token Bitcoin Cash. The company hasn't made any significant progress since our report with selling or developing any of its oil and gas assets. 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. 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. 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. Torchlight has engaged Roth Capital Partners as financial advisor in connection with the transaction. 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. His Substack newsletter,TLV Strategist, covers the Israel business scene. Which will lower the costs and mass of self-driving vehicles. This year is weird. Several of the videos on Torchlight have over 50,000 views each. Torchlight also announced that it implemented a 1 . Although Metamaterial 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. 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. The companys partners and customers include a lot of recognizable names. 60 Highfield Park Dr, Dartmouth, NS B3A 4R9 Canada, Tel: 1-902-482-5729 Torchlight. 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. Upon completion of the Proposed Transaction, shareholders of META are expected to hold a 75% interest in the combined entity. TRCH has risen as much as 400% since the beginning of the year, and has doubled over the last week. Torchlight urges you to consider those risks and uncertainties in evaluating its forward-looking statements. CTO and Chairman Dr. Waldern founded DigiLens and Retinal Displays, Inc., he holds a PhD in Computer Science Virtual Reality, he has over 170 patents and specializes in waveguides. 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. - Andr Kostolany. 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. META has also partnered with Lockheed Martin and the Canadian Government's Sustainable Development Technology Canada (SDTC) fund to develop metaSOLARTM a new solar energy product suitable for the transportation industry. 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. Is there a short squeeze? "When the business combination with Torchlight closes, obtaining a national exchange listing in the United States is anticipated to provide META with significant value and increased access to global capital markets. ?In this video, I want to talk more about the reverse merger between Torchligh. Founded META in 2011, prior to that he founded MediWise, a wireless medical sensor company, he was also an antenna design engineer with AceAxis. As a result,. At one point, TRCH stock climbed by more than 600 percent in February from December 2020 due to . 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. All articles are my opinion - they are not suggestions to buy or sell any securities. ", "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. Copyright 2023 InvestorPlace Media, LLC. 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. That gave it a market cap of only $48M. 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. All statements that address operating performance or events or developments Torchlight expects or anticipates will occur in the future, such as stated objectives or goals, Torchlight's refinement of strategy, Torchlight's attempts to secure additional financing, Torchlight's exploring possible business alternatives, or that are not otherwise historical facts, are forward-looking statements. However, there are still some Metamaterial shares available in Canada. The short interest had been steadily increasing over the past few months. META's CEO, George Palikaras to be appointed CEO of the Combined Company, along with the appointment of a new CFO. 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. 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. Whats behind the move? This transaction is similar to the popular deals involving. MMAT has no desire to keep any of TRCH's assets in the combined company. The difficulty for TRCH investor is in determining the sale value of the oil and gas assets of Torchlight. They just received a 10m loan from Torchlight to continue this expansion. The merger was analyzed by SA contributor Safety In Value back in March. If parties do not enter into the Definitive Agreement by November 2, 2020, or such later date as agreed in writing, or the Definitive Agreement is terminated, the holder of the META Note will have the right to convert the Loaned Amounts and all accrued interest thereon into META common shares at $0.35 (CAD) per common share. I am not receiving compensation for it (other than from Seeking Alpha). $12M is about the value of a clean empty shell Nasdaq listing. The assets of Torchlight energy include three project sites, an experienced management team, access to capital, and a NASDAQ listing. There can be no assurances that the Transaction will be consummated. On the 14th of December TRCH announced that it was going to do a reverse merger with Metamaterials, which is due to be done by February this year. A short is more appealing when there's a clear endgame in sight. Like the other metamaterials . Investors are pushing the value up another 40% ahead of Monday trading as meme stock message boards continue to light up on TRCH stock. Intellectual Ventures' metamaterials-based system has some distinct advantages: The microwave beam can be focused and redirected with relatively high efficiency, and with no moving parts. Metamaterials share price will go back to around the $3 level in the near future. Metamaterials CEO,George Palikaraswill be appointed CEO of the combined company, along with the appointment ofKenneth L. Riceas CFO and Executive Vice President. Valuation The value oil drilling acreage is a moving target after the price of crude oil started collapsing in March of 2020. I have spoken with many industry experts and received varying price targets that trended toward the upper side of the values I am presenting. - Disclosure: I am not a financial adviser. Regarding valuation, I think its nearly impossible to come up with numbers for rapidly growing startups. A pending merger bought a couple of extra days, enough to ensure a special dividend is paid in time. Looking forward to March 12th. It has been our goal for META to be a NASDAQ-listed company, stated George Palikaras, President & CEO of Metamaterial. See here for a complete list of exchanges and delays. Metamaterial designs, develops, and manufactures advanced materials specializing in nanocomposites, nanofabrication, and machine learning to control light and electromagnetic waves. We are very excited to sign the definitive agreement with Metamaterial, statedJohn Brda, Torchlights CEO. 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. The recent loan from Torchlight does not figure into the numbers below. Aerospace and Defense- META has extensive experience providing laser protection, de-icing and de-fogging products to aviation companies. 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. On the date of publication, Robert Lakin did not have (either directly or indirectly) any positions in the securities mentioned in this article. 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." As Cathie Wood stated in the last ARK webinar, she is anticipating a bifurcated V-shaped recovery which will reward companies that have invested in innovation rather than in pandering to shareholders. "I am excited to work with them and equally excited about the outcome for our faithful Torchlight shareholders. I am not receiving compensation for it (other than from Seeking Alpha). Here is a DD write up and estimate by user u/Mr_Delmont. Torchlight Energy (TRCH) is currently trading at $2.48, with a 356.15m market cap, 143.61m shares. Note that the company isn't promoting the business itself, but this is being done by a significant number of retail investors and traders. How can investors take part in this move? This year is weird. With this reverse merger Metamaterials will be brought into the main market with Torch becoming the shell company. Brooklyn ImmunoTherapeutics made a similar move. Perform your own due diligence and consult a financial professional before trading. Following the closing of the Transaction, the board of directors of the combined company will be comprised of 7 members, one of whom is to be appointed by Torchlight, a second to be jointly appointed by Metamaterial and Torchlight and the remaining 5 to be appointed by Metamaterial. Such statements are based on the current expectations and views of future events of the management of META and are based on assumptions and subject to risks and uncertainties. META designs and manufactures advanced materials and performance functional films which are engineered at the nanoscale to control light and electromagnetic waves. 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. Oil averaged $40.75 that month. 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. Torchlights definitive proxy statement/prospectus will be mailed to Shareholders of Torchlight as of a record date to be established for voting on the transactions described in this report. By user u/Mr_Delmont acreage is a moving target after the price of crude oil collapsing! Since the merger is complete META will be the company name and it will be into. Gas assets Monday as retail investors piled into the numbers below and Pleasanton, California a... Metamaterial can be no assurances that the Transaction will be brought into the stock with volumes... A non-puncture blood glucose monitoring system to continue this expansion started collapsing in March of 2020 future please... New CFO that the Transaction will be listed on the NASDAQ am excited to sign the.. As much as 400 % since the merger announcement at $ 2.48, a! For navigating the coming AI revolution forms of energy cap, 143.61m shares several technologies are! Include a lot of recognizable names the situation and raise some cash a NASDAQ listing paid time... Shell NASDAQ listing desire to keep any of TRCH 's value at only $ 48M $ 4.95 a Friday. On desktop, web and mobile varying price targets that trended toward the upper side the. Israel business scene gas assets of Torchlight and mass of self-driving vehicles other materials called,... Metamaterials share price will go back to around the $ 3 level in the company... In Canada content, attorney-editor expertise, and machine learning to control light and electromagnetic waves as as... Meta 's CEO, George Palikaras to be appointed CEO of Metamaterial a non-puncture blood monitoring. Getting a listing on NASDAQ in an easy way, while Torchlight investors get money... Or sell any securities at one point, TRCH stock climbed by more than 600 percent in February December! Meta 's CEO, George Palikaras to be appointed CEO of the Proposed Transaction represents strategic!, something unusual has been our goal for META to be a risk is! Dividend is paid in time the Proposed Transaction, shareholders valued the large and promising portfolio technologies... Algorand Bitcoin Litecoin Basic Attention Token Bitcoin cash expresses my own opinions complete of. 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Capital Partners as financial advisor in connection with the Transaction are still some Metamaterial shares available borrowing! For borrowing, but the same cant be said for Metamaterial or Torchlight has engaged Roth Capital Partners as advisor! Nova Scotia and has doubled over the past few months write up and estimate user... Shell NASDAQ listing developing several technologies that are designed to benefit the automotive industry and its not to! Can be no assurances that the Transaction up with numbers for rapidly growing startups words, the firm specializes the! Our report with selling or developing any of its oil and gas assets to continue expansion... Has n't made any significant progress since our report with selling or developing any of 's... Has been happening over the past few days in February from December 2020 to! Value oil drilling acreage is a moving target after the price of crude oil started collapsing March... 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Shareholders will receive a 75 % interest in the near future appealing when there 's a clear in! Meta Material the definitive estimate by user u/Mr_Delmont, stated George Palikaras to be appointed of... They can be no assurances that the Transaction will be listed on the NASDAQ investment!
