Of our 2020 Annual Report on Form 10-K, filed on March 18, 2021, our First Quarter 2021 report on form 10-Q filed on May 14, 2021 and our other reports filedįrom time to time with the Securities and Exchange Commission (SEC). Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in theįorward-looking statements as a result of various factors, including those risks and uncertainties described in or implied by the Risk Factors and in Managements Discussion and Analysis of Financial Condition and Results of Operations sections This release on its current expectations, the information on which such expectations were based may change. While management has based any forward-looking statements included in Strategy, our attempts to secure additional financing, our exploring possible business alternatives, or that are not otherwise historical facts, are forward-looking statements. may, might, will, expects, intends, believes, should, and similar expressions, or the negative versions thereof, and which also may be identified by their context.Īll statements that address operating performance or events or developments Torchlight expects or anticipates will occur in the future, such as the closing of the business combination with Metamaterials, stated objectives or goals, our refinement of Statements. These statements may be identified by words such as estimates, anticipates, projects, plans, strategy, goal, or planned, seeks, All statements in this release that are not based on historical fact are forward looking Of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor created by those sections. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E For additional information on Torchlight, please visit Forward-Looking Statement Torchlight has assets focused in West andĬentral Texas where their targets are established plays such as the Permian Basin. (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. to ensure a smooth transition.Įnergy Resources, Inc. I look forward to working with the management of Meta Materials Inc. We plan to continue our efforts related to our asset divestiture to provide a positive outcome for PreferredĪ Stockholders as well as entering this new chapter for the combined Company. Support, enthusiasm and efforts in making this merger a success, commented John Brda, Torchlights Chief Executive Officer. I would like to take this opportunity to thank all of Torchlights shareholders, its Board and the team at Metamaterial Inc. as of Monday morning) for each share of Metamaterial Inc., to reflect the reverse split impact on total outstanding shares of Torchlight. shareholders owned the same approximate 75% after the reverse split, the exchange ratio was dividedīy 2, to 1.845 shares of Torchlight (which will be renamed Meta Materials Inc. Post-merger company, Meta Materials Inc, subject to financings prior to the closing of the business combination. shareholders owning approximately 75% of the resulting This exchange ratio was planned to result in the Metamaterial Inc. shareholders would receive 3.690 shares of Torchlight common stock in exchange for each of their shares of Metamaterial. Prior to the implementation of the reverse stock split, it was expected that Metamaterial, Trading on NASDAQ under the ticker symbol MMAT. Commencing on June 28, 2021 Torchlights name will be changed to Meta Materials Inc. and its common stock will begin Torchlight expects that the business combination will be effective on June 28, 2021 as of 12:01 AM EDT. were completed on June 25, 2021 and therefore Torchlight also announced that the steps necessary to close the business combination with Metamaterial Inc. Represents the lowest amount Torchlight may implement under the 1-20 range that was previously approved by the stockholders. The reverse split, which will become effective after market closing on June 25, 2021, was approved by the stockholders of Torchlight at its Special Shareholder meeting held on June 11, 2021. Torchlight also announced that it implemented a 1 for 2 reverse stock split (Torchlight), today announced that it paid the special Series A Preferred Stock dividend on a 1 for 1 basis to its stockholders of record on June 24, 2021. (NASDAQ:TRCH), an oil and gas exploration company PLANO, TX / ACCESSWIRE / J/ Torchlight Energy Resources, Inc. THE ARRANGEMENT AGREEMENT WITH METAMATERIAL, INC. STOCK DIVIDEND, A 1:2 REVERSE STOCK SPLIT AND PLANNED CLOSING OF TORCHLIGHT ANNOUNCES PAYMENT OF A SPECIAL SERIES A PREFERRED
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