"Prior to the merger, TRCH shareholders will receive a dividend of proceeds from selling TRCH's oil and gas assets. MMAT has no desire to keep any of TRCH's assets in the combined company. Torchlight's Assets Appear To Be Worthless "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.Īs shown in Metamaterial's executive statements above, there is no mention at all of any value to TRCH or its assets. It has been our goal for META to be a NASDAQ-listed company," stated George Palikaras, President & CEO of Metamaterial. 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." commented Ram Ramkumar, Metamaterial's Chairman. 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. The following statements in the announcement confirm that TRCH is only worth 25% of Metamaterial's current market cap: And that's AFTER the merger definite agreement was announced. The following is the 3-month chart for TRCH: However, with TRCH's recent conversions of debt to equity and equity raise, its current market cap is a whopping 143M x $3.90 = $558M. That would bring a per share value to TRCH of $12.12M/143M = ~$0.08. $12M is about the value of a clean empty shell Nasdaq listing. Using that market cap, that puts TRCH's value at only $48M x 25% = $12.12M. Metamaterial closed at only $0.58 on 12/14/20. It has gone up significantly since the merger announcement. That equals $251.6/1.27 = $198M USD.Īssuming 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.Īt the time of the merger announcement, on the close of 12/14/20, Metamaterial was valued at much less. 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.Īs of the close of 2/16/21, Metamaterial was worth $3.01 CAD x 83.6M shares outstanding = $251.6M CAD. The purpose of the merger is only so Metamaterial can be listed on the Nasdaq. Its assets are practically worthless, and the stock is worth a fraction of its current market cap that has runup on the merger agreement. This confirms to us that our analysis on TRCH is correct. It's a totally unrelated company to TRCH's oil and gas exploration business. Metamaterial designs, develops, and manufactures advanced materials specializing in nanocomposites, nanofabrication, and machine learning to control light and electromagnetic waves. TRCH shareholders will receive a 25% equity interest in the combined company, while MMAT shareholders will receive a 75% interest. Torchlight Energy and Metamaterial (MMATF) announced the signing of a definite agreement on 12/14/20 for a business combination. It did sell its interest in its Winkler Project in November for $450K, but that's not a significant sum. The company hasn't made any significant progress since our report with selling or developing any of its oil and gas assets. 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)." Metamaterial Only Wants To Merge With Torchlight For The Nasdaq Listing
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