Torchlight Energy Resources (TRCH) Provides Update on Proposed Business Combination Timing

April 15, 2021 4:04 PM EDT
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Torchlight Energy Resources, Inc. (NASDAQ: TRCH), an oil and gas exploration company ("Torchlight"), announced today that it is continuing to work towards the completion of the regulatory requirements necessary to consummate the previously announced business combination (the "Arrangement") with Metamaterial Inc. ("Metamaterial"). Torchlight has filed its 2020 Annual Report on Form 10-K, parts of which are required to be incorporated by reference into the definitive proxy statement for the special meeting of Torchlight's stockholders in connection with the Arrangement. Torchlight expects to file a revised preliminary proxy statement with the SEC shortly. Torchlight and Metamaterial have extended the date by which Torchlight must give notice of and call its special meeting of stockholders to April 30th, which Torchlight believes will provide enough time to clear the definitive proxy statement with the SEC, set a record date for the special meeting of stockholders, and mail the definitive proxy statement to Torchlight stockholders of record as of the record date.

Torchlight's definitive proxy statement will announce the meeting date and record date for the special meeting. The record date to determine the Torchlight stockholders that will receive a dividend of the previously announced Series A Preferred Stock, which will entitle its holders to, among other things, receive dividends in connection with the sale of Torchlight's oil and gas assets, will be determined after the special meeting is held. Metamaterial recently announced that its security holders have approved the special resolution relating to the Arrangement at Metamaterial's annual general and special meeting.

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